10X Capital Venture Acquisition Corp. III *

LIQUIDATION – 7/11/24 – LINK

• The Company anticipates that the last day of trading in the Class A ordinary shares will be July 12, 2024.
  • The per-share redemption price will be approximately $11.13
• The upcoming extension vote planned for July 12, 2024, has been canceled.

The below-announced combination was terminated on 6/21/24.  It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.

PROPOSED BUSINESS COMBINATION: American Gene Technologies International Inc. 

ENTERPRISE VALUE: TBD

ANTICIPATED SYMBOL: HIV

10X Capital Venture Acquisition Corp. III entered into a business combination agreement with American Gene Technologies International Inc.

• Addimmune is a clinical-stage gene and cell therapy company developing a functional cure for HIV.

EXTENSION – 10/13/23 – LINK

• The SPAC approved an extension from October 14, 2023 to January 14, 2024 and to extend further up to July 14, 2024.
  • 2,014,907 shares were redeemed for $10.68
  • No contribution will be made into the trust account.

SUBSEQUENT EVENT – 10/6/23 – LINK

• The SPAC entered into a non-redemption agreement with several unaffiliated third parties in exchange for them agreeing not to redeem an undisclosed amount of shares
  • The Sponsor will transfer 210,000 Class B shares to the non-redeeming shareholders

TRANSACTION

• Proposed transaction represents a pre-money enterprise value of $500 million for Addimmune.
• Transaction includes an earnout of up to $300 million tied to various clinical and priced-based milestones.
• Existing Addimmune stockholders will roll 100% of their equity into equity of the combined company.
• The boards of directors of Addimmune and 10X III have unanimously approved the proposed merger, which is expected to be completed Q1 2024.
• Prior to the combination, the non-HIV assets will spin-off into an entity that will retain the American Gene Technologies name.

SPAC FUNDING

• 10X III and Addimmune signed a non-binding LOI with Cantor for a $50 million committed equity facility.

EARNOUT

• Company Earnout:
  • The company may earn up to $300 million in additional consideration, equal to 29,556,650 additional shares, by achieving the following triggering events, from the closing date until the five-year anniversary of the closing date:
    • (a) with respect to one-sixth of the Earnout Shares, the date on which the VWAP of the Acquiror Common Stock is greater than or equal to $15.00 for any 15 Trading Days within any 30 consecutive Trading Day period;
    • (b) with respect to one-sixth of the Earnout Shares, the date on which the VWAP of the Acquiror Common Stock is greater than or equal to $17.50 for any 15 Trading Days within any 30 consecutive Trading Day period;
    • (c) with respect to one-sixth of the Earnout Shares, the date on which the VWAP of the Acquiror Common Stock is greater than or equal to $20.00 for any 15 Trading Days within any 30 consecutive Trading Day period;
    • (d) with respect to one-sixth of the Earnout Shares, the date on which the Company or any Subsidiary begins a Subsequent Clinical Trial (i.e., the first dosing or treatment of a patient in the Subsequent Clinical Trial);
    • (e) with respect to one-sixth of the Earnout Shares, the date on which the Company or any of its Subsidiaries issue a public announcement regarding the initial acquisition of data from at least one patient enrolled in a Subsequent Clinical Trial; and
    • (f) with respect to one-sixth of the Earnout Shares, the date on which the Company or any Subsidiary completes the acquisition of data from a Phase 2 Clinical Trial.

