The transaction is expected to provide approximately $246 million of cash at closing from Adit EdTechs trust account, after payment of Adit EdTechs transaction expenses and without giving effect to any redemptions by Adit EdTech public we expect proof-of-work mining and data centre infrastructure like HIVE's will always be an essential component of the blockchain and . prior to registration or qualification under the securities laws of such state or jurisdiction. Merging with blank-check companies has become a popular strategy for bitcoin miners seeking to go public, and Griid is the latest to jump on that bandwagon. GRIID anticipates fiscal year 2023 revenue of $1.6 billion. The SPAC Deal: Griid Infrastructure announced a merger with Adit Edtech Acquisition Corp (NYSE:ADEX). the announcement or pendency of the transaction on GRIIDs business relationships, operating results, and business generally and on Adit EdTechs stock price, (vii)risks that the Adit EdTech also will file SEC). GRIID, an American infrastructure company, is a vertically integrated bitcoin self-mining company that owns and operates a growing portfolio of bitcoin mining facilities across the United States. potential, predict, seek, should, would or by variations of such words or by similar expressions. GRIID, an American infrastructure company, is a vertically integrated bitcoin self-mining company that owns and operates a growing portfolio of bitcoin mining facilities across the United States. All of the forward-looking statements made in this press release are expressly qualified by the cautionary statements contained or referred to herein. GRIIDs existing management team, led by President and CEO Trey Kelly, will continue to lead the business. Griid Infrastructure General Information. Please note all . For full information, investors should refer to the risk disclosures filed under HIVEs most recent MD&A, which are filed under HIVEs SEDAR profile, and its September 2017 Filing Statement. These forward looking statements We refer you to the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations sections of Adit EdTechs Annual Report on Form 10-K for the year ended December 31, 2020, and other filings made with the SEC and that are available on the SECs website at www.sec.gov. Companies provide cloud mining services to customers who lease mining capacity for a fixed period of time to mine their own coins. This makes it more efficient than, The second-gen Intel miner doesn't beat out, It is unclear whether Intel will be selling exactly the same mining rigs to all of its customers. of the proposed transaction. CoinDesk is an independent operating subsidiary of Digital Currency Group, which invests in cryptocurrencies and blockchain startups. As part of their compensation, certain CoinDesk employees, including editorial employees, may receive exposure to DCG equity in the form of stock appreciation rights, which vest over a multi-year period. Related Link: 7 SPACs To Play The Rise Of Bitcoin, Cryptocurrency Stocks. or intention and are generally accompanied by words that convey projected future events or outcomes such as believe, may, will, estimate, continue, anticipate, EX-99.2 6 ea136931ex99-2_goodworks.htm INVESTOR PRESENTATION Exhibit 99.2 . The actual results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on GRIID, Adit EdTech or their respective businesses or operations. The merger is expected to close in the first quarter of 2022. What is the difference between GPU-based and ASIC-based mining? programs for the Massachusetts Institute of Technology and the University of Oxford, and serves as a non-executive director of blockchain infrastructure company Copper Technologies. Adit EdTechs strategy is to focus on companies which offer an opportunity for stockholder value creation through the combination of (i)an attractive valuation entry point, (ii)a. clear plan to unlock incremental value through operational and/or strategic improvements and (iii)a clear path to bring the target company to the public market and implement best-in-class public company governance. Head to consensus.coindesk.com to register and buy your pass now. With its unique vertically integrated business model and power pipeline, GRIID is leading the global effort to support the Bitcoin network and carbon-free energy markets. Trey Kelly, CEO of GRIID, said, We are building an American infrastructure company with the largest pipeline of committed, carbon-free power among public bitcoin miners at the lowest cost of scaled production. On Tuesday, Cincinnati-based Griid Infrastructure announced it will merge with Adit EdTech Acquisition Corp., a special purpose acquisition company, or SPAC. proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction. Investors