NEW YORK, March 30, 2021 /PRNewswire/ -- Cipher Mining
Technologies Inc. ("Cipher Mining" or the "Company"), a newly
formed U.S.-based Bitcoin mining company, today announced the
appointment of Patrick Kelly as
Chief Operating Officer. Mr. Kelly will oversee Cipher Mining's
day-to-day operations, with a focus on delivering on the Company's
commitment to provide the vital foundation required for the Bitcoin
network to flourish into the future.
"Patrick is a proven executive who brings strong leadership
experience to our management team," said Tyler Page, Cipher Mining's Chief Executive
Officer. "His extensive background in designing and maintaining
innovative fintech operating environments as well as execution of
complex business strategies make him a great asset to our
innovative team. Patrick's dedication and meticulous focus will
ensure that Cipher can realize our ambition to become the leading
Bitcoin miner in the United
States."
"I am honored to be joining Cipher Mining's talented leadership
team," said Mr. Kelly. "I look forward to working closely with
Tyler and the entire team to build the leading Bitcoin mining
company in the United States.
Together we can build a market-leading operation and deliver
long-term value for our investors and the broader Bitcoin
community."
Mr. Kelly joins Cipher Mining from Stone Ridge Asset Management,
where he served as Chief Operating Officer and co-founder,
overseeing operations, technology and accounting. He also served as
Treasurer and Principal Financial Officer for the Stone Ridge
Trusts. Mr. Kelly has also served as a member of Atalaya Capital
Management's Advisory Board, where he managed the build-out of
Funding Path, a proprietary technology for facilitating complex
business-to-business payments.
Mr. Kelly began his career at Citadel and has held leadership
roles at Magnetar Capital and D.E. Shaw & Co. He graduated from
DePaul University and is a CFA
Charterholder.
About Cipher
Cipher will be established as an industrial-scale Bitcoin mining
company dedicated to expanding and strengthening the Bitcoin
network's critical infrastructure. Our goal is to be the leading
Bitcoin mining company in the United
States. We expect that the operations at our four initial
planned data centers in Ohio and
Texas will enable the Bitcoin
network to continue to operate and flourish. Through our business
model, Cipher expects to operate powerful computers that mine
Bitcoin and validate transactions on the Bitcoin network. We
believe Cipher will leverage our best-in-class technology,
market-leading power purchase arrangements, and a seasoned,
dedicated senior management team to become the market leader in
Bitcoin mining. Cipher Mining Technologies Inc. announced on
March 5, 2021 that it had entered
into a definitive agreement for a business combination with Good
Works Acquisition Corp. (Nasdaq: GWAC) ("Good Works"), a U.S.
publicly-traded special purpose acquisition company. Upon the
closing of that transaction, the combined company will be named
Cipher Mining Inc. ("Cipher" or the "Company") and is expected to
be listed on the Nasdaq under the new ticker symbol "CIFR".
About Good Works
Good Works is a blank check company organized for the purpose of
effecting a merger, share exchange, asset acquisition, stock
purchase, recapitalization, reorganization, or other similar
business combination with one or more businesses or entities. The
Good Works name reflects the fact that its management and directors
donated half of their founder shares to charitable organizations in
light of the impact that COVID-19 has had on the ability of
non-profits to generate contributions and revenues. The Company's
management team consists of Messrs. Fred
Zeidman, CEO and Co-Chairman, Douglas Wurth, Co-Chairman, and Cary Grossman, President. I-B Good Works, LLC,
an affiliate of I-Bankers Securities is the sponsor of Good
Works.
Good Works is a publicly-traded special purpose acquisition
company, or SPAC, with approximately $170
million in trust. Management of Good Works has deep
experience in private equity investing, corporate finance and
executive level management in a number of industries. In addition,
they have experience in Bitcoin mining through involvement in a
Power Hosting Company and have extensive experience in SPAC mergers
and board governance of public and private companies.
Forward Looking Statements
This document contains certain forward-looking statements within
the meaning of the federal securities laws with respect to the
proposed business combination between Good Works Acquisition Corp.
("Good Works") and Cipher Mining Technologies Inc. ("Cipher"),
including statements regarding the benefits of the proposed
business combination, the anticipated timing of the proposed
business combination, the services offered by Cipher and the
markets in which Cipher operates, business strategies, debt levels,
industry environment, potential growth opportunities, the effects
of regulations and Good Works' or Cipher's projected future
results. These forward-looking statements generally are identified
by the words "believe," "project," "expect," "anticipate,"
"estimate," "intend," "strategy," "future," "forecast,"
"opportunity," "plan," "may," "should," "will," "would," "will be,"
"will continue," "will likely result," and similar expressions
(including the negative versions of such words or expressions).
