TTM Digital Assets & Technologies, Inc. and Subsidiaries UNAUDITED COMBINED CONDENSED PRO FORMA FINANCIAL INFORMATIONSysorex, Inc. • June 24th, 2021 • Services-computer programming services
On April 8, 2021, Sysorex, Inc. (“Sysorex”), TTM Digital Assets & Technologies, Inc. (“TTM Digital” or the “Company”), and TTM Acquisition Corp., a Nevada corporation, a wholly owned subsidiary of Sysorex (“MergerSub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”). Under the terms of the Merger Agreement, the parties agreed that at the Effective Time (defined below), Sysorex would acquire the Company by way of a reverse triangular merger, subject to certain closing conditions (the “Merger”). On April 14, 2021 (the “Effective Time”), the closing conditions delineated in the Merger Agreement were satisfied and the Merger closed. At the Effective Time, the MergerSub was merged with and into TTM Digital with TTM Digital surviving the Merger. Under the terms of the Merger Agreement, the Shareholders of TTM Digital received a right to receive an aggregate of 124,218,268 shares of Sysorex common stock, $0.00001 par value per share (the “Merger Shares”) in exchange for
COREWEAVE, INC. PURCHASE ORDER GH HARDWARE 4/1/2021 (THE “EFFECTIVE DATE”)Sysorex, Inc. • June 24th, 2021 • Services-computer programming services
This Purchase Order (this “Purchase Order”) sets forth the terms and conditions of the purchase from CoreWeave, Inc., a Delaware corporation (the “Seller”), by TTM Digital Assets & Technologies, Inc., a Nevada corporation (the “Buyer”). Each of CoreWeave and TTM is a “Party” and collectively CoreWeave and TTM are the “Parties.” This Purchase Order is effective as of the Effective Date set forth above.
ASSET CONTRIBUTION AND EXCHANGE AGREEMENTAsset Contribution and Exchange Agreement • June 24th, 2021 • Sysorex, Inc. • Services-computer programming services • Delaware
This ASSET EXCHANGE AND CONTRIBUTION AGREEMENT (this “Agreement”), dated as of March 30, 2021, is made and entered into by and between CoreWeave, Inc., a Delaware corporation (“CoreWeave”) and TTM Digital Assets & Technologies, Inc. , a Nevada corporation (“TTM”). Each of CoreWeave and TTM is a “Party” and collectively CoreWeave and TTM are the “Parties.”
