Toronto, Ontario--(Newsfile Corp. - March 18, 2026) - Blockchain Venture Capital Inc. (CSE: BVCI) ("Company") announces that it has entered into a non-binding letter of intent dated March 16, 2026 (the "LOI") with World Digital Gold Group Ltd. ("WDGG") in respect of a proposed business combination that is expected to constitute a reverse takeover transaction (the "Proposed Transaction") pursuant to the policies of the Canadian Securities Exchange ("CSE").
Proposed Transaction
Pursuant to the LOI, the Company and WDGG intend to complete a business combination whereby BVCI will acquire the gold-based CBDC GLD digital asset business of WDGG through a share exchange, amalgamation, arrangement, or similar transaction structure to be determined by the parties.
Upon completion of the Proposed Transaction, the resulting public issuer (the "Resulting Issuer") is expected to carry on its current businesses as well as the business of developing and commercializing the gold-based CBDC GLD digital asset token from the WDDG ecosystem.
The Resulting Issuer is expected to seek approval to change its name to CBDC GLD, subject to regulatory and shareholder approvals.
Arm's Length Transaction
The Company and WDGG are arm's length parties, and no insiders, promoters, or control persons of the Company have any ownership interest in WDGG.
Description of WDGG Business and Assets
WDGG is a digital asset development company focused on the tokenization of gold-related assets and the development of blockchain-based financial infrastructure supporting the CBDC GLD and other token ecosystems.
WDGG's assets include:
- intellectual property related to the CBDC GLD and other tokenizations platforms
- blockchain software and technology associated with gold-linked digital asset issuance
- contractual rights and development initiatives relating to the commercialization of gold-backed digital assets and tokenized financial infrastructure.
The Proposed Transaction is intended to solidify the Resulting Issuer's position as a digital asset infrastructure company focused on tokenization, blockchain financial services, and digital-asset settlement platforms associated with the CBDC GLD and its current ecosystems.
Consideration
The LOI contemplates that the shareholders of WDGG will receive common shares of BVCI as consideration for the acquisition of the CBDC GLD business.
The final valuation, exchange ratio, and total consideration will be determined in the definitive agreement following completion of financial, legal, and technical due diligence.
Additional details regarding the Proposed Transaction will be disclosed once the parties execute a definitive agreement.
Financing
In connection with the Proposed Transaction, the Company may complete a financing to support the business plan of the Resulting Issuer.
The structure, size, and terms of any such financing have not yet been determined and will be disclosed in a subsequent news release if and when finalized.
WDGG Financial Information
WDGG is an early-stage company and limited historical financial information is currently available.
Additional financial information regarding WDGG is expected to be disclosed in connection with the execution of the definitive agreement and the preparation of the required CSE listing statement or disclosure document.
Conditions to Completion
Completion of the Proposed Transaction is subject to a number of conditions including, but not limited to:
- completion of satisfactory financial, legal, and technical due diligence
- negotiation and execution of a definitive agreement
- receipt of all required regulatory approvals, including approval of the Canadian Securities Exchange
- shareholder approval of the Company, if required
- completion of any required financing
- satisfaction of all other conditions customary for transactions of this nature.
There can be no assurance that the Proposed Transaction will be completed as proposed or at all.
Trading of Shares
Trading in the common shares of the Company is not expected to be halted in connection with the announcement of the LOI.
In accordance with CSE policies, trading may be subject to a short-term dissemination halt if the news release is issued during market hours.
About Blockchain Venture Capital Inc.
Blockchain Venture Capital Inc. is an Ontario-incorporated company registered as a Money Services Business (MSB) with FINTRAC.
The Company provides blockchain-based financial infrastructure, including:
- BVC Chain, a proprietary blockchain and distributed-ledger platform
- BVCPay, a mobile wallet enabling digital transactions using Bitcoin, Ethereum and the CADT stablecoin
- Trillium Coin, a Bitcoin OTC trading service
CADT, BVCI's native digital currency, is intended to be a Canadian dollar-backed stablecoin designed for payments, settlements, digital-asset issuance and ledger services.
Unless and until BVCI obtains all necessary regulatory approvals or qualifies for applicable exemptions, there can be no assurance that the Company will be able to proceed with its CADT-related initiatives.
About World Digital Gold Group
World Digital Gold Group ("WDGG") is developing CBDC GLD, a next-generation, BIS-compliant gold-backed stablecoin for the world's rapidly expanding digital financial system. CBDC GLD is designed to bridge the $12+ trillion physical gold market with the efficiency and transparency of blockchain technology. CBDC GLD is being designed specifically for central banks, commercial banks, and multinational corporations requiring a stable, transparent, and globally accessible digital reserve asset. CBDC GLD will be backed by WDGG's extensive gold reserve portfolio which includes significant sovereign gold assets.
Forward-Looking Information
This news release contains forward-looking information within the meaning of applicable securities laws, including statements regarding the Proposed Transaction, potential financing, regulatory approvals and future operations of the Resulting Issuer.
Forward-looking information involves risks, uncertainties and assumptions, and actual results may differ materially from those expressed or implied in such statements.
Readers are cautioned not to place undue reliance on forward-looking information.
The Company undertakes no obligation to update forward-looking information except as required by applicable securities laws.
The Canadian Securities Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
For further information:
Richard Zhou
Chairman & CEO
Blockchain Venture Capital Inc.
service@bvcadt.com
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/289007
Source: Blockchain Venture Capital Inc.
