This communication may 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. the board of managers of GRIID Holdco. announce that less than a year since our IPO, $ADEX has signed a definitive agreement with what I believe to be an exceptional carbon-free bitcoin mining company: GRIID Infrastructure. Covington& Burling LLP acted as legal advisor to Adit EdTech. This communication relates to a proposed transaction between Adit EdTech Acquisition Corp. (Adit EdTech) and Griid Holdco LLC (GRIID). The deal values the combined. 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's 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. 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. otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. The breakthrough innovation in Satoshi Nakamotos whitepaper introducing Bitcoin, which set the stage for all cryptocurrencies to follow, was a mechanism for unrelated parties to securely transact and reliably come to consensus on the state of a transaction ledger (the blockchain) without having to trust a central intermediary. offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. Intel's second-generation miner, dubbed the Bonanza Miner 2, is the second most efficient on the market, according to an investor presentation filed in November by Griid Infrastructure, one of . 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. HIVE is a relatively new public company that uses high powered computing assets to mine cryptocurrencies like Ethereum and Bitcoin on the cloud. The $246million of anticipated net transaction proceeds, assuming no redemptions, and an existing available on the SECs website at www.sec.gov. transaction between Adit EdTech and GRIID. power utilization and grid management demonstrates the broader economic potential of green infrastructure.. RT=Real-Time, EOD=End of Day, PD=Previous Day. 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. Griid Infrastructure LLC ("GRIID") is a profitable, vertically integrated bitcoin self-mining company with three US-based facilities and planned mining capacity of 734 megawatts (MW). GRIID anticipates fiscal year 2023 revenue of $1.6billion. HIVE offers shareholders exposure to the operating margins from cryptocurrency mining plus a growing portfolio of coins. Learn more about Consensus 2023, CoinDesks longest-running and most influential event that brings together all sides of crypto, blockchain and Web3. performance fees or expenses, if applicable. A family-owned firm with over a century of combined financial experience, Adit Ventures is a team of professionals committed to investments that create positive change. Griid Infrastructure LLC (GRIID) is a profitable, vertically integrated bitcoin self-mining company 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. We currently mine Ethereum, Ethereum Classic and Bitcoin. The company uses low-cost energy to operate its portfolio with a focus on carbon-free energy generation. Adit EdTechs CFO, 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. investments that create positive change. You need a reliable and cheap source of electricity for your hardware. The company is projecting 2023 revenue of $1.6 billion. Head to consensus.coindesk.com to register and buy your pass now. 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. Transfers Listing to NYSE American LLC, Adit EdTech Acquisition Corp. Growth Ahead: Transaction proceeds from going public are expected to help fund the companys growth plans. 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. This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed Companies provide cloud mining services to customers who lease mining capacity for a fixed period of time to mine their own coins. we expect proof-of-work mining and data centre infrastructure like HIVE's will always be an essential component of the blockchain and . Edelstein& Company, LLP acted as advisor to Adit EdTech for accounting and tax due diligence and quality of earnings assessment. HIVE sells digital currencies that it has mined in order to pay for its ongoing expenses, including operating and maintenance costs. Adit EdTech also will file other documents regarding the proposed transaction with the SEC. The merger between GRIID and Adit EdTech Acquisition Corp. ("ADEX") represents a pro forma combined company enterprise value of approximately $3.3 billion. 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. EX-99.2 6 ea136931ex99-2_goodworks.htm INVESTOR PRESENTATION Exhibit 99.2 . 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. More information on how Adit is helping build a portfolio of private growth emerging market leaders can be found at www.AditVentures.com. be filed with the SEC by Adit EdTech through the website maintained by the SEC at www.sec.gov. The deal values Griid at an enterprise value of $3.3 billion. include forward-looking statements, within the meaning of Section27A of the Securities Act of 1933, as amended, and Section21E of the Securities Exchange Act of 1934, as amended. Based in Cincinnati, Ohio, GRIID is a profitable, vertically integrated bitcoin self-mining company that owns and operates a growing portfolio of energy infrastructure and bitcoin mining facilities across the United States. 