Announcement • Nov 02
Griid Infrastructure Inc.(NasdaqGM:GRDI) dropped from NASDAQ Composite Index Griid Infrastructure Inc. has been dropped from the Nasdaq Composite Index. Announcement • Nov 01
CleanSpark, Inc. (NasdaqCM:CLSK) completed the acquisition of Griid Infrastructure Inc. (NEOE:GRDI) from Griid Holdco LLC, Adit Edtech Sponsor, LLC, Blockchain Capital Solutions (US), Inc. and others. CleanSpark, Inc. (NasdaqCM:CLSK) entered into an agreement to acquire Griid Infrastructure Inc. (NEOE:GRDI) from Griid Holdco LLC, Adit Edtech Sponsor, LLC, Blockchain Capital Solutions (US), Inc. and others for approximately $82.2 million on June 26, 2024. The total enterprise value, including payment and assumption of debt, of the transaction is $155 million. Concurrent with the signing of the merger agreement, the companies also entered into an exclusive hosting agreement for all currently available power, of which 20 MW will be allocated to CleanSpark effective immediately. CleanSpark also provided GRIID with a $5 million dollar working capital loan and a pay-down bridge loan of approximately $50.9 million that was used to satisfy certain obligations of GRIID at signing. Termination by CleanSpark because GRIID, its subsidiaries or any of its directors or officers materially breached its non-solicitation obligations, GRIID would be required to pay CleanSpark a termination fee of $1.5 million.
The transaction is subject to approval of offer by acquirer shareholders. The deal has been unanimously approved by the board. The GRIID board established a special committee of independent directors (the “GRIID special committee”), and appointed Sharmila Kassam and Cristina Dolan to serve as members of the GRIID special committee, with Kassam serving as chair. The expected completion of the transaction is July 1, 2024 to September 30, 2024. As of July 3, 2024 the expected to close before the end of September. The CleanSpark anticipates the completion of the acquisition of GRIID Infrastructure Inc. will occur before October month's end.
As on October 28, 2024 the transaction has been approved by Griid Infrastructure shareholders.
Christopher J. Bellini and Joseph C. Bedwick of Cozen O'Connor acted as legal advisor and due diligence provider for CleanSpark, Inc. Patrick B. Costello of Troutman Pepper Hamilton Sanders LLP acted as legal advisor for Griid Infrastructure Inc. Lincoln International LLC is serving as financial advisor as well as fairness opinion advisor to Griid. Lincoln International LLC and Troutman Pepper Hamilton Sanders LLP acted as due diligence providers for Griid. Lincoln will receive a fee in the amount of $300,000 for its services. Continental Stock Transfer & Trust Company acted as transfer agent to GRIID. Securities Transfer Corporation is the transfer agent and registrar for CleanSpark common stock. Continental Stock Transfer & Trust Company acted as transfer agent to GRIID.
CleanSpark, Inc. (NasdaqCM:CLSK) completed the acquisition of Griid Infrastructure Inc. (NEOE:GRDI) from Griid Holdco LLC, Adit Edtech Sponsor, LLC, Blockchain Capital Solutions (US), Inc. and others on October 30, 2024. In connection with the closing of the transaction, GRIID has requested that Nasdaq suspend trading of the GRIID common stock and GRIID public warrants on Nasdaq prior to the opening of trading on October 31, 2024. The shares of GRIID common stock are expected to be delisted from Cboe Canada at the end of the day on October 31, 2024. Announcement • Oct 31
GRIID Infrastructure's Common Stock to be Delist from Cboe Canada at the End of the Day on October 31, 2024 CleanSpark Inc. announced the completed acquisition of GRIID Infrastructure Inc. (‘GRIID’) on October 30, 2024, following approval of the transaction by stockholders of GRIID at the special meeting of its stockholders on October 28, 2024. Under the terms of the merger agreement originally announced on June 27, 2024, each share of GRIID common stock was converted into approximately 0.06959 of a share of CleanSpark common stock at the effective time of the merger. In connection with the closing of the transaction, GRIID has requested that Nasdaq suspend trading of the GRIID common stock and GRIID public warrants on Nasdaq prior to the opening of trading on October 31, 2024. The shares of GRIID common stock are expected to be delisted from Cboe Canada at the end of the day on October 31, 2024. 
