Announcement • Jul 22
The Ether Reserve LLC entered into a definitive business combination agreement to acquire Dynamix Corporation (NasdaqGM:DYNX) from DynamixCore Holdings, LLC and others in a reverse merger transaction. The Ether Reserve LLC entered into a definitive business combination agreement to acquire Dynamix Corporation (NasdaqGM:DYNX) from DynamixCore Holdings, LLC and others in a reverse merger transaction on July 21, 2025. The consideration consists of common equity. The total sources of contributed, business combination and balance sheet cash is of $1 billion. The transaction will be financed of $650 million through ETH partners and $860 million through institutional and strategic investors. Upon the closing of the business combination, the combined entity will trade on NASDAQ under the ticker symbol “ETHM”. The transaction is expected to deliver over $1.6 billion of gross proceeds, including over $1.5 billion of fully committed financing and up to $170 million of cash held in Dynamix’s trust account. The company is expected to launch with over 400,000 ETH on its balance sheet, making it the largest public Ether generation company.
The transaction is subject to shareholder approval of Dynamix Corporation and other customary closing conditions. The deal has been unanimously approved by the board of Dynamix and Ether. The expected completion of the transaction is fourth quarter of 2025.
Citigroup Global Markets, Inc. acted as Capital Markets Advisor to The Ether Reserve LLC and served as Sole Placement Agent for institutional and strategic investors on the upsized $800 million in committed financing. Skadden, Arps, Slate, Meagher & Flom LLP acted as legal counsel to The Ether Reserve LLC. Davis Polk & Wardwell LLP acted as legal counsel to Citigroup. Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC (“Cohen & Company”) and Scotia Capital (USA) Inc. acted as joint financial advisors to Dynamix Corporation. Cohen & Company acted as Lead Capital Markets Advisor to Dynamix. Evan M. D’Amico, Gerry Spedale, Harrison Korn, Edward Wei and Jeffrey Steiner of Gibson, Dunn & Crutcher LLP acted as legal counsel to Dynamix Corporation.