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The information contained in this Crypto Asset Statement was last updated on March 15, 2024.

No securities regulatory authority in Canada has expressed an opinion about Zcash or any of the other Crypto Contracts or Crypto Assets made available through Newton Crypto Ltd. (Newton) on the Newton Platform, including an opinion that Zcash itself is not a security and/or derivative.  Changes to applicable law may adversely affect the use, transfer, exchange, or value of any of your crypto assets, and such changes may be sudden and without notice.

Newton is offering Crypto Contracts in reliance on a prospectus exemption contained in the exemptive relief decision Re Newton Crypto Ltd. dated March 8, 2024.  The statutory rights of action for damages and the right of rescission in section 130.1 of the Securities Act (Ontario) and similar legislation in the other provinces and territories of Canada would not apply in respect of a misrepresentation in this Crypto Asset Statement or the Newton Platform Risk Statement.

This overview provides a summary of certain risks associated with Zcash and is not an exhaustive description or summary of these risks and, in addition, does not take into account an individual’s particular situation or risk tolerance.  Investors are encouraged to conduct their own research prior to trading any crypto asset.

Newton users should read the Newton Platform Risk Statement for additional discussion of general risks associated with crypto assets made available through the Newton platform.  A copy of the Newton Platform Risk Statement acknowledged by you is available in your account in the “Statements & Reports” section.

Token Description & Project Background

Zcash is a crypto asset created using cryptography to provide enhanced privacy for its users compared to other crypto assets such as Zcash.  Zcash was developed based on Zcash's codebase and shares many similarities with Zcash, such as a fixed total supply of 21 million units.

Development of Zcash began in 2013 by Johns Hopkins professor Matthew Green and some of his graduate students.  The development was completed by the for-profit Zcash Company led by Zooko Wilcox, a Colorado-based computer security specialist.

Risks of Zcash

Like an investment in other crypto assets, an investment in Zcash includes the following general risks:  (i) volatility risk and liquidity risk, (ii) short history risk, (iii) demand risk, (iv) forking risk, (v) code defects, (vi) regulatory risk, (vii) electronic trading risk, and (viii) cyber security risk.

For additional information of general risks associated with crypto assets, you may refer to the Newton Platform Risk Statement.  In terms of specific risks, as Zcash is one of the longest-standing crypto assets and its community base is widely decentralized, there is no central working group or authority to disclose material information to the public regarding Zcash.

Please note that these risks and the associated summaries or overviews provided for each herein are not intended to be an exhaustive discussion pertaining to all such risks and, in addition, there may be other risks that come with exposure to Zcash.  We encourage all Newton users to perform their own due diligence to assess the risks associated with Zcash and to determine whether this level of risk is acceptable to them.  Neither Zcash nor Newton guarantees the value of Zcash, and holders of Zcash will not have any recourse to Zcash or Newton if the value of Zcash declines for any reason whatsoever.

Newton’s Evaluation Process

Newton has reviewed and assessed Zcash prior to making it available on the Newton Platform and has concluded that Zcash is not a security or derivative under Canadian securities legislation; however, there is a risk that this conclusion could change in the future and that, in such event, Newton will be required to halt, suspend, and then remove Zcash from its platform as described in the Newton Platform Risk Statement.

Further, as indicated above, no Canadian securities regulatory authority has expressed an opinion about Zcash, including an opinion that Zcash is not itself a security and/or derivative.

Based on publicly available information Newton has reviewed Zcash, including, but not limited to, a review of the following:

• The creation, governance, usage, and design of Zcash, including the source code, security, and roadmap for growth in the developer community and, if applicable, the background of the developer(s) that created Zcash.
• The supply, demand, maturity, utility, and liquidity of Zcash.
• Material technical risks associated with Zcash, including any code defects, security breaches and other threats concerning Zcash and its supporting blockchain (such as the susceptibility to hacking and impact of forking), or the practices and protocols that apply to them.
• Legal and regulatory risks associated with Zcash, including (i) any pending, potential, or prior civil, regulatory, criminal, or enforcement action relating to the issuance, distribution, or use of Zcash, and (ii) statements made by any securities regulatory authorities in Canada, other regulators in IOSCO-member jurisdictions, or the regulator with the most significant connection to Zcash about whether Zcash, or generally about whether the type of crypto asset, is a security and/or derivative.

A link to the Zcash White Paper is available at the following link.