Dynamix (ETHM) Registration Filing summary

Company overview and business model

• Formed as a Cayman Islands exempted blank check company to effect a merger, share exchange, asset acquisition, or similar business combination, with a focus on the energy and power value chain, including energy transition, oil & gas, and power sectors.

• No business combination target has been selected or substantive discussions initiated; may pursue targets in any industry but expects to focus on energy transition and AI-driven power demand.

• Management team and board have deep experience in energy, power, and public markets, with a track record in SPACs and energy sector transactions.

• Sponsor is DynamixCore Holdings, LLC, a Delaware LLC managed by the CEO, with founder shares and private placement warrants.

Financial performance and metrics

• As of September 30, 2024, total assets were $427,860, with a net loss of $52,461 since inception; no revenues to date.

• Upon IPO closing, $150,375,000 (or $172,931,250 if over-allotment is exercised) will be held in a U.S. trust account, with $1,500,000 available for working capital.

• Sponsor purchased 5,750,000 founder shares for $25,000 (~$0.004/share); public shareholders will experience immediate and substantial dilution.

Use of proceeds and capital allocation

• Net proceeds from the IPO and private placement will fund a business combination, with at least 80% of trust assets required to be used for the transaction.

• $1,500,000 of proceeds not held in trust will cover due diligence, legal, regulatory, administrative, and insurance expenses prior to a business combination.

• Up to $1,500,000 in working capital loans from the sponsor may be converted into private placement warrants at $1.00 per warrant.