PRIMEBLOCK, AN INFRASTRUCTURE PROVIDER FOR BLOCKCHAIN

SAN FRANCISCO and NEW YORK, April 01, 2022 (GLOBE NEWSWIRE) —
Mixture of PrimeBlock and 10X Capital Enterprise Acquisition Corp. II to advance PrimeBlock’s deal with the blockchain ecosystem
In This autumn 2021, PrimeBlock generated $24.4 million of income, and has over 110 megawatts of put in information heart capability
Enterprise mixture based mostly on enterprise worth of roughly $1.25 billion
Led by CEO Gaurav Budhrani, a former Goldman Sachs funding banking veteran who suggested on over $300 billion in crypto, expertise and pure sources transactions 
Co-founded by Internet 3 entrepreneurs Ryan Fang & Chandler Music, who based a number one blockchain infrastructure and developer platform 
PrimeBlock has secured a $300 million dedicated fairness financing facility from Cantor Fitzgerald affiliate 
Merger anticipated to be accomplished by 2H 2022; mixed firm anticipated to be listed on NASDAQ  

Prime Blockchain Inc. (“PrimeBlock” or the “Firm”), a diversified infrastructure supplier for blockchain expertise that owns and operates a rising portfolio of proprietary information facilities and crypto belongings mining operations in North America, and 10X Capital Enterprise Acquisition Corp. II (Nasdaq: VCXA) (“10X Capital”), a particular goal acquisition firm (SPAC) sponsored by 10X Capital, in the present day introduced the execution of  a definitive Enterprise Mixture Settlement. Upon closing of the transaction, which values the mixed firm at an estimated enterprise worth of $1.25 billion, former Goldman Sachs funding banking veteran Gaurav Budhrani will likely be CEO and the mixed firm is predicted to checklist its inventory on the NASDAQ inventory market. 

10X Capital and PrimeBlock have secured a $300 million dedicated fairness financing facility from CF Principal Investments LLC, an affiliate of Cantor Fitzgerald & Co. 

PrimeBlock CEO Gaurav Budhrani mentioned, “We’re excited to convey PrimeBlock public with the assist of our buyers and the skilled crew from 10X Capital. We imagine the transaction will present large momentum for our subsequent section of progress. As well as, our partnerships with key suppliers are anticipated to reinforce our skill to quickly scale the enterprise. We imagine we’re well-positioned to leverage our infrastructure and expertise to supply PrimeBlock’s clients entry to the underlying economics of public blockchains.”

Differentiated Platform 

PrimeBlock’s administration crew has deep expertise throughout the cryptocurrency ecosystem, in addition to in scaling sustainable corporations, capital markets, and expertise. Co-founded by Internet 3 entrepreneurs Chandler Music and Ryan Fang, whose previous public crypto tasks embrace Ankr (Coinbase:ANKR) and led by former Goldman Sachs veteran Gaurav Budhrani, whose previous purchasers embrace Coinbase (Nasdaq:COIN) and IonQ (NYSE:IONQ), PrimeBlock operates at scale as a fast-growing supplier of diversified infrastructure and proprietary {hardware} for the crypto asset mining ecosystem. Its cost-effective, rapidly-deployed, modular information facilities host computing {hardware}, together with GPUs and ASICs, which contribute community hash fee to public blockchains, together with Bitcoin and Ethereum. Heading up operations on the bottom throughout North America is govt Gavin Qu, additionally previously of Goldman Sachs.

PrimeBlock generated $24.4 million in income for This autumn 2021 and seeks to mitigate threat and volatility by its mixture of self-mining and internet hosting income streams, operational agility and velocity of deployment. The Firm has over 110 megawatts of put in information heart capability throughout 12 amenities in North America, with a deal with North Carolina, Tennessee, and Kentucky, and a capability to deploy its proprietary modular information heart design from begin to end in below 8 weeks from website acquisition. 