LOCK-UP

• Company Lock-Up:
  • Each director, officer, and stockholder of AGT that will own more than 0.5% of 10X III Common Stock, will enter into a Lock-Up Agreement, pursuant to which the Lock-Up Holders will agree not to transfer any of the Lock-Up shares prior to the expiration of the period beginning on the Closing Date and ending on the date that is six months after the Closing Date.
• Sponsor Lock-Up:
  • The Sponsor agreed to not transfer any of its founder shares until the earlier of (1) 36 months after the Closing Date or (2) as follows:
    • (i) First Tranche – with respect to one-half of the shares,
      • (a) the Transfer Restriction shall expire with respect to 25% of the First Tranche on the date that is 30 calendar days after the Closing Date; and
      • (b) the Transfer Restriction shall expire with respect to the remaining 75% of the First Tranche on the date that is 180 calendar days after the Closing Date. However, if the closing price of 10X III Common Stock exceeds $12.00 for any 15 Trading Days within any consecutive 30 Trading Day period, then 25% of the shares may be released early.
    • (ii) Second Tranche – with respect to the remaining one-half of the shares,
      • (a) with respect to one-sixth of Second Tranche, the Transfer Restriction shall expire upon the date on which the VWAP of one share of Acquiror Common Stock is greater than or equal to $15.00 for any 15 Trading Days within any 30 consecutive Trading Day period;
      • (b) with respect to one-sixth of the Second Tranche, the Transfer Restriction shall expire upon the date on which the VWAP of one share of Acquiror Common Stock is greater than or equal to $17.50 for any 15 Trading Days within any 30 consecutive Trading Day period;
      • (c) with respect to one-sixth of the Second Tranche, the Transfer Restriction shall expire upon the date on which the VWAP of one share of Acquiror Common Stock is greater than or equal to $20.00 for any 15 Trading Days within any 30 consecutive Trading Day period;
      • (d) with respect to one-sixth of the Second Tranche, the Transfer Restriction shall expire upon the date on which the Company or any Subsidiary begins a Subsequent Clinical Trial (i.e., the first dosing or treatment of a patient in the Subsequent Clinical Trial);
      • (e) with respect to one-sixth of the Second Tranche, the Transfer Restriction shall expire upon the date on which the Company or any of its Subsidiaries issue a public announcement regarding the initial acquisition of data from at least one patient enrolled in a Subsequent Clinical Trial; and
      • (f) with respect to one-sixth of the Second Tranche, the Transfer Restriction shall expire upon the date on which the Company or any Subsidiary completes the acquisition of data from a Phase 2 Clinical Trial.

NOTABLE CONDITIONS TO CLOSING

• 10X III and AGT shareholder approvals
• HSR approval
• 10X III must have Available Closing Cash in an amount that equals or exceeds $25,000,000

NOTABLE CONDITIONS TO TERMINATION

• The Merger Agreement may be terminated prior to the closing of the Business Combination by either 10X III or AGT if the Closing has not occurred on or before October 14, 2023 (the “Termination Date”).

ADVISORS

• AGT Advisors:
  • DLA Piper LLP (US) is serving as legal counsel
• 10x Advisors:
  • Roth Capital Partners is serving as financial advisor
  • Latham & Watkins LLP is legal counsel

The below-announced combination was terminated on 2/3/23.  It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.

PROPOSED BUSINESS COMBINATION: Sparks Energy, Inc. [TERMINATED]

ENTERPRISE VALUE: $475 million

ANTICIPATED SYMBOL: SPKS

10X Capital Venture Acquisition Corp. III proposes to combine with Sparks Energy, Inc., a provider of power infrastructure restoration and services to utilities across the United States.

• The Company was founded in 2007 to address the growing need by both Investor-Owned Utilities and Electric Co-ops for quality workforces to perform storm response and energy restoration services.
• Sparks is a committed leader in power infrastructure restoration and services with an extensive fleet and qualified workforce to provide overhead/underground distribution, transmission, substation, and right-of-way operations in the southern, eastern, and midwestern United States.

EXTENSION – 12/28/22 – LINK

• • The Shareholders approved, by special resolution, the proposal to extend the date by which 10X III must:
    • (1) consummate a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination,
    • (2) cease all operations except for the purpose of winding up if it fails to complete such initial business combination, and
    • (3) redeem all of the Class A Ordinary Shares included as part of the units sold in 10X III’s initial public offering that was consummated on January 14, 2022 from January 14, 2023 to July 14, 2023 and to allow the board of directors of the Company, without another shareholder vote, to elect to further extend the date to consummate an initial business combination after the Extended Date up to three times, by an additional month each time, upon two days’ advance notice prior to the applicable deadline, up to October 14, 2023.

