Public Web3 Infrastructure Company DLTx ASA Announces Acquisition of NachoNodes

November 30, 2022 –  DLTx ASA (www.dltx.com) (Euronext, DLTX.OL), a global distributed ledger and blockchain company, announced today the acquisition of NachoNodes’ intellectual property, management, and technology team. NachoNodes is a US based node infrastructure company.

Alex Firmani and Adam Liposky, partners at NachoNodes, built Pocket Network and other Web3 projects and will focus on scaling DLTx’s node infrastructure. 

With the acquisition, NachoNodes and its leadership are now officially a part of DLTx. The transaction will increase DLTx's node operations while leveraging existing DLTx data center operations in the United States and Europe.

“We believe relay is an essential activity to the growth of the digitalized and centralized economy,” says James Haft, Chairman at DLTx. 

“At DLTx, we focus on efficiently funding and rapidly deploying nodes on the leading, disruptive blockchain protocol networks,” says Haft. “Our goal is to have funded and scalable networks in place to support the growing volume of decentralized, blockchain transactions. The NachoNodes acquisition is consistent with our strategy at DLTx to build out transactional nodes and networks and identify foundational Layer 1 protocols that disrupt large-scale opportunities in business and social communications and transactions.

“The management of NachoNodes includes two of the core founding members of the Pocket network, which is a significant and leading player in relay. This acquisition jump starts and positions DLTx to be a significant player in that market and should open up a new profitable line of expansion for us.” 

“After learning what NachoNodes and their team had to offer, it became obvious to us that working together is a natural fit for DLTx,” says Simon Campbell, COO of DLTx. “Their deep understanding of Web3 infrastructure will add immediate value to our firm.” 

The combined business provides an opportunity for investors to participate in the ever-expanding list of high-margin protocol mining, staking, and Web3 services, such as distributed communications and transactional applications and protocols. 

“The acquisition immediately scales our technical and leadership capabilities in addition to laying the foundation for revenue from the Pocket Network,” says Haft. “The acquisition also provides critical node infrastructure to developers and accelerates our progress towards becoming a scalable, world-class decentralized global infrastructure provider.”

“There was immediate alignment between our firms, and we knew that working together on a complementary vision would enable us to reach our goals exponentially faster,” said Adam Liposky, Partner at NachoNode. “Combining NachoNodes’ unique skill set with DLTx’s access to vast compute and financial resources unlocks significant opportunities in Pocket Network and beyond.”

About DLTx

DLTx is a vertically integrated technology company building Web3 capabilities by deploying blockchain infrastructure at scale across major global industries to support the growing deployment and use of decentralized and cryptographic digital assets. The company efficiently funds and rapidly deploys nodes on the leading, disruptive blockchain protocol networks, with the goal of building funded and scalable networks to support the growing volume of decentralized, blockchain transactions. Senior members of the DLTx team have been in the distributed ledger industry since 2012 and have been at the forefront of developing and launching several of the most important protocols, including Ethereum and EOS, as well as the first blockchain investment fund in 2014. The DLTx team has been scaling mining infrastructure since 2015 and in 2020, founded, operated and listed the first-publicly traded company focused on the infrastructure to power Web3.

Learn more at https://www.dltx.com 

About Pocket Network

Founded in 2017, Pocket Network provides Remote Procedure Call (RPC) access to Ethereum, Polygon, and dozens of multichains. The Pocket Network provides the only reliable and decentralized RPC network in the world governed by a high-performing DAO with the most contributor-friendly ecosystem.

About Blockchain Moon Acquisition Corp

Blockchain Moon Acquisition Corp. (“Blockchain Moon”) (NASDAQ: BMAQ, BMAQU, BMAQR, BMAQW) is a blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. 

On October 15, 2022, Blockchain Moon Acquisition Corp., a Delaware corporation (“BMAC”), announced that it executed a Business Combination Agreement dated as of October 14, 2022 to acquire all the Web3 assets of DLTx ASA, a Norwegian company listed on the Euronext Oslo (DLTX.OL)

Blockchain Moon seeks to capitalize on the extensive experience of its management team, board of directors and advisors who are both blockchain industry investors and entrepreneurs to pursue prospective targets that are high growth businesses in blockchain technologies in North America, Europe, and Asia. Blockchain Moon is led by Chairman and Chief Executive Officer Enzo Villani, Chief Financial Officer Wes Levitt, board members, John Jacobs, Michael Terpin, David Shafrir, James Haft, and special committee members, John Hopkins and Carl Johnson. 

Learn more at https://www.bmaq.io

Important Information about Blockchain Moon and Where to Find It

On October 15, 2022, Blockchain Moon announced that it executed a Business Combination Agreement (the “Business Combination Agreement”), dated as of October 14, 2022, with Malibu Parent Inc., a Delaware corporation (“New BMAC”), Hermosa Merger Sub LLC, a Delaware limited liability company, and DLTx ASA, a Norwegian public limited liability company (“DLTx”) (the transactions contemplated by the Business Combination Agreement, the “Business Combination”).

