Blue Safari Group Acquisition Corp. *
PROPOSED BUSINESS COMBINATION: Bitdeer Technologies Holding Company
EQUITY VALUE: $4.0814 billion
ANTICIPATED SYMBOL: TBD
Blue Safari Group Acquisition Corp. proposes to combine with Bitdeer Technologies Holding Company, a world-leading technology company for the cryptocurrency mining community.
- Bitdeer has committed to providing comprehensive digital asset mining solutions for its customers.
- Bitdeer handles complex processes involved in mining such as miner procurement, transport logistics, mining datacenter design and construction, mining machine management and daily operations.
- Bitdeer has mining datacenters deployed in the United States and Norway.
EXTENSION – 9/6/22 – LINK
- Blue Safari Group Acquisition Corp. announced that it has deposited into the Company’s trust account an aggregate of $575,000 (representing $0.10 per Class A ordinary share), in order to extend the period of time the Company has to complete a business combination for an additional 3 months period, with the applicable deadline, extending from September 14, 2022, to December 14, 2022.
- As previously disclosed by Bitdeer Technologies Holding Company and other parties named therein, Bitdeer has agreed to loan the Company an aggregate principal amount of $1.99 million in two tranches to fund any and all amounts required to extend the Combination Period for up to 2 times for an additional 3 months period each time.
- The loan bears no interest and is repayable only at the closing of a business combination by the Company.
- On September 6, 2022, the Company used $575,000 of the loan amount received to extend the Applicable Deadline to December 14, 2022.
EXTENSION – 6/1/22 – LINK
- The SPAC chose to extend from June 14, 2022 to September 14, 2022
- With the extension, $575,000 ($0.10/Share) was deposited into the trust account
SUBSEQUENT EVENT – 5/31/22 – LINK
- The Amendment extends the termination date upon which either Blue Safari or the Company may terminate the Amended Merger Agreement, from May 31, 2022, to September 1, 2022.
- In addition, the Company will provide certain interest-free loans with an aggregate principal amount of $1,993,000 to Blue Safari to fund any amount that may be required in order to extend the period of time available for Blue Safari to consummate a business combination and for Blue Safari’s working capital.
- Such loans will only become repayable upon the Acquisition Closing.
- Blue Safari entered into the First Amendment to Promissory Note issued to First Euro Investments Limited in the principal amount of $200,000.
- The maturity date of the Promissory Note is extended to August 31, 2022, provided that Blue Safari may in its sole discretion, and upon written notice to First Euro, extend such maturity date for an additional six months in the event that Blue Safari has not repaid in full the principal amount and accrued interest by August 31, 2022.
TRANSACTION
- The Transaction values Bitdeer at an implied equity value of approximately $4 billion.
- The Bitdeer and Blue Safari Boards of Directors have unanimously approved the proposed Transaction, which is expected to be completed in the first quarter of 2022.
PIPE
- There is no PIPE for this Transaction.
LOCK-UP
- Sponsor
- 6 months from Closing or trading above $12.00
- Company
- Unclear – will edit once the S-4 is released
NOTABLE CONDITIONS TO CLOSING
- There is not a minimum cash closing condition.
NOTABLE CONDITIONS TO TERMINATION
- Subsequent Event – The Amendment extends the termination date upon which either Blue Safari or the Company may terminate the Amended Merger Agreement, from May 31, 2022, to September 1, 2022.
- The Merger Agreement may be terminated at any time prior to the Closing by either Blue Safari or Bitdeer if the Transactions are not consummated on or before May 31, 2022.
ADVISORS
- Cooley LLP and Travers Thorp Alberga are serving as legal advisors to Bitdeer in connection with the Transaction.
- China Renaissance Securities (Hong Kong) Limited is serving as financial advisor to Bitdeer.
- Davis Polk & Wardwell LLP, Haiwen & Partners and Ogier are serving as legal advisors to Blue Safari in connection with the Transaction.
