CleanSpark, Inc. (NasdaqCM:CLSK) entered into an agreement to acquire Griid Infrastructure Inc. (NEOE:GRDI) for approximately $160 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 expected completion of the transaction is July 1, 2024 to September 30, 2024.

Cozen O'Connor acted as legal advisor for CleanSpark, Inc. 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.