New BMAC intends to file a registration statement on Form S-4 with the Securities and Exchange Commission (“SEC”), which will include a prospectus with respect to New BMAC’s securities to be issued in connection with the proposed Business Combination and proxy statement with respect to Blockchain Moon’s stockholder meeting to vote on the proposed transaction (the “Business Combination Proxy Statement”). The Business Combination Proxy Statement will be sent to all Blockchain Moon stockholders. Blockchain Moon and New BMAC also will file other documents regarding the proposed transaction with the SEC. Before making any voting decision, investors and security holders of Blockchain Moon are urged to read the registration statement and the Business Combination Proxy Statement/prospectus included therein and all other relevant documents filed or that will be filed with the SEC in connection with the proposed transaction as they become available because they will contain important information about the proposed transaction.

Investors and securityholders of Blockchain Moon will be able to obtain free copies of the registration statement and the Business Combination Proxy Statement/prospectus included therein and all other relevant documents filed or that will be filed with the SEC by New BMAC or Blockchain Moon through the website maintained by the SEC at www.sec.gov. The documents filed by Blockchain Moon or New BMAC with the SEC also may be obtained free of charge upon written request to Blockchain Moon Acquisition Corp., 4651 Salisbury Road, Suite 400, Jacksonville, FL 32256.

NEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR DISAPPROVED OF THE TRANSACTIONS DESCRIBED IN THIS PRESS RELEASE, PASSED UPON THE MERITS OR FAIRNESS OF THE BUSINESS COMBINATION OR RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS PRESS RELEASE. ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.

Caution Regarding Forward-Looking Statements

This press release contains certain “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended, including certain financial forecasts and projections. All statements other than statements of historical fact contained in this press release, including statements as to future results of operations and financial position, revenue and other metrics planned products and services, business strategy and plans, objectives of management for future operations of DLTx, market size and growth opportunities, competitive position and technological and market trends, are forward-looking statements. Some of these forward-looking statements can be identified by the use of forward-looking words, including “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “plan,” “targets,” “projects,” “could,” “would,” “continue,” “forecast” or the negatives of these terms or variations of them or similar expressions. All forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. All forward-looking statements are based upon estimates, forecasts and assumptions that, while considered reasonable by Blockchain Moon and its management, and DLTx and its management, as the case may be, are inherently uncertain and many factors may cause the actual results to differ materially from current expectations which include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Business Combination Agreement with respect to the Business Combination; (2) the outcome of any legal proceedings that may be instituted against DLTx, Blockchain Moon, the combined company or others following the announcement of the Business Combination and any definitive agreements with respect thereto; (3) the inability to complete the Business Combination due to the failure to obtain approval of the stockholders of Blockchain Moon or the stockholders of DLTx, or to satisfy other closing conditions of the Business Combination; (4) changes to the proposed structure of the Business Combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the Business Combination; (5) the ability to meet Nasdaq’s listing standards following the consummation of the Business Combination; (6) the risk that the Business Combination disrupts current plans and operations of DLTx as a result of the announcement and consummation of the Business Combination; (7) the inability to recognize the anticipated benefits of the Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (8) the inability of the combined company to implement its green mining strategy by entering into agreements in the future to acquire energy at its target price and power uptime; (9) costs related to the Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that DLTx or the combined company may be adversely affected by other economic, business and/or competitive factors; (12) the inability to obtain financing in connection with the Business Combination; (13) the risk that the Business Combination may not be completed in a timely manner or at all, which may adversely affect the price of Blockchain Moon’s securities; (14) the risk that the transaction may not be completed by the Business Combination date and the potential failure to obtain a further extension of the Business Combination deadline if sought by Blockchain Moon; (15) the impact of the COVID-19 pandemic, including any mutations or variants thereof, and its effect on business and financial conditions; (16) volatility in the markets caused by geopolitical and economic factors; and (17) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Blockchain Moon’s Form S-1 (File No. 333- 259770), its most recent Quarterly Report on Form 10-Q and registration statement on Form S-4 that New BMAC intends to file with the SEC, which will include a document that serves as a prospectus and proxy statement of Blockchain Moon, referred to as a proxy statement/prospectus, and other documents filed by Blockchain Moon from time to time with 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. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither Blockchain Moon nor DLTx gives any assurance that Blockchain Moon, DLTx or the combined company will achieve its expected results. Neither Blockchain Moon nor DLTx undertakes any duty to update these forward-looking statements, except as otherwise required by law.

Participants in the Solicitation

Blockchain Moon, New BMAC and DLTx and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Blockchain Moon’s stockholders in connection with the proposed transactions. Blockchain Moon’s stockholders and other interested persons may obtain, without charge, more detailed information regarding the directors and executive officers of Blockchain Moon, New BMAC and DLTx from the proxy statement/prospectus included in the registration statement on Form S-4 to be filed by New BMAC with the SEC in connection with the Business Combination.

No Offer or Solicitation

This press release is not intended to and does not constitute an offer to sell or the solicitation of an offer to buy, sell or solicit any securities or any proxy, vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be deemed to be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.