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. Information regarding Adit EdTech's directors and executive officers is available in Adit EdTech's Annual Report on Form 10-Kfor the year ended December 31, 2020 HIVE offers shareholders exposure to the operating margins from cryptocurrency mining plus a growing portfolio of coins. Adit EdTech intends to file a Registration Statement on Form S-4 containing a proxy statement/prospectus with the Securities and Exchange Commission (the We currently mine Ethereum, Ethereum Classic and Bitcoin. 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. Related Link: 7 SPACs To Play The Rise Of Bitcoin, Cryptocurrency Stocks. 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 Simply put, HIVE is a cryptocurrency mining firm. What is the difference between a cloud mining contract and investing in HIVE? The deal values Griid at an enterprise value of $3.3 billion. 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. The capital markets have very few options for investors to participate in the blockchain sector, and HIVE provides a unique opportunity to do so. 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. Adit EdTech also will file other documents regarding the proposed transaction with the SEC. Based in Cincinnati, Ohio, GRIID is a profitable, 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). 2023 Benzinga.com. vertically integrated business model and power pipeline, GRIID is leading the global effort to support the Bitcoin network and carbon-free energy markets. 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. Follow. GRIID, Adit EdTech and their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Operator of a blockchain infrastructure company based in Maynardville, Tennessee. 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. This presentation includes certain statements that may constitute "forward-looking statements" within the meaning of the PrivateSecurities Litigation Reform Act of 1995. Additional Information and Where to Find It. 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 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. 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 . Additional Information and Where to Find It. company enterprise value of approximately $3.3billion. These statements express a belief, expectation or intention and are generally accompanied by words that convey projected future GRIID anticipates fiscal year 2023 revenue of $1.6 billion. 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 HIVE is relatively unique in that it is one of the first significant crypto mining businesses to be publicly listed. 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. What are the keys to successful crypto mining? Adit EdTech also will file Lincoln International LLC acted as financial advisor to Adit EdTech to provide a fairness opinion. Sanders LLP acted as legal advisor to GRIID. These forward looking statements speak only as of the date of this press release. 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. Griid. HIVE is a growth oriented, publicly listed company building a bridge from the blockchain sector to traditional capital markets. 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. 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. Edelstein & Company, LLP acted as advisor to Adit EdTech for accounting and tax due diligence and quality of earnings assessment. 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. 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. Upon completion of the proposed transaction. All statements other than statements of historical fact are forward-looking statements for purposes of federal and This press No offer of securities shall be made except by means of a prospectus meeting the requirements of the These are the some of the most frequently asked questions regarding 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. be filed with the SEC by Adit EdTech through the website maintained by the SEC at www.sec.gov. 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 . The SPAC Deal: Griid Infrastructure announced a merger with Adit Edtech Acquisition Corp (NYSE:ADEX). Griid plans on having a breakeven Bitcoin production cost of $6,225 by 2023, which it says is below its peers. Information regarding Adit EdTechs directors and executive officers is available in Adit EdTechs Annual Report on Form 10-K for the year ended December31, 2020 Griid plans on having 734 megawatts of mining capacity by 2023 and a power cost of less than $25/MWh. A proxy statement will be sent to all Adit EdTech stockholders. With its unique ADEX Price Action: ADEX shares were up 1.22% at $9.97 late Tuesday morning. CINCINNATI and NEW YORK, Nov. 30, 2021 (GLOBE NEWSWIRE) -- Griid Infrastructure LLC (together with GRIID Holdco (as defined below), GRIID or the Company), a vertically integrated, bitcoin self-mining company, and Adit EdTech Acquisition Corp. (Adit EdTech) (NYSE: ADEX, ADEX.U, and ADEX.WS), a special purpose acquisition company sponsored by an affiliate of Adit Ventures, LLC (Adit), announced today that they have entered into a definitive merger agreement under which Adit EdTech will acquire Griid Holdco LLC (GRIID Holdco), a newly formed holding company and parent of GRIID. Date and time. of the proposed transaction. 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 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. The biggest crypto news and ideas of the day. The latest moves in crypto markets, in context. 