The SPAC Deal: Griid Infrastructure announced a merger with. 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. No offer of securities shall be made except by means of a prospectus meeting the requirements of the The transaction is expected to provide approximately $246 million of cash at closing from Adit EdTech's trust account, after payment of Adit EdTech's transaction expenses and without giving effect to any redemptions by Adit EdTech public stockholders. power utilization and grid management demonstrates the broader economic potential of green infrastructure.. This communication is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transaction and shall not constitute an offer to sell or a solicitation of an offer to buy filed with the SEC on April15, 2021. 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 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. transaction between Adit EdTech and GRIID. SEC). The current proposal for Ethereums shift to proof of stake from proof of work has a number of unknown variables, including uncertainty over timing, execution and ultimate adoption; and there is not yet a definitive plan that is established and approved. All of the forward-looking statements made in this communication are expressly qualified by the cautionary statements contained or referred to herein. 2022 Griid Infrastructure LLC. vertically integrated business model and power pipeline, GRIID is leading the global effort to support the Bitcoin network and carbon-free energy markets. Infrastructure Inc. and be listed on the NYSE under the new ticker symbol GRDI. The capital markets have very few options for investors to participate in the blockchain sector, and HIVE provides a unique opportunity to do so. As of December 13, 2022. 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. events or outcomes such as believe, may, will, estimate, continue, anticipate, design, intend, expect, could, plan, Evolve Security, LLC acted as cybersecurity advisor to Adit EdTech for external, the board of managers of GRIID Holdco. These statements express a belief, expectation or intention and are generally accompanied by words that convey projected future events or outcomes such as believe, may, will, estimate, continue, anticipate, design, intend, expect, could, plan, potential, predict, seek, should, would or by variations of such words or by similar expressions. determining whether or not to pursue the proposed transaction, (v)the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, (vi)the effect of. 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. www.sec.gov. GRIID management reports that it has over 1,300 MW of power (under agreement, MOU or LOI), of which 734 MW will be operational by 2023, with a breakeven bitcoin production cost materially below its peers and a cost of scaled bitcoin production of under $6,225 per BTC. stockholders. 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 prior to registration or qualification under the securities laws of such state or jurisdiction. $525million credit facility will be used to fund GRIIDs growth and accelerate scale. This is where GRIID Infrastructure's plan to revolutionize how Bitcoin is mined comes in. Democratic countries worldwide should make Russia pay war reparations to Ukraine and cut all financial and economic ties with Moscow, Polish Climate Minister Anna Moskwa said on Wednesday. This announcement is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transaction and shall not constitute an offer to Probing the intersection of crypto and government. TipRanks is a comprehensive research tool that helps investors make better, data-driven investment decisions. redemptions of shares of Adit EdTech by its public stockholders and approximately $125million of debt outstanding as of the closing (which debt is drawn down under GRIIDs $525million secured credit facility with Blockchain.com). with three US-based facilities and planned mining capacity of 734 megawatts (MW) operational by 2023 with a power cost of less than $25/MWh. The proposed transaction is expected to close in the first quarter of 2022, subject to customary closing conditions, including the receipt of regulatory approvals and approval of Adit EdTechs D'AgostinoChief Financial Officerdagostino@aditedtech.com. extension of the business combination deadline if sought by Adit EdTech, (iii)the failure to satisfy the conditions to the consummation of the transaction, including the adoption of the merger agreement by the stockholders of Adit EdTech and The proposed transaction has been unanimously approved by the board of directors of Adit EdTech and The foregoing list of factors is not exhaustive. Mining Companies With Fewer Than 50 Employees . offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. The chip is custom-built for this purpose only and has no flexibility to mine anything other than Bitcoin. Leasing hash is finite and non-transferrable. Cryptocurrency is extremely competitive, hence the need for efficiencies of scale. 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. Proof-of-stake is an alternative method of fulfilling the same function as proof-of-work mining the validation of cryptocurrency transactions by having parties deposit, or stake, amounts of cryptocurrency into a smart contract. Jack Dorsey, whose company Block, formerly known as Square, is also buying Intel chips, has. Market Data powered by QuoteMedia. filed with the SEC on April15, 2021. This communication relates to a proposed transaction between Adit EdTech Acquisition Corp. (Adit EdTech) and Griid Holdco LLC (GRIID). GRIID anticipates fiscal year 2023 revenue of $1.6 billion. To learn more, visit griid.com. The proposed transaction is expected to close in the first quarter of 2022, subject to customary closing conditions, including the receipt of regulatory approvals and approval of Adit EdTechs stockholders. Before making any voting decision, investors and security holders of Adit EdTech are urged to read the proxy statement and all other relevant The chip giant's entrance into the mining rig game is expected to break a supply side dominated by a few companies. Founded in 2018, GRIID Infrastructure is 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. HIVE offers shareholders exposure to the operating margins from cryptocurrency mining plus a growing portfolio of coins. Griid - A Bitcoin Mining Company AN AMERICAN INFRASTRUCTURE COMPANY AboutUs We