and security holders will be able to obtain free copies of the proxy statement and all other relevant documents filed or that will be filed with the SEC by Adit EdTech through the website maintained by the SEC at www.sec.gov. Elon Musk will aim to quiet any doubts about Tesla's standing in the electric car race on Wednesday when the serial entrepreneur convenes an investor day. Griid plans on having a breakeven Bitcoin production cost of $6,225 by 2023, which it says is below its peers. TipRanks is a comprehensive research tool that helps investors make better, data-driven investment decisions. instituted against GRIID or against Adit EdTech related to the merger agreement or the proposed transaction, (ix)the ability to maintain the listing of Adit EdTechs securities on a national securities exchange, (x)the price of Adit ", David Shrier, CEO of Adit EdTech, added, "Carbon-free mining is the future of bitcoin. Secure Your Seat. speak only as of the date of this communication. Trey Kelly, CEO of GRIID, said, "We are building an American infrastructure company with the largest pipeline of committed, carbon-free power among public bitcoin miners at the lowest cost of scaled production. This press release relates to a proposed transaction between Adit EdTech and GRIID. conditions to the consummation of the transaction, including the adoption of the merger agreement by the stockholders of Adit EdTech and the receipt of certain governmental and regulatory approvals, (iv)the lack of a third party valuation in Mining equipment is anticipated to remain useful for multiple years. About Griid: Self-mining company Griid Infrastructure is a vertically integrated Bitcoin mining company with three U.S. facilities. Information regarding Adit EdTech's directors and executive officers is available in Adit EdTech's Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on April 15, 2021. No offer of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act. Adit EdTechs strategy is to focus on companies which offer an opportunity for stockholder value creation through the combination of (i) an attractive valuation entry point, (ii) a clear plan to unlock incremental value through operational and/or strategic improvements and (iii) a clear path to bring the target company to the public market and implement best-in-class public company governance. Being a first mover to list on a major public exchange was a key part of HIVEs strategy. These statements express a belief, expectation or intention and are generally accompanied by words that convey projected future Sanders LLP acted as legal advisor to GRIID. could give rise to the termination of the merger agreement, (vi)the effect of the announcement or pendency of the transaction on GRIIDs business relationships, operating results, and business generally and on Adit EdTechs stock For investor inquiries regarding Adit EdTech and affiliates, please contact: For inquiries regarding GRIID, The $246 million of anticipated net transaction proceeds, assuming no redemptions, and an existing $525 million credit facility will be used to fund GRIID's growth and accelerate scale. Adit EdTech intends to file a proxy statement with the SEC. Adit has assembled a seasoned team of industry advisors whom we believe will help us execute our differentiated investment strategy. stockholders. ADEX Price Action: ADEX shares were up 1.22% at $9.97 late Tuesday morning. Our team has demonstrated a track record of successful execution over the past three years since starting the company, and we look forward to delivering expansion of capacity through this transaction. a bitcoin mining company | building america's leading, vertically-integrated bitcoin mining company Additional Information and Where to Find It. financial advisor to Adit EdTech for capital markets and M&A advisory services. Bitcoin Self-Miner Griid Infrastructure to List on the NYSE Through Merger With Adit Edtech Acquisition Corp. On Tuesday, the three-year-old. Adit EdTechs strategy is to focus on companies which offer an opportunity for stockholder value creation through the combination of (i) an attractive valuation entry point, (ii) a clear plan to unlock incremental value through operational and/or strategic improvements and (iii) a clear path to bring the target company to the public market and implement best-in-class public company governance. These statements express a belief, expectation Additional information about the proposed transaction, including a copy of the agreement, an investor presentation, and plan of merger, will be provided in a Current Report on Form 8-K to be filed by Adit EdTech today with the U.S. Securities and Exchange Commission (the SEC) and will be available at