SUBSEQUENT EVENT – 12/9/22 – LINK

• On December 8, 2022, certain investors of the Company entered into a non-redemption agreement with the Company and the Sponsor.
• Investor commits to own, prior to the date of the special meeting with respect to the SPAC’s shareholder vote in connection with the amendment of SPAC’s Amended and Restated Memorandum and Articles of Association to extend the date by which the SPAC must consummate an initial business combination by six months plus three additional one month periods at the option of the SPAC, the lesser of:
  • (i) 400,000 SPAC Class A Shares and
  • (ii) together with Investor’s affiliates, 9.99% of the total outstanding shares of the SPAC (the “Investor Shares”).
• Investor waives any right that it may have to elect to have SPAC redeem any Investor Shares and agrees not to redeem or otherwise exercise any right to redeem, the Investor Shares and to reverse and revoke any prior redemption elections made with respect to the Investor Shares in connection with the Extension.
• 85,750 fully paid, non-assessable SPAC Class B Shares plus 14,292 additional fully paid, non-assessable SPAC Class B Shares per month for the three one-month periods beyond six months to the extent the SPAC elects to extend for those periods; provided that if there are less than 400,000 Investor Shares subject to this Agreement, the amount of SPAC Class B Shares will be reduced proportionally.
• Such 10X III Investors agreed, for the benefit of the Company, to vote certain Ordinary Shares now owned or hereafter acquired in favor of the Extension Proposal and not to redeem the Investor Shares in connection with the Extension Proposal.
• In connection with these commitments from the 10X III Investors, the Sponsor has agreed to transfer to each 10X III Investor an amount of its Class B ordinary shares (the “Transferred Sponsor Shares”) on or promptly after the closing of the Company’s initial business combination.
• The Company and Sponsor may enter into additional non-redemption agreements with investors, provided that, if the ratio of Transferred Sponsor Shares to Investor Shares in any such other agreement is greater than the ratio provided for in the Non-Redemption Agreements, the amount of Transferred Sponsor Shares to be received by the 10X III Investors pursuant to the Non-Redemption Agreements shall be adjusted to match such greater ratio.
• This Agreement and all of its provisions shall terminate and be of no further force or effect upon the earliest to occur of:
  • (a) the mutual written consent of the parties hereto;
  • (b) the consummation of the Extension and the delivery of the Transferred Sponsor Shares to the Investor and
  • (c) December 1, 2023.

TRANSACTION

• Pro forma enterprise value of the combined company is expected to be approximately $475 million, including $50M seller earnout.
• 10X III and Sparks have secured a $50 million committed equity financing facility.
• The merger is expected to close in 2023.

PIPE

• 10X III entered into a Standby Equity Purchase Agreement with YA II PN, Ltd. pursuant to which New Sparks has the option, but not the obligation, to issue an aggregate amount of up to $50 million of New Sparks Common Stock at the time of New Sparks’ choosing during the term of the agreement.
• Each advance under the SEPA may be for an aggregate amount of New Sparks Common Stock purchased at 96% of the Market Price during a one-day pricing period or 97% of the Market Price during a three-day pricing period elected by New Sparks.
• The SEPA will continue for a term of three years commencing from the sixth trading day following the closing of the Business Combination.

LOCK-UP

Sponsor:

• Additionally, the Class B Holders agreed not to Transfer any Lock-Up Shares during the period beginning on the Closing Date and ending on the date that is 36 months after the Closing Date, except in accordance with the following:
  • (i) with respect to an amount of shares equal to one-half of the Lock-Up Shares, Class B Holders may transfer up to an aggregate of 25% of the First Tranche upon the date on which the last reported sale price of the New Sparks Common Stock exceeds $13.50 per share for any 20 trading days within any consecutive 30 trading day period that commences at least 6 months after the Closing Date;
  • (ii) Class B Holders may transfer up to an aggregate of 10% of the First Tranche in connection with a marketed, fully committed underwritten follow-on offering following the date that is at least 90 days after the Closing Date;
  • (iii) no Transfer Restrictions shall apply to the First Tranche after the period beginning on the Closing Date and ending on the date that is 12 months after the Closing Date;
  • (iv) with respect to one-third of an amount of shares equal to the remaining one-half of the Lock-Up Shares, the Transfer Restriction shall expire upon the earlier of:
    • (a) the date on which the last reported sale price of the New Sparks Common Stock exceeds $12.50 per share for any 20 trading days within any consecutive 30 trading day period that commences after the Closing Date, or
    • (b) 18 months after the Closing Date;
  • (v) with respect to one-third of the Second Tranche, the Transfer Restriction shall expire upon the earlier of:
    • (a) the date on which the last reported sale price of the New Sparks Common Stock exceeds $15.00 per share for any 20 trading days within any consecutive 30 trading day period that commences after the Closing Date, or
    • (b) 24 months after the Closing Date; and
  • (vi) with respect to the remaining one-third of the Second Tranche, the Transfer Restriction shall expire upon the earlier of:
    • (a) the date on which the last reported sale price of the New Sparks Common Stock exceeds $17.00 per share for any 20 trading days within any consecutive 30 trading day period that commences after the Closing Date, or
    • (b) 36 months after the Closing Date.

Company:

• At the Closing, each director, officer, and stockholder owning more than 3.0% of the New Sparks Common Stock will enter into a Lock-Up Agreement, pursuant to which the Lock-Up Holders will agree not to, prior to the expiration of the Lock-Up Period, sell during the period beginning on the Closing Date and ending on the date that is 12 months after the Closing Date.

NON-REDEMPTION AGREEMENT

• As previously disclosed, on December 8, 2022, certain investors, entered into a non-redemption agreement with 10X III and Sponsor.
• As of December 21, 2022, certain additional investors have entered into non-redemption agreements with 10X III and Sponsor.
• Such 10X III Investors agreed, for the benefit of 10X III, to vote certain 10X III ordinary shares now owned or hereafter acquired, representing 4 million 10X III ordinary shares in the aggregate, in favor of the proposal to amend 10X III’s organizational documents to extend the time 10X III is permitted to close a business combination and not to redeem the Investor Shares in connection with such proposal.
• In connection with these commitments from the 10X III Investors, Sponsor has agreed to transfer to each 10X III Investor an amount of its Class B Ordinary Shares on or promptly after the closing of 10X III’s initial business combination.

COMPANY EARNOUT

• At the Closing, and as additional consideration, 10X III will issue to the holders of common stock of Sparks his or her pro rata portion of 4,926,108 shares of New Sparks Common Stock to be earned, released, and delivered upon satisfaction of the following milestones:
  • (i) the date on which the volume-weighted average trading sale price of one share of New Sparks Common Stock is greater than or equal to $12.50 for any 20 Trading Days within any 30 consecutive Trading Day period within the Earnout Period (“Triggering Event I”);
  • (ii) the date on which the volume-weighted average trading sale price of one share of New Sparks Common Stock is greater than or equal to $15.00 for any 20 Trading Days within any 30 consecutive Trading Day period within the Earnout Period (“Triggering Event II”); and
  • (iii) the date on which the volume-weighted average trading sale price of one share of New Sparks Common Stock is greater than or equal to $17.00 for any 20 Trading Days within any 30 consecutive Trading Day period within the Earnout Period (“Triggering Event III”).
• The “Earn Out Period” means the time period beginning on the date that the Closing occurs and ending on the date that is the five-year anniversary of the Closing Date.

NOTABLE CONDITIONS TO CLOSING

• The obligation of Sparks to consummate the Business Combination is subject to the fulfillment of closing conditions, including:
  • 10X III having in effect binding equity or equity-linked commitments, including, without limitation, equity financing facilities, forward purchase agreements, committed equity facilities, convertible instruments, equity lines of credit, or standby equity purchase agreements, with a total aggregate amount of commitments, that together with cash in the Trust Account at Closing, is at least $50,000,000.