MANAGEMENT & BOARD
Executive Officers
Mr. Alex Yamashita, 35
Chief Executive Officer and Chief Investment Officer
Mr. Yamashita has over a decade of experience in investment, fintech, and entrepreneurship. From 2020 to 2021, he was the co-founder and partner of PPL, a private investment company with a focus in blockchain, the digital asset space and fintech sectors, where he oversees deal origination, investment analysis and key strategic relationships with founders and entrepreneurs both in Asia and globally. From 2016 to 2019, Mr. Yamashita was the co-founder at TLDR, a leading global blockchain and fintech investment and advisory firm. During Mr. Yamashita’s tenure, TLDR grew to over 300 million HKD of assets under management in its principal portfolio. From 2012 to 2015, Mr. Yamashita undertook several entrepreneurial ventures and led various investments ranging from agritech to fintech and big data, including Omnisci, which uses graphics processing units and central processing units to query and visualize big data. From 2008 to 2012, Mr. Yamashita was Vice President for Asia and Japan Equities at CLSA, and from 2007 to 2008, an analyst at Goldman Sachs’ FICC Structured Products Group. Mr. Yamashita received his BA in Economics from Yale University.
Mr. Naphat Sirimongkolkasem, 31
Chief Financial Officer and Director
Mr. Sirimongkolkasem is experienced in management, business development and capital market transactions, including M&A, fundraising, IPO, and restructuring in Asia. Since 2017, Mr. Sirimongkolkasem has been co-founder and investment director of Sapientia Capital Limited, a Hong Kong based multi-family office conducting regulated activities including investment advisory, discretionary account management and fund management. The multi-family office advised and managed up to HKD 440 million value of assets, with investments in a range of verticals including food, education and finance. Mr. Sirimongkolkasem is responsible for the investment and operation activities of Sapientia Capital Limited, overseeing the analysis and evaluation of opportunities for strategic equity investment in Asia, including China and Hong Kong. Since 2020, Mr. Sirimongkolkasem has also been an investment advisor of Everbright Overseas Infrastructure Investment Fund, a private equity fund under China Everbright Limited with USD 300 million of AUM, and serving as a director at one of the portfolio companies of the fund. From 2014 to 2017, Mr. Sirimongkolkasem was a consultant at Vision Skill Consulting limited, which specializes in strategy, management and engineering advisory in areas that cover infrastructure, transportation and hospitality. Mr. Sirimongkolkasem obtained his bachelor degree of arts in economics from Durham University (United Kingdom) in 2012.
Board of Directors
Mr. Alan Yamashita, 70
Chairman
Mr. Yamashita has over forty years of experience in capital markets, with a focus on investment management, investment banking, and alternative investment. Since 2013, he has been Managing Partner at Polar Ventures, a private investment firm that provides capital and strategic solutions to companies in sectors important to the Asia region’s development. He is also Board Director of Invion Limited, an ASX listed biotech company From 2008 to 2011, Mr. Yamashita served as Executive Advisor to Mizuho Alternative Investments LLC, which was a subsidiary of the Mizuho Financial Group, dedicated to developing and managing quantitative investment strategies. During his tenure, Mr. Yamashita provided strategy, management and execution for the firm’s distressed credit, structured credit and CLO management businesses, including sourcing and investing in non-performing real estate, consumer and corporate loans. From 1999 to 2005, Mr. Yamashita served as President and Chief Executive Officer of Search Investment Group and founding Chief Executive Officer and Chief Investment Officer of Search Alternative Investment Limited, a major private global hedge fund and private equity investment practice headquartered in Asia. During his seven year tenure, Mr. Yamashita managed a multibillion-dollar portfolio of hedge funds and private equity holdings. From 1996 to 1998, Mr. Yamashita was Managing Director and Head of Asia Capital Markets for Merrill Lynch. During his tenure at Merrill Lynch, Mr. Yamashita built an award-winning franchise (IFR 1997) for profitability, volume and quality of capital markets business and was responsible for senior origination relationships in Asia. From 1979 to 1995, Mr. Yamashita was a 16 year veteran of Goldman Sachs, where he held various positions, including founding Asia manager for Goldman Sachs Asset Management (GSAM), and Executive Director for Goldman Sachs Fixed Income, Currency and Commodity (FICC), with postings in New York, Tokyo, and Hong Kong. Mr. Yamashita commenced his career as an international credit analyst at Standard and Poor’s in New York in 1977, becoming a Vice President in 1978. Mr. Yamashita holds an MPA from Princeton University’s School of Public and International Affairs and a BA from Yale University.