Dedication to attaining sustainable operations and native financial improvement

PrimeBlock strives to be a accountable, moral firm and group member. The Firm goals to reduce its environmental affect and generate employment alternatives within the communities the place it maintains operations. For instance, PrimeBlock has made a strategic dedication to contract with vitality suppliers targeted on carbon-neutral operations. At the moment, PrimeBlock sources roughly 60% of its energy from non-carbon emitting sources, and plans to offset the rest. As a accountable enterprise accomplice and an progressive operator, PrimeBlock expects to implement further sustainability-focused options for patrons, communities and in its enterprise practices.

Partnership with 10X Capital

Hans Thomas, Chairman and CEO of 10X Capital, commented, “Gaurav and the management crew have articulated a transparent and compelling imaginative and prescient for PrimeBlock. They’ve efficiently deployed over 110 megawatts of information heart capability and generated greater than $24 million of income within the fourth quarter. We’re assured they create the self-discipline, abilities and related expertise to proceed to execute the technique to realize progress and worth creation for all stakeholders. As co-founders of Ankr (Coinbase:ANKR), Ryan and Chandler have a confirmed observe file of innovating and executing at scale within the Crypto / Blockchain area, and Gaurav has the deep expertise and capital markets expertise to translate this innovation to the general public markets.”

Thomas continued, “10X Capital is targeted on advancing environmental, social and governance (ESG) greatest practices and selling Range, Fairness, and Inclusion in our portfolio corporations.  We’re very happy to be working with the varied and dynamic crew at PrimeBlock. They’ve constructed robust relationships with key companions, together with the Tennessee Valley Authority, one of many largest main utilities within the U.S., with a dedication to net-zero carbon emissions by 2050, and with roughly 60% of its present manufacturing from non-carbon emitting sources in the present day.”

Key Transaction Phrases

The Boards of Administrators of PrimeBlock and 10X Capital have unanimously authorized the proposed merger, which is predicted to be accomplished within the second half of 2022, topic to regulatory approval, the approval of the proposed merger by PrimeBlock’s stockholders and 10X Capital’s shareholders and the satisfaction or waiver of different customary closing circumstances.

Extra details about PrimeBlock’s operations and monetary efficiency, together with the transaction outlined within the Enterprise Mixture Settlement, might be discovered within the investor presentation that will likely be filed by 10X Capital on a Present Report on Kind 8-Okay with the Securities and Trade Fee and might be considered at www.sec.gov.

Monetary and Authorized Advisors

Cantor Fitzgerald & Co. is serving as capital markets advisor to 10X Capital and Cohen & Firm Capital Markets, a division of J.V.B. Monetary Group, LLC and Canaccord Genuity are serving as monetary advisors to 10X Capital on this transaction. King & Spalding LLP is authorized counsel to CF Principal Investments LLC in reference to the Dedicated Fairness Facility.  Latham & Watkins LLP is authorized counsel to 10X Capital. White & Case LLP and Reed Smith LLP are every authorized counsel to PrimeBlock. DLA Piper LLP (US) is authorized counsel to Cohen & Firm Capital Markets.

About PrimeBlock 

PrimeBlock is a diversified infrastructure supplier for blockchain expertise that owns and operates a rising portfolio of proprietary information facilities and crypto belongings mining operations in North America. With group, sustainability, and efficiency serving as guiding ideas, PrimeBlock goals to create social good and type bonds throughout the communities the place it operates effectively and sustainably. For extra data, please go to: https://primeblock.com. 

About 10X Capital 

10X Capital is a enterprise capital and funding agency on the nexus of Wall Road and Silicon Valley, aligning institutional capital with excessive progress ventures. 10X Capital invests throughout the capital construction, with a deal with corporations utilizing expertise to disrupt main industries, together with finance, healthcare, transportation and actual property. For extra data, go to https://www.10XCapital.com/.