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 Public ADEX shareholders will own 9% of the combined company. Intel's second-generation miner, dubbed the Bonanza Miner 2, is the second most efficient on the market, according to an investor presentation filed in November by Griid Infrastructure, one. 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. The proposed transaction has been unanimously approved by the board of directors of Adit EdTech and TipRanks is a comprehensive research tool that helps investors make better, data-driven investment decisions. A profitable Bitcoin (CRYPTO: BTC) mining company is going public with a SPAC deal announced Tuesday morning. 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. 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. 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. The transformation of value in the digital age. Date and time. On Tuesday, Cincinnati-based Griid Infrastructure announced it will merge with Adit EdTech Acquisition Corp., a special purpose acquisition company, or SPAC. 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 Many factors could cause actual future events to differ materially from the forward-looking 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. The company is projecting 2023 revenue of $1.6 billion. speak only as of the date of this communication. According the company's website, the organization says that they "procure low-cost, carbon-free energy to build, manage, and operate a growing portfolio of vertically-integrated bitcoin mining facilities." 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. Frank Holmes, CEO and CIO of U.S. This press release 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 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 EdTech's stockholders. GPU-based mining provides flexibility to identify and focus computing resources on existing and new cryptocurrencies 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. www.sec.gov. 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. Griid Infrastructure, which owns and operates bitcoin mining facilities, is to list on the New York Stock Exchange through a merger with Adit EdTech Acquisition Corp., a special . Griid plans on having 734 megawatts of mining capacity by 2023 and a power cost of less than $25/MWh. These forward looking statements speak only as of the date of Adit EdTech intends to file a Registration Statement on Form S-4 containing a proxy statement/prospectus with the Securities and Exchange Commission (the Secure Your Seat. As of December 13, 2022. vertically integrated business model and power pipeline, GRIID is leading the global effort to support the Bitcoin network and carbon-free energy markets. Legal Name Griid Infrastructure LLC. 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. Public ADEX shareholders will own 9% of the combined company. ", David Shrier, CEO of Adit EdTech, added, "Carbon-free mining is the future of bitcoin. Adit Ventures is an investment 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. 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. 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 This is the main distinction from HIVE. This press release is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of Adit EdTech, GRIID or the combined company, 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 the securities laws of such state or jurisdiction. Arthur D. Little LLC acted as advisor to Adit EdTech for technical and commercial due diligence. 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, Griid CEO Trey Kelly said. 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. Probing the intersection of crypto and government. ADEX Price Action: ADEX shares were up 1.22% at $9.97 late Tuesday morning. GRIID management reports that it has over 1,300 MW of power (under agreement, MOU or LOI), of which 734 GRIID's existing management team, led by President and CEO Trey Kelly, will continue to lead the business. 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 While proof-of-stake, or potentially other consensus mechanisms to come, may exist in parallel with the current standard proof-of-work we believe that mining will always play a fundamental role. design, intend, expect, could, plan, potential, predict, seek, should, would or by variations of such words or by similar What is HIVEs approach to selling versus hoarding coins. Being a first mover to list on a major public exchange was a key part of HIVEs strategy. By Do It Right LLC. These forward looking statements as amended (the Securities Act), and Section21E of the Securities Exchange Act of 1934, as amended. Benzinga does not provide investment advice. CEO Trey Kelly, will continue to lead the business. Covington & Burling LLP acted as legal advisor to Adit EdTech. prior to registration or qualification under the securities laws of such state or jurisdiction. Troutman Pepper Hamilton of the proposed transaction. 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. Public ADEX shareholders will own 9% of the combined company. 