NOTABLE CONDITIONS TO TERMINATION

• The Merger Agreement may be terminated by either 10X III or Sparks if the Closing has not occurred on or before October 14, 2023.
• Or by either Sparks or 10X III if the consummation of the Merger is permanently enjoined or prohibited by the terms of a final, non-appealable governmental order or other law.

ADVISORS

• Roth Capital Partners is serving as financial advisor to 10X III.
• Latham & Watkins LLP is legal counsel to 10X III.
• Nelson Mullins Riley & Scarborough LLP is serving as legal counsel to the Company.

MANAGEMENT & BOARD

Executive Officers

Hans Thomas, 44 [Resigned as CEO on 1/9/24]
Chairman

Mr. Thomas founded 10X Capital in January 2004, and since its founding, he has served as chief executive officer of 10X Capital. Since July 2019, he has served chairman of 10X Capital subsidiary Growth Technology Partners and chairman of 10X Capital Partners, a FINRA-registered investment adviser. Mr. Thomas also served as executive director of One Zero Capital, a New York City-based financial technology (“FinTech”) investor, from August 2001 until December 2019. As an entrepreneur, Mr. Thomas was on the founding teams of venture-backed FinTech startup InternetCash (1999), online mortgage firm RefinanceOne (2004) and data science firm TheNumber (2015). Mr. Thomas is regarded as a top technology sector investor, financier and visionary because of his track record of identifying and investing in promising early stage opportunities and connecting them with institutional capital to help accelerate their growth. Notable portfolio companies and personal investments include Robinhood, AlphaFlow, Inc., Milo Credit, Better and Climb, whose equity investors include Sequoia, Kleiner Perkins, Point72 Ventures, Social Capital, and QED Investors, and whom have obtained significant financing from leading institutional investors and investment banks, such as The Blackstone Group, Inc. (NYSE: BX), The Goldman Sachs Group, Inc. (NYSE: GS) and Jefferies Group LLC. Mr. Thomas was also involved with 10X Capital’s role as an early investor in DraftKings Inc. (Nasdaq: DKNG), which completed a business combination with Diamond Eagle Acquisition Corp., a SPAC, in April 2020. Mr. Thomas was also actively involved in the business combination process of Shift Technologies, Inc. (“Shift”), which announced a business combination transaction with Insurance Acquisition Corp. (Nasdaq: INSU), a SPAC, in June 2020. Mr. Thomas also currently serves as Chairman and Chief Executive Officer of 10X I and 10X III. Mr. Thomas attended New York University.

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David Weisburd, 35 [Appointed CEO on 1/9/24]
Chief Executive Officer, Chief Operating Officer, Head of Origination and Director

Mr. Weisburd founded the venture capital firm Growth Technology Partners in May, 2015 and served as general partner until December 2019, when the firm was acquired by 10X Capital. The portfolio companies of Growth Technology Partners include 23andMe, CaaStle, Circle, Palantir, Pipefy, Punchh, Ripple, Tonal, Vicarious and Wish. Mr. Weisburd now serves as General Partner and co-head of venture capital at 10X Capital, where he has led the firm’s investments into Robinhood, Compass Therapeutics, HeadSpace and DraftKings Inc. (Nasdaq: DKNG). Mr. Weisburd also serves as a partner of Flight VC, an investment syndicate with over 2700 members across Silicon Valley and other tech hubs including Boston, Los Angeles, and New York, and whose members range from angel investors to entrepreneurs and venture capitalists. Flight VC has a prolific track record investing in companies including Betterment, Carta, Cruise Automotive, Discord, Dollar Shave Club, Fastly, Inc. (NYSE: FSLY), LinkedIn, Paypal, Inc. (Nasdaq: PYPL), Rent the Runway, and many others. In addition to his direct investment activity, Mr. Weisburd has also conducted a substantial amount of secondary market investment into companies such as Lyft, Inc. (Nasdaq: LYFT), One Medical Group (Nasdaq: ONEM), Space X, and Spotify (NYSE: SPOT). Prior to his venture capital career, Mr. Weisburd was on the founding teams of two venture-backed technology startups, isocket (acquired by Magnite (Nasdaq: MGNI)) and RoomHunt (acquired by RentLingo). Mr. Weisburd also currently serves as Chief Operating Officer and a member of the board of directors of 10X I and 10X III. Mr. Weisburd received a BS in management and entrepreneurship from Indiana University — Kelley School of Business, an MBA from Dartmouth — Tuck School of Business, and is currently pursuing a masters in psychology from Harvard University.