10X Capital Enterprise Acquisition Corp II (Nasdaq: VCXA) is a particular goal acquisition firm sponsored by 10X Capital, targeted on figuring out excessive progress expertise and tech-enabled companies domestically and overseas within the shopper web, ecommerce, software program, healthcare, transportation / mobility and monetary companies industries, in addition to different industries that are being disrupted by advances in expertise and on expertise paradigms together with synthetic intelligence, automation, information science, ecommerce and Software program-as-a-Service. For extra data, go to https://www.10XSPAC.com/.

Extra Data

In reference to the proposed transaction, PrimeBlock will turn into the wholly-owned subsidiary of 10X Capital and 10X Capital will likely be renamed Prime Blockchain Inc. as of the closing of the proposed transaction. 10X Capital is predicted to file a registration assertion on Kind S-4 (the “Kind S-4”) with the U.S. Securities and Trade Fee (“SEC”) that can embrace a proxy assertion and prospectus of 10X Capital. 10X and PrimeBlock urge buyers, shareholders and different individuals to learn, when accessible, the Kind S-4, together with the preliminary proxy assertion/prospectus and amendments thereto and the definitive proxy assertion/prospectus and paperwork included by reference therein, in addition to different paperwork filed with the SEC in reference to the proposed transaction, as these supplies will comprise vital details about PrimeBlock, 10X Capital and the proposed transaction. Such individuals may learn 10X Capital’s Annual Report on Kind 10-Okay for the fiscal 12 months ended December 31, 2021, for an outline of the safety holdings of 10X Capital’s officers and administrators and their respective pursuits as safety holders within the consummation of the proposed transaction. When accessible, the definitive proxy assertion/prospectus will likely be mailed to 10X Capital’s shareholders. Shareholders may also be capable of receive copies of such paperwork and all different related paperwork filed or that will likely be filed with the SEC by 10X Capital, with out cost, as soon as accessible, on the SEC’s web site at www.sec.gov. Copies of the proxy assertion/prospectus might be obtained, when accessible, with out cost, from 10X SPAC’s web site https://www.10xspac.com/. Earlier than making any voting determination, buyers and safety holders of 10X Capital and PrimeBlock, and different events, are urged to learn the registration assertion, the proxy assertion/prospectus and all different related paperwork filed or that will likely be filed with the SEC in reference to the proposed enterprise mixture as they turn into accessible as a result of they are going to comprise vital details about the proposed enterprise mixture.

Ahead-Wanting Statements

This press launch incorporates sure forward-looking statements throughout the which means of the federal securities legal guidelines with respect to the proposed enterprise mixture between 10X Capital and PrimeBlock, together with statements relating to the advantages of the proposed enterprise mixture, the anticipated timing of the proposed enterprise mixture, the companies supplied by PrimeBlock and the markets by which PrimeBlock operates, enterprise methods, debt ranges, business atmosphere, potential progress alternatives, the consequences of laws and 10X Capital’s or PrimeBlock’s projected future outcomes. These forward-looking statements usually are recognized by the phrases wanting statements as predictions of future occasions. Phrases resembling “count on”, “estimate”, “mission”, “funds”, “forecast”, “anticipate”, “intend”, “plan”, “could”, “will”, “may”, “ought to”, “believes”, “predicts”, “potential”, “proceed”, and comparable expressions (together with the detrimental variations of such phrases or expressions).