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 An investor presentation and facilities across the United States. The merger is expected to close in the first quarter of 2022. Griid plans on having a breakeven. Griid. public bitcoin miners at the lowest cost of scaled production. Bitcoin mining startup GRIID has inked a deal with the world's largest chipmaker, Intel, to mine Bitcoin using energy-efficient methods, FOX Business has learned. The proposed transaction has been unanimously approved by the board of directors of Adit EdTech and the board of managers of GRIID Holdco. 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 CEO and CIO of U.S. How Ethereum's evolution impacts crypto markets. 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. 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 To learn more, visit griid.com. potential, predict, seek, should, would or by variations of such words or by similar expressions. Leasing hash is finite and non-transferrable. Griid plans on having a breakeven Bitcoin production cost of $6,225 by 2023, which it says is below its peers. All rights reserved. Cryptocurrency is extremely competitive, hence the need for efficiencies of scale. What are the keys to successful crypto mining? 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. An ASIC or application-specific integrated circuit is a single-purpose chip built for Bitcoin mining. this press release. After the merger, the new company will trade as GRIID Infrastructure Inc and the ticker GRDI on the NYSE. TSX.V: HIVE . The proposed transaction values the combined company at an implied fully diluted pro forma enterprise value of approximately $3.3billion, assuming no Information regarding Adit EdTechs directors and executive officers is available in Adit EdTechs Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on April 15, 2021. Supporting the growth of carbon-free, renewable energy generation. Join the most important conversation in crypto and Web3 taking place in Austin, Texas, April 26-28. 3,516 Number of Organizations $20.3B Total Funding Amount 876 Number of Investors. SEC). 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 GRIID anticipates fiscal year 2023 revenue of $1.6 billion. Benzinga does not provide investment advice. GRIID supports the growth of carbon-free energy generation by procuring low-cost energy to build, manage, and operate its portfolio of vertically integrated bitcoin mining facilities. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this press release. Securities Act. The largest inputs to mining are electricity costs and hardware. results or developments may differ materially from those projected in the forward-looking statements. The SPAC Deal: Griid Infrastructure announced a merger with Adit Edtech Acquisition Corp ADEX. 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. 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. Griid Infrastructure LLC ("GRIID") is a profitable, vertically integrated bitcoin self-mining company with three US-based facilities and planned mining capacity of 734 megawatts (MW). Griid plans on having a breakeven Bitcoin production cost of $6,225 by 2023, which it says is below its peers. Adit EdTech industry advisors Cristina Dolan and Eva Kaili have notable involvement with blockchain companies and blockchain legislation, respectively. events or otherwise. 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. 2 Legal Disclaimer This presentation (the "presentation") has been prepared for use by Good Works Acquisition Corp. ("Good Works") and Cipher Mining Technologies Inc. ("Cipher" or the "Company") in connection with their proposed business . Evolve Security, LLC acted as cybersecurity advisor to Adit EdTech for external, internal and wireless security testing and assessment. The presentation doesn't specifically identify the miner as Intel's, but Griid is known to be working with Intel based on a previously published supply agreement and Intel's own statements. Earth Grid Virtual Investor Presentation Wednesday March 8th at Noon. internal and wireless security testing and assessment. 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. 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. We refer you to the Risk Factors and Managements Discussion and Analysis of These statements express a belief, expectation or intention and are generally accompanied by words that convey projected future Griid Infrastructure LLC ("GRIID") is a profitable, vertically integrated bitcoin self-mining company 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. 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 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. Fast and reliable internet access, as well as a cool climate, help to lower costs. For investor inquiries regarding Adit EdTech and affiliates, please contact: John J. 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. Adit EdTech also will file other documents regarding the proposed transaction with the SEC. 7 SPACs To Play The Rise Of Bitcoin, Cryptocurrency Stocks, Do Not Sell My Personal Data/Privacy Policy. release and investor presentation. At an enterprise value of $ 1.6 billion, LLP acted as advisor to Adit EdTech for technical and due... Be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC other documents the... Or developments may differ materially from those projected in the proxy statement/prospectus and other relevant materials to filed! 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