www.sec.gov. The proposed transaction has been unanimously approved by the board of directors of Adit EdTech and the board of managers of GRIID Holdco. Financial Condition and Results of Operations sections of Adit EdTechs Annual Report on Form 10-K for the year ended December31, 2020, and other filings made with the SEC and that are Information regarding the persons who may, under the rules of the SEC, be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or The latest moves in crypto markets, in context. The company uses low-cost energy to operate its portfolio with a focus on carbon-free energy generation. Except as required by law, neither GRIID nor Adit EdTech undertakes any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. HIVE benefits from monitoring software that constantly tracks things like hash rates, temperatures, and power consumption. The following communication was posted by David Shrier on LinkedIn: I am pleased to The actual results or developments anticipated may not be realized or, even if Investors Capital Structure Reporting Presentation Filings FAQ. Founded in 2018 and headquartered in Cincinnati, Ohio, GRIID has secured one of the largest and lowest-cost power pipelines in the industry with a focus on carbon-free generation partners. Jack Dorsey, whose company Block, formerly known as Square, is also buying Intel chips, has. After the merger, the new company will trade as GRIID Infrastructure Inc and the ticker GRDI on the NYSE. Additional Information and Where to Find It. For investor inquiries regarding Adit EdTech and affiliates, please contact: John J. DAgostinoChief Financial Officerdagostino@aditedtech.com. Except as required by law, neither GRIID nor Adit EdTech undertakes any obligation, and specifically declines any obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This press release relates to a proposed transaction between Adit EdTech and GRIID. the combined company is expected to operate under the name "GRIID Infrastructure Inc." and be listed on the NYSE under the new ticker symbol "GRDI". Readers are cautioned not to rely too heavily on the forward-looking statements contained in this communication. Arthur D. Little LLC acted as advisor to Adit EdTech for technical and commercial due diligence. Leasing hash is finite and non-transferrable. Public ADEX shareholders will own 9% of the combined company. Troutman Pepper Hamilton Sanders LLP acted as legal advisor to GRIID. Public markets are a huge untapped opportunity to finance the growth of the blockchain sector and HIVE. The chip is custom-built for this purpose only and has no flexibility to mine anything other than Bitcoin. Griid Infrastructure LLC (GRIID) is a profitable, vertically integrated bitcoin self-mining company For these reasons, we expect proof-of-work mining and data centre infrastructure like HIVEs will always be an essential component of the blockchain and cryptocurrency ecosystem. These forward looking statements speak only as of the date of By signing up, you will receive emails about CoinDesk product updates, events and marketing and you agree to our, Australias Central Bank Taps Mastercard and Others to Test CBDC Use Cases, Bitcoin, Ether Settle Into a Range as Indicators Point Neutral, Digital Asset Investment Products AUM in February Reaches Highest Level Since May 2022, Crypto Bank Charter Firm Protego Trust Lays Off Most of Its Workforce: Source. Covington& Burling LLP acted as legal advisor to Adit EdTech. Through our affiliation with our sponsor and management team, we will seek to acquire established businesses that we believe are fundamentally sound but potentially in need of financial, operational, strategic, or managerial transformation to maximize value for stockholders. We refer you to the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of Adit EdTech's Annual Report on Form 10-K for the year ended December 31, 2020, and other filings made with the SEC and that are available on the SEC's website at www.sec.gov. Track . Arthur D. Little LLC acted as advisor to Adit EdTech for technical Growth Ahead: Transaction proceeds from going public are expected to help fund the companys growth plans. This communication may Benzinga does not provide investment advice. Have a question? You need a reliable and cheap source of electricity for your hardware. The $246 million of anticipated net transaction proceeds, assuming no redemptions, and an existing $525 million credit facility will be used to fund GRIIDs growth and accelerate scale. Founded in 2018 and headquartered in Cincinnati, Ohio, GRIID has secured one of the largest and lowest-cost power pipelines in the industry with a focus on carbon-free generation partners. The merger between GRIID and Adit EdTech