​Ahead-looking statements are predictions, projections and different statements about future occasions which are based mostly on present expectations and assumptions and, because of this, are topic to dangers and uncertainties. Many components may trigger precise future occasions to vary materially from the forward-looking statements on this doc, together with however not restricted to: (i) the danger that the proposed enterprise mixture is probably not accomplished in a well timed method or in any respect, which can adversely have an effect on the worth of 10X Capital’s securities; (ii) the danger that the proposed enterprise mixture is probably not accomplished by 10X Capital’s enterprise mixture deadline and the potential failure to acquire an extension of the enterprise mixture deadline if sought by 10X Capital; (iii) the failure to fulfill the circumstances to the consummation of the proposed enterprise mixture, together with the approval of the proposed enterprise mixture by the shareholders of 10X Capital and the receipt of sure governmental and regulatory approvals; (iv) the impact of the announcement or pendency of the proposed enterprise mixture on PrimeBlock’s enterprise relationships, efficiency, and enterprise usually; (v) dangers that the proposed enterprise mixture disrupts present plans of PrimeBlock and potential difficulties in PrimeBlock worker retention on account of the proposed enterprise mixture; (vi) the end result of any authorized proceedings that could be instituted towards 10X Capital or PrimeBlock associated to the settlement and plan of merger or the proposed enterprise mixture; (vii) the flexibility to keep up the itemizing of 10X Capital’s securities on Nasdaq; (viii) the worth of 10X Capital’s securities, together with volatility ensuing from adjustments within the aggressive and extremely regulated industries by which PrimeBlock operates, variations in efficiency throughout opponents, adjustments in legal guidelines and laws affecting PrimeBlock’s enterprise and adjustments within the mixed capital construction; and (ix) the flexibility to implement enterprise plans, forecasts, and different expectations after the completion of the proposed enterprise mixture, and establish and understand further alternatives. The foregoing checklist of things is just not exhaustive. It is best to rigorously think about the foregoing components and the opposite dangers and uncertainties described in 10X’s closing proxy assertion/prospectus to be contained within the Kind S-4 registration assertion, together with these below “Danger Components” therein, 10X Capital’s Annual Report on Kind 10-Okay, Quarterly Studies on Kind 10-Q and different paperwork filed by 10X Capital sometimes with the SEC. These filings establish and deal with different vital dangers and uncertainties that might trigger precise occasions and outcomes to vary materially from these contained within the forward-looking statements. Ahead-looking statements communicate solely as of the date they’re made. Readers are cautioned to not put undue reliance on forward-looking statements, and 10X Capital and PrimeBlock assume no obligation and, besides as required by regulation, don’t intend to replace or revise these forward-looking statements, whether or not on account of new data, future occasions, or in any other case. Neither 10X Capital nor PrimeBlock offers any assurance that both 10X Capital or PrimeBlock will obtain its expectations.

Individuals within the Solicitation

10X Capital, PrimeBlock and their respective administrators, govt officers and different members of their administration and staff, below SEC guidelines, could also be deemed to be contributors within the solicitation of proxies of 10X Capital’s shareholders in reference to the proposed transaction. Traders and safety holders could receive extra detailed data relating to the names, affiliations and pursuits of 10X Capital’s administrators and govt officers in 10X Capital’s Annual Report on Kind 10-Okay for the fiscal 12 months ended December 31, 2021, which was filed with the SEC on March 30, 2022. Data relating to the individuals who could, below SEC guidelines, be deemed contributors within the solicitation of proxies of 10X Capital’s shareholders in reference to the proposed transaction will likely be set forth within the proxy assertion/prospectus for the proposed transaction when accessible. Data in regards to the pursuits of 10X Capital’s contributors within the solicitation, which can, in some circumstances, be completely different than these of 10X Capital Enterprise Acquisition Corp. II’s fairness holders usually, will likely be set forth within the proxy assertion/prospectus regarding the proposed transaction when it turns into accessible.

No Supply or Solicitation

This press launch is just not a proxy assertion or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transaction and shall not represent a suggestion to promote or a solicitation of a suggestion to purchase the securities of 10X Capital, PrimeBlock or the mixed firm, nor shall there be any sale of any such securities in any state or jurisdiction by which such supply, solicitation, or sale can be illegal previous to registration or qualification below the securities legal guidelines of such state or jurisdiction. No supply of securities shall be made besides by the use of a prospectus assembly the necessities of the Securities Act of 1933, as amended.