Forward-looking statements are predictions, projections and
other statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks
and uncertainties. Many factors could cause actual future events to
differ materially from the forward-looking statements in this
document, including but not limited to: (i) the risk that the
proposed business combination may not be completed in a timely
manner or at all, which may adversely affect the price of Good
Works' securities; (ii) the risk that the proposed business
combination may not be completed by Good Works' business
combination deadline and the potential failure to obtain an
extension of the business combination deadline if sought by Good
Works; (iii) the failure to satisfy the conditions to the
consummation of the proposed business combination, including the
approval of the proposed business combination by the stockholders
of Good Works, the satisfaction of the minimum trust account amount
following redemptions by Good Works' public stockholders and the
receipt of certain governmental and regulatory approvals; (iv) the
effect of the announcement or pendency of the proposed business
combination on Cipher's business relationships, performance, and
business generally; (v) risks that the proposed business
combination disrupts current plans of Cipher and potential
difficulties in Cipher employee retention as a result of the
proposed business combination; (vi) the outcome of any legal
proceedings that may be instituted against Good Works or Cipher
related to the agreement and plan of merger or the proposed
business combination; (vii) the ability to maintain the listing of
Good Works' securities on the NASDAQ; (viii) the price of Good
Works' securities, including volatility resulting from changes in
the competitive and highly regulated industries in which Cipher
plans to operate, variations in performance across competitors,
changes in laws and regulations affecting Cipher's business and
changes in the combined capital structure; and (ix) the ability to
implement business plans, forecasts, and other expectations after
the completion of the proposed business combination, and identify
and realize additional opportunities. The foregoing list of
factors is not exhaustive. You should carefully consider the
foregoing factors and the other risks and uncertainties described
in Good Works final proxy statement/information
statement/prospectus contained in the Form S-4 registration
statement described below, including those under "Risk Factors"
therein, Quarterly Reports on Form 10-Q and other documents filed
by Good Works from time to time with the U.S. Securities and
Exchange Commission (the "SEC"). These filings identify and address
other important risks and uncertainties that could cause actual
events and results to differ materially from those contained in the
forward-looking statements. Forward-looking statements speak only
as of the date they are made. Readers are cautioned not to put
undue reliance on forward-looking statements, and Good Works and
Cipher assume no obligation and, except as required by law, do not
intend to update or revise these forward-looking statements,
whether as a result of new information, future events, or
otherwise. Neither Good Works nor Cipher gives any assurance that
either Good Works or Cipher will achieve its expectations.
Additional Information and Where to Find It
This document relates to a proposed business combination between
Good Works and Cipher. This document does not constitute an offer
to sell or exchange, or the solicitation of an offer to buy or
exchange, any securities, nor shall there be any sale of securities
in any jurisdiction in which such offer, sale or exchange would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. Good Works intends to
file a registration statement on Form S-4 that will include a proxy
statement of Good Works, an information statement of Cipher and a
prospectus of Good Works. The proxy statement/information
statement/prospectus will be sent to all Good Works and Cipher
stockholders as of a record date to be established for voting on
the proposed business combination and the other matters to be voted
upon at a meeting of Good Works' stockholders to be held to approve
the proposed business combination and other matters (the "Special
Meeting"). Good Works may also file other documents regarding the
proposed business combination with the SEC. The definitive proxy
statement/information statement/prospectus will contain important
information about the proposed business combination and the other
matters to be voted upon at the Special Meeting and is not intended
to provide the basis for any investment decision or any other
decision in respect of such matters. Before making any voting
decision, investors and security holders of Good Works and Cipher
are urged to read the registration statement, the proxy
statement/information statement/prospectus and all other relevant
documents filed or that will be filed with the SEC in connection
with the proposed business combination as they become available
because they will contain important information about the proposed
business combination.
Investors and security holders will be able to obtain free
copies of the proxy statement/information statement/prospectus and
all other relevant documents filed or that will be filed with the
SEC by Good Works through the website maintained by the SEC at
www.sec.gov, or by directing a request to Good Works Acquisition
Corp., 4265 San Felipe, Suite 603, Houston, TX 77027, attention: Cary Grossman or by contacting Morrow Sodali
LLC, Good Works's proxy solicitor, for help, toll-free at (800)
662-5200 (banks and brokers can call collect at (203) 658-9400) or
may contact Morrow Sodali LLC via email to
GWAC.info@investor.morrowsodali.com.
Participants in Solicitation
Good Works and Cipher and their respective directors and
officers may be deemed to be participants in the solicitation of
proxies from Good Works' stockholders in connection with the
proposed business combination. Information about Good Works'
directors and executive officers and their ownership of Good Works'
securities is set forth in Good Works' filings with the SEC.
Additional information regarding the interests of those persons and
other persons who may be deemed participants in the proposed
business combination may be obtained by reading the proxy
statement/information statement/prospectus regarding the
proposed business combination when it becomes available. You may
obtain free copies of these documents as described in the preceding
paragraph.
Contacts:
Investor Contact:
Mark
Roberts
Blueshirt Capital Advisors
investors@ciphermining.com
Media Contact:
Ryan
Dicovitsky / Kendal Till
Dukas Linden Public Relations
908-907-7703
CipherMining@DLPR.com
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SOURCE Cipher Mining