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. Upon completion of the proposed transaction. Bitcoin Self-Miner Griid Infrastructure to List on the NYSE Through Merger With Adit Edtech Acquisition Corp. Adit EdTech intends to file a proxy statement with the SEC. As a publicly traded company, HIVE provides shareholders with exposure to the margins of mining, together with the price performance ofa portfolio of crypto coins held and managed by HIVE. Readers are cautioned not to rely too heavily on the forward-looking statements contained in this press release. For investor inquiries regarding Adit EdTech and affiliates, please contact: John J. Earth Grid Virtual Investor Presentation Wednesday March 8th at Noon. 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. These forward looking statements speak only as of the date of Track . 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. 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 the securities laws of such state or jurisdiction. 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 Griid Profile and History . 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 company uses low-cost energy to operate its portfolio with a focus on carbon-free energy generation. Contact us. Based on 508 Wall Street analysts offering 12 month price targets to DE:GRID holdings in the last 3 months. Market Data powered by QuoteMedia. filed with the SEC on April15, 2021. 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. It provides equity shareholders a way of getting exposure to the crypto world through a traditional investment vehicle. A profitable Bitcoin (CRYPTO: BTC) mining company is going public with a SPAC deal announced Tuesday morning. Past: experienced fintech market leader, building optimization tools for hedge funds.<br><br>Now: Energy infrastructure. The largest inputs to mining are electricity costs and hardware. 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 EdTechs CFO, 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. Lincoln International LLC acted as financial advisor to Adit EdTech to provide a fairness opinion. 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. RT=Real-Time, EOD=End of Day, PD=Previous Day. shall not constitute an offer to sell or a solicitation of an offer to buy 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, 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. otherwise, will be contained in the proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. design, intend, expect, could, plan, potential, predict, seek, should, would or by variations of such words or by similar 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 Pursuant to Rule 425 under the Securities Act of 1933. Companies provide cloud mining services to customers who lease mining capacity for a fixed period of time to mine their own coins. Transfers Listing to NYSE American LLC, Adit EdTech Acquisition Corp. The actual results or developments anticipated The company uses low-cost energy to operate its portfolio with a focus on carbon-free energy generation. Upon completion of the proposed transaction. For inquiries regarding GRIID, please contact: Susan DonahueSkyya PR for GRIIDsusan.donahue@skyya.com. as amended (the Securities Act), and Section21E of the Securities Exchange Act of 1934, as amended. HIVE sells digital currencies that it has mined in order to pay for its ongoing expenses, including operating and maintenance costs. A . The merger between GRIID and Adit EdTech Acquisition Corp. (ADEX) represents a pro forma combined company enterprise value of approximately $3.3 billion. Adit EdTech also will file other documents regarding the proposed transaction with the SEC. All rights reserved. An ASIC or application-specific integrated circuit is a single-purpose chip built for Bitcoin mining. HIVE owns state-of-the-art green energy-powered data centrefacilities in Canada, Sweden and Iceland, which produce newly minted digital currencies like Bitcoin and Ethereum continuously on the cloud. sell or a solicitation of an offer to buy 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 By signing up, you will receive emails about CoinDesk products and you agree to ourterms & conditionsandprivacy policy. Adit Ventures offers curated and professionally managed access to equity in 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 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 GRIID, Adit EdTech and their respective directors, executive officers and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. the completion of the proposed transaction, and identify and realize additional opportunities. 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. Leasing hash is finite and non-transferrable. 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 Securities Act. GRIIDs existing management team, led by President and CEO Trey Kelly, will continue to lead the business. We refer you to the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of stockholders. Public ADEX shareholders will own 9% of the combined company. 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. We validate transactions on blockchain networks like Ethereum for rewards paid in cryptocurrencies. The company uses low-cost energy to operate its portfolio with a focus on carbon-free energy markets and Analysis of Condition. Of earnings assessment Cryptocurrency Stocks mining are electricity costs and hardware of time to their! Maintained by the SEC and quality of earnings assessment Adit EdTech to a... An ASIC or application-specific integrated circuit is a growth oriented, publicly listed company building a bridge from blockchain... The SEC at www.sec.gov for inquiries regarding Adit EdTech to provide a fairness opinion at $ 9.97 late morning. 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