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Guhan Kandasamy, 40
Chief Financial Officer

Since April, 2018, Mr. Kandasamy has served as the chief credit and data officer and a member of the board of directors of 10X Capital Partners, LLC, where he also served as a member of the investment committee and oversaw the firm’s credit policy. In 2015, Mr. Kandasamy co-founded TheNumber, a One Zero Capital company, which provides credit market analytics and intelligence to leading credit hedge funds, Bulge Bracket Banks and Retail Banks. At TheNumber, he first served as the founding product manager, and as chief executive officer from January 2016 to March 2018. From October, 2010 to January 2015, Mr. Kandasamy served as global head of product and data analytics at Opera Solutions, LLC (now ElectrifAi), where he co-founded the company’s financial services vertical while helping the founders raise its first private capital from Silver Lake Partners, KKR & Co. Inc. and Wipro Limited (NYSE: WIT). Mr. Kandasamy has also previously served as Vice President of US Structured Finance for the global credit ratings agency DBRS, Inc. and as analyst for the private secondary market firm SecondMarket, Inc., which was later acquired by Nasdaq. Prior to that, as its first product employee, he served as the founding product manager at CoreLogic, Inc. (NYSE: CLGX) from January 2004 to June 2007, and there he led development of CoreLogic’s product suite including Loansafe, the credit risk product used by a large portion of the mortgage market, as well as CoreLogic’s initial Automated Value Models (“AVMs”) and AVM cascade models for real estate assets, which remain the industry standard. During his tenure, he provided key evaluation and assistance to CoreLogic through several major corporate acquisitions, including First American Corporation. The company now produces over $1.7B in annual revenue and has an enterprise value of $5.3B. Mr. Kandasamy began his career in 2003 at the Federal National Mortgage Association (“Fannie Mae”) as a credit risk policy analyst, where he developed the agency’s still-operational and patented Consumer Credit Risk Assessment Model (FMCA), along with several capital allocation, collateral risk and property valuation models. Mr. Kandasamy also currently serves as Chief Financial Officer of 10X I and 10X III. Mr. Kandasamy received an MBA with a concentration in Finance from Oxford University in 2010 and a received a double BA from Johns Hopkins University in 2003.

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Oliver Wriedt, 49 [Resigned on 1/9/24]
President and Head of Capital Markets

Mr. Wriedt has twenty-seven years of experience in lending, structuring, portfolio management and business development. He has been an investor in early stage FinTech companies since 2014. Mr. Wriedt most recently served as chief executive officer of DFG Investment Advisers (“DFG”) from April 2019 to July 2020. DFG is a structured credit asset manager focused on collateralized loan obligations (“CLOs”) and leveraged loans, with $8 billion of assets under management (“AUM”). Prior to DFG, Mr. Wriedt spent six years at CIFC Asset Management from March 2012 to May 2018, where he most recently served as co-chief executive officer. During his tenure at CIFC, Mr. Wriedt took the company private in a $333 million strategic sale. CIFC’s AUM have grown to $26 billion. Mr. Wriedt was responsible for business development at the credit arm of Providence Equity Partners from 2010 to 2012. Later renamed Benefit Street, the asset manager grew to $26 billion and was acquired by Franklin Templeton (NYSE: BEN). Mr. Wriedt was previously a partner at Sciens Capital Management from 2008-2009 and was a partner at Golden Tree Asset Management from 2004 to 2008. Mr. Wriedt was originally trained as a banker at Deutsche Bank (NYSE: DB) and NORD/LB in Hannover, Singapore, London and New York. Since February 2020, Mr. Wriedt has served on the board of directors of Cadence Group, Inc., a New York-based digital securitization and investment platform for private credit. He is a seed investor in FinTech lenders Milo Credit and Pollen VC and payment platforms EMQ and QRails. In addition, he serves on the Board of Directors of The River Fund, a non-profit organization dedicated to eradicating hunger, homelessness and poverty in New York City. Mr. Wriedt also currently serves as President and Head of Capital Markets of 10X I and 10X III. Mr. Wriedt graduated from Duke University in 1993 with an AB in History and Economics.