Acquisition Corp. ("ADEX") represents a pro forma combined company enterprise value of approximately $3.3 billion. private firms that the principals believe are driving todays market and shaping tomorrows economy. GRIID, Adit EdTech and their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect Related Link: 7 SPACs To Play The Rise Of Bitcoin, Cryptocurrency Stocks. Gillian Tan. new information, future events or otherwise. Get a technical analysis of First Trust Nasdaq Clean Edge Smart Grid Infrastructure UCITS ETF Accum A USD (DE:GRID) with the latest MACD of 0.24 and RSI of 50.81. . Its CEO, David Shrier, has published multiple books about blockchain and fintech, created the global online fintech and blockchain programs for the Massachusetts Institute of Technology and the University of Oxford, and serves as a non-executive director of blockchain infrastructure company Copper Technologies. An investor presentation and We chose the TSX-Venture Exchange in particular because it is a flexible capital formation platform, and at the same time, is one of the most accessible stock exchanges globally. Growth Ahead: Transaction proceeds from going public are expected to help fund the companys growth plans. Terms of Use. Edelstein & Company, LLP acted as advisor to Adit EdTech for accounting and tax due diligence and quality of earnings assessment. After a decadeand massive growth in total crypto market capitalization, this consensus mechanism has proven to be stable and highly secure, and has withstood numerous hacking attempts. The proposed transaction values the combined company at an implied fully diluted pro forma enterprise value of approximately $3.3billion, assuming no The new miner is half the price of an Antminer S19 Pro, while being 15% more efficient, improving gross profits by 130%, Griid's presentation said. The largest inputs to mining are electricity costs and hardware. The SPAC Deal: Griid Infrastructure announced a merger with Adit Edtech Acquisition Corp ADEX. Our sponsor is an affiliate of Adit Ventures, LLC, or Adit, an investment adviser whose principals have combined investment experience of over 150 years and a track record of value creation in portfolio companies operating in the public markets. TSX.V: HIVE . 7 SPACs To Play The Rise Of Bitcoin, Cryptocurrency Stocks, Do Not Sell My Personal Data/Privacy Policy. EdTechs securities, which may be volatile due to a variety of factors, including changes in the competitive and regulated industries in which Adit EdTech plans to operate or GRIID operates, variations in operating performance across All rights reserved. Before making any voting decision, investors and security holders of Adit EdTech are urged to read the proxy statement and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction. The proposed transaction values the combined company at an implied fully diluted pro forma enterprise value of approximately $3.3 billion, assuming no redemptions of shares of Adit EdTech by its public stockholders and approximately $125 million of debt outstanding as of the closing (which debt is drawn down under GRIID's $525 million secured credit facility with Blockchain.com). Adit EdTech is a publicly listed special purpose acquisition company sponsored by an affiliate of Adit, formed for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. ADEX Price Action: ADEX shares were up 1.22% at $9.97 late Tuesday morning. We refer you to the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Bitcoin miner Griid Infrastructure is in talks to go public through a merger with a special purpose acquisition company, according to people with knowledge of the matter. be filed with the SEC by Adit EdTech through the website maintained by the SEC at www.sec.gov. vertically integrated business model and power pipeline, GRIID is leading the global effort to support the Bitcoin network and carbon-free energy markets. This press release includes forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended. The foregoing list of factors is not exhaustive. GRIIDs combination of a large pipeline of low-cost, carbon-free power, distinctive access to next generation ASICs, and market-leading execution position them to generate attractive profitability and growth., Eric Munson, Adits founder and Managing Partner, said, GRIIDs focus on utilizing next generation computing power for more efficient clean power utilization and grid management demonstrates the broader economic potential of green infrastructure.. Bitcoin miner Griid Infrastructure is negotiating with blank-check firm Adit EdTech Acquisition Corp. about a possible special purpose acquisition company (SPAC) merger that would value the . 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