Mr. Mark Streeter, 38
Director
Mr. Streeter brings over a decade of experience in institutional capital markets and technology consulting, with a focus on fintech and blockchain. In 2018, Mr. Streeter founded Van Bers Consulting in Tokyo Japan (subsequently moved to LA) to provide strategic growth consulting and a suite of supporting services to early to mid-stage technology startups in emerging growth industries with a specific focus on Asia. Prior to this, from 2008 to 2018, Mr. Streeter served multiple positions at CLSA, including Director of Japan and Asia Equity Sales, and was the specialist sales lead for CLSA’s Global Automation thematic product. During his decade long tenure at CLSA, Mr. Streeter was responsible for a multi-year strategy to build CLSA’s nascent Japan research brand globally, which resulted in Mr. Streeter building robust networks in CLSA’s key markets of Tokyo, London and New York. During this period, Mr. Streeter served as lead account manager for numerous core CLSA global accounts, managing in excess of US$250 billion in equity assets. Mr. Streeter received his BA in Political Science from Concordia University.
Mr. Joseph Chow, 49
Director
Mr. Chow has over two decades of experience in investment and legal practice, and has advised on a series of mergers and acquisitions, commercial transactions and intellectual property rights protection. Mr. Chow is also a seasoned investor with a portfolio that covers F&B, media, entertainment, and technology industries. Since 2017, he has been founder and partner at Wellington Legal, a full-service law firm in Hong Kong. During his tenure, Mr. Chow is responsible for capital market transactions including cross-border M&A, corporate structuring, regulatory compliance, intellectual property rights and cross-border litigations. Mr. Chow represented numerous large state-owned and private corporations in the PRC and Hong Kong. Since 2013, Mr. Chow has served as an independent non-executive director of Integrated Waste Solutions Group Holding Limited, an integrated waste solutions provider listed on the Hong Kong stock exchange (Stock code: 0923). From 2007 to 2015, Mr. Chow was a partner at Maurice WM Lee Solicitors, a full service Hong Kong Law firm. Mr. Chow is the honorary legal adviser to the Hong Kong Brand Development Council. Mr. Chow holds a bachelor’s degree from the City University of Hong Kong and a Post-Graduate Certificate in Laws from the University of Hong Kong and was admitted as a solicitor in 1999.
Dr. Rolf Hoefer, 33
Director
Dr. Hoefer is a subject matter expert in the blockchain and fintech sector. Since 2020, he has been the founder and CEO of Numomo, a creative NFT agency focused on collecting and exhibiting NFTs. From 2018 to 2020, he was the Managing Partner of Rhetorical Crypto Capital Management, responsible for leading investments into tokens using algorithmic long-short strategy. From 2018 to 2019, Dr. Hoefer was the co-founder & technical lead at Keyless, which offers a biometrics-enabled, privacy preserving Web3 protocol offering authentication and identity management in a decentralized and standardized manner using multi-party computation schemes. During his tenure, the valuation of Keyless reached 10 million USD, and Keyless has most recently raised a round of financing at a valuation of up to 40 million USD. Dr. Hoefer has been extensively published, including in the well-known Academy of Management Review. Dr. Hoefer has also co-authored and lead a report focused on fintech and entrepreneurship, which was presented at the European Commission in 2013. Dr. Hoefer holds a PHD in Management (Entrepreneurship) with a focus on token and blockchain based systems. Dr. Hoefer also holds an MSc from INSEAD, and a BS and BA from University of Southern California.