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Board of Directors

Christopher Jurasek, 56
Director Nominee

Mr. Jurasek has been an operating executive for Clearlake Capital Group, L.P. (“Clearlake”) since 2014. Clearlake is a Los Angeles-based private equity investor with $24 billion of AUM. Clearlake’s core target sectors include software and technology-enabled services, industrials and consumer. Since June 2020, Mr. Jurasek has also served as the chief executive officer of EagleView, a leading technology provider of aerial imagery, data analytics and GIS solutions with more than 200 patents, backed by Clearlake and Vista Equity Partners. Prior to EagleView, Mr. Jurasek served as president of JetSmarter, a private aviation software company acquired by Vista Global, from August 2018 to December 2019. Between February 2013 and January 2020, Mr. Jurasek also held the roles of president, chief executive officer and vice chairman of Calero Software, LLC, which merged with technology expense management software firm MDSL in a 2019 deal backed by Oak Hill Capital and Riverside Partners. From August 2017 to January 2019, he served as a member of the board of directors of ConvergeOne Holdings, Inc., a leading IT services provider of collaboration and technology solutions for large and medium enterprises, which went public through a business combination with a SPAC, Forum Merger Corp., in February 2018 at an enterprise value of $1.2 billion, and was subsequently acquired by CVC for $1.8 billion ($12.50 per common share). Mr. Jurasek also currently serves as a member of the board of directors of 10X I and 10X III. Christopher earned his MBA from the Kellogg School of Management at Northwestern University and holds a bachelor’s degree from Bowling Green State University.

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Boris Silver, 33
Director Nominee

Boris Silver is a technology entrepreneur and venture capital investor. Boris Silver is a technology entrepreneur and venture capital investor. Mr. Silver is Co-Founder and President of FundersClub Inc. (together with its affiliates and advised funds, “FundersClub”), a Silicon Valley-based online venture capital platform. FundersClub has invested in companies including Instacart, GitLab, Webflow, and others. FundersClub portfolio companies that have been acquired include Screenhero (acquired by Slack prior to direct listing of Slack (NYSE: WORK)), StatusPage (acquired by Atlassian (NASDAQ: TEAM)), and Second Measure (acquired by Bloomberg). Mr. Silver graduated Summa Cum Laude with a Bachelor of Science in Economics from the Wharton School of the University of Pennsylvania, and is also an alumnus of Y Combinator.

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Woodrow H. Levin, 43
Director Nominee

Mr. Levin has served on the board of directors of DraftKings Inc. (Nasdaq: DKNG) since December 2013 and has helped the company navigate numerous regulatory and strategic challenges throughout his tenure, culminating in the recent merger with a SPAC, Diamond Eagle Acquisition Corp., in April 2020. Since February 2019, Woody has been the founder and chief executive officer of Extend, Inc., a venture-backed technology company offering an application programming interface-first solution for merchants to offer extended warranties and protection plans. From February 2018 to February 2019, Mr. Levin was the founder and chief executive officer of 3.0 Capital, a multi-strategy crypto asset hedge fund. From August 2015 to February 2018, Mr. Levin was vice president of growth at DocuSign, Inc. (Nasdaq: DOCU) (“DocuSign”), which allows organizations to digitally prepare, sign and manage agreements. Mr. Levin founded Estate Assist, Inc. in February 2014, and has served as its chief executive officer until September 2015, when it was acquired by DocuSign. Mr. Levin also currently serves as a member of the board of directors of 10X I and 10X III. Mr. Levin received a BA in business from the University of Wisconsin and a JD from the Chicago-Kent School of Law, Illinois Institute of Technology.

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