procurelow-cost, carbon-free energy to build, manage, and operate a growing portfolio of vertically-integrated bitcoin mining facilities. The actual results or developments anticipated may not be realized or, even if 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. Adit EdTechs CFO, John DAgostino, founded and leads the AIMA Digital Asset Working Group, is Chair of the of the UK Governments Department International Trades Asset Management Working Group, and is Fellow of the AIF Global Financial InnovationInstitute. Lincoln International LLC acted as financial advisor to Adit EdTech to provide a fairness opinion. Such statements are not guarantees of future performance and actual results or developments may 2023 Benzinga.com. regulations affecting Adit EdTechs or GRIIDs business, and changes in the combined capital structure, (xi)GRIIDs inability to implement its business plan or meet or exceed its financial projections, (xii)changes in Wells Fargo Securities LLC, acted as the 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. 9,898 Number of Organizations $45.2B Total Funding Amount 1,905 Number of Investors. 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. Gillian Tan. Upon completion of the proposed transaction. "We need to get Ukraine compensated from Russian Federation as much as possible," Moskwa said at an energy conference in Croatia's capital of Zagreb. Global Investors and Executive Chairman of HIVE. statements in this press release, including but not limited to: (i)the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of Adit EdTechs securities, (ii)the risk that Griid Infrastructure General Information. Investors and security holders will be able to obtain free copies of the proxy statement/prospectus and all other relevant documents filed or that will 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. GRIIDs existing management team, led by President and CEO Trey Kelly, will continue to lead the business. expressions. Adit Ventures offers curated and professionally managed access to equity in Such statements are not guarantees of future performance and actual An investor presentation and HIVE is a growth oriented, publicly listed company building a bridge from the blockchain sector to traditional capital markets. "EEI and our member companiesAmerica's investor-owned electric companiesare at a global inflection point," said Kuhn. public bitcoin miners at the lowest cost of scaled production. The merger is expected to close in the first quarter of 2022. Growth Ahead: Transaction proceeds from going public are expected to help fund the companys growth plans. Adit EdTech also will file other documents regarding the proposed transaction with the SEC. Frank Holmes, CEO and CIO of U.S. This mechanism is known as proof-of-work mining, a system where a decentralized network of miners commit work using electricity to power computer hardware in exchange for receiving rewards in the form of cryptocurrency. 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 EdTechs securities, internal and wireless security testing and assessment. 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. An ASIC or application-specific integrated circuit is a single-purpose chip built for Bitcoin mining. Mining equipment is anticipated to remain useful for multiple years. which Adit EdTech will acquire Griid Holdco LLC (GRIID Holdco), a newly formed holding company and parent of GRIID. performance fees or expenses, if applicable. Companies provide cloud mining services to customers who lease mining capacity for a fixed period of time to mine their own coins. 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. Adit EdTech's 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. Based in Cincinnati, Ohio, GRIID is a profitable, Based on 508 Wall Street analysts offering 12 month price targets to DE:GRID holdings in the last 3 months. Assuming no redemptions, current GRIID equity holders will own approximately 90%, Adit EdTech public stockholders will own approximately 8% and Adit EdTechs sponsor will own approximately 2% of the outstanding shares of voting stock of the combined company at closing, respectively. Lincoln International LLC acted as financial advisor to Adit EdTech to provide a fairness opinion. Blockchain technology is revolutionizing finance and there are very few ways for investors to gain exposure to businesses in this space. The new miner will reach 135 terahash/second (TH/s), a measure of computing power, at an electricity efficiency of 26 joules/terahash (J/TH). Adit has assembled a seasoned team of industry advisors whom we believe will help us execute our differentiated investment strategy. The deal values the combined. After the merger, the new company will trade as GRIID Infrastructure Inc and the ticker GRDI on the NYSE. Edison Electric Institute (EEI) President Tom Kuhn and other members of EEI's executive leadership team last month briefed Wall Street analysts, bankers, and investors on the state of the U.S. electric power industry. 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 The merger between GRIID and Adit EdTech Acquisition Corp. (ADEX) represents a pro forma combined company enterprise value of approximately $3.3 billion. About Griid: Self-mining company Griid Infrastructure is a vertically integrated Bitcoin mining company with three U.S. facilities. the securities of GRIID, the combined company or Adit EdTech, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under March 2021 Good Works . We refer you to the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Adit EdTech also will file other documents regarding the proposed transaction with the SEC. TSX.V: HIVE . 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. Such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. EX-99.2 6 ea136931ex99-2_goodworks.htm INVESTOR PRESENTATION Exhibit 99.2 . Adit Ventures is 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. For investor inquiries regarding Adit EdTech and affiliates, please contact: John J. Before making any voting decision, investors and security holders of Adit EdTech are urged to read the general economic conditions, including as a result of the COVID-19 pandemic, and (xiii)the ability to implement business plans, forecasts, and other expectations after the completion of the proposed Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of Adit EdTechs securities, (ii) the risk that the transaction may not be completed by Adit EdTechs business combination deadline and the risk that Adit EdTech may not obtain an extension of the business combination deadline if sought by Adit EdTech, (iii) the failure to satisfy the 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 determining whether or not to pursue the proposed transaction, (v) the occurrence of any event, change or other circumstance that 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 price, (vii) risks that the proposed transaction disrupts current plans and operations of GRIID and potential difficulties in GRIID employee retention as a result of the transaction, (viii) the outcome of any legal proceedings that may be 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 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 competitors, changes in laws and regulations affecting Adit EdTechs or GRIIDs business, and changes in the combined capital structure (xi) GRIIDs inability to implement its business plan or meet or exceed its financial projections, (xii) changes in general economic conditions, including as a result of the COVID-19 pandemic, and (xiii) the ability to implement business plans, forecasts, and other expectations after the completion of the proposed transaction, and identify and realize additional opportunities. These statements express a belief, expectation If Ethereums shift to proof of stake were to occur, HIVEs GPU-based mining provides flexibility to identify and focus computing resources on existing and new cryptocurrencies including those using the proof-of-work standard as they become more profitable to mine, as well as for other high efficiency computing applications, such as artificial intelligence and graphic rendering as well as private blockchain computing, which are becoming more widespread as the blockchain technology grows and develops. Data delayed 15 minutes unless otherwise indicated (view delay times for all exchanges). griid | 1,570 followers on linkedin. News and analysis for the professional investor. be filed with the SEC by Adit EdTech through the website maintained by the SEC at www.sec.gov. private firms that the principals believe are driving todays market and shaping tomorrows economy. Adit Ventures offers curated and professionally managed access to equity in private firms that the principals believe are driving todays market and shaping tomorrows economy. Its CEO, David Shrier, has published multiple books about blockchain and fintech, created the global online fintech and blockchain 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). 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 otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC when they become available. Growth Ahead: Transaction proceeds from going public are expected to help fund the companys growth plans. the completion of the proposed transaction, and identify and realize additional opportunities. Please note that our privacy policy, terms of use, cookies, and do not sell my personal information has been updated.The leader in news and information on cryptocurrency, digital assets and the future of money, CoinDesk is a media outlet that strives for the highest journalistic standards and abides by a strict set of editorial policies. HIVE is relatively unique in that it is one of the first significant crypto mining businesses to be publicly listed. Troutman Pepper Hamilton Sanders LLP acted as legal advisor to GRIID. The $246million of anticipated net transaction proceeds, assuming no redemptions, and an existing The proposed transaction values the combined company at an implied fully diluted pro forma enterprise value of approximately $3.3billion, assuming no results or developments may differ materially from those projected in the forward-looking statements. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) the risk that the transaction may not be completed in a timely manner or at all, which may adversely affect the price of Adit EdTech's securities, (ii) the risk that the transaction may not be completed by Adit EdTech's business combination deadline and the risk that Adit EdTech may not obtain an extension of the business combination deadline if sought by Adit EdTech, (iii) the failure to satisfy the 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 determining whether or not to pursue the proposed transaction, (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, (vi) the effect of the announcement or pendency of the transaction on GRIID's business relationships, operating results, and business generally and on Adit EdTech's stock price, (vii) risks that the proposed transaction disrupts current plans and operations of GRIID and potential difficulties in GRIID employee retention as a result of the transaction, (viii) the outcome of any legal proceedings that may be 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 EdTech's securities on a national securities exchange, (x) the price of Adit EdTech's 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 competitors, changes in laws and regulations affecting Adit EdTech's or GRIID's business, and changes in the combined capital structure (xi) GRIID's inability to implement its business plan or meet or exceed its financial projections, (xii) changes in general economic conditions, including as a result of the COVID-19 pandemic, and (xiii) the ability to implement business plans, forecasts, and other expectations after the completion of the proposed transaction, and identify and realize additional opportunities. Upon completion of the proposed transaction. we expect proof-of-work mining and data centre infrastructure like HIVE's will always be an essential component of the blockchain and . HIVE sells digital currencies that it has mined in order to pay for its ongoing expenses, including operating and maintenance costs. Angel investor. The latest moves in crypto markets, in context. Griid Infrastructure LLC (GRIID) is a profitable, vertically integrated bitcoin self-mining company of the proposed transaction. GRIID anticipates fiscal year 2023 revenue of $1.6billion. projections, (xii)changes in general economic conditions, including as a result of the COVID-19 pandemic, and (xiii)the ability to implement business plans, forecasts, and other expectations after Revolutionizing finance and there are very few ways for investors to gain exposure to the operating margins from cryptocurrency plus... 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