Dynamix Corporation(DYNX)
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Dynamix Corporation(DYNX) - 2025 Q3 - Quarterly Report
2025-11-06 22:08
Financial Performance - For the three months ended September 30, 2025, the company reported a net loss of $15,433,911, primarily due to a change in fair value of warrant liabilities amounting to $14,278,490 and general and administrative expenses of $2,940,901 [151]. - For the nine months ended September 30, 2025, the company had a net loss of $14,649,991, which included a change in fair value of warrant liabilities of $15,355,000 and general and administrative expenses of $4,675,665 [152]. - For the nine months ended September 30, 2025, net cash used in operating activities was $1,607,589, with a net loss of $14,649,991 impacted by a change in fair value of warrant liabilities of $15,355,000 [160]. - For the period from June 13, 2024, to September 30, 2024, the net loss was $52,461, influenced by formation costs of $16,241 and operating costs of $15,420 [161]. - The company has incurred significant costs related to financing and acquisition plans, raising doubts about its ability to continue as a going concern within one year [167]. Capital and Funding - The company generated gross proceeds of $166,000,000 from the initial public offering of 16,600,000 Units at $10.00 per Unit, along with an additional $5,985,000 from the sale of 5,985,000 private placement warrants [156]. - A total of $166,415,000 was placed in the trust account following the initial public offering and related transactions, after incurring $10,605,256 in offering costs [157]. - The company may receive loans from its sponsor or affiliates to fund working capital deficiencies, with up to $1,500,000 convertible into private placement warrants at $1.00 per warrant [164]. - The underwriters from the initial public offering are entitled to a cash underwriting fee of $3,320,000, with a deferred fee payable upon the completion of the initial business combination [172]. Assets and Liabilities - As of September 30, 2025, the company had $171,904,018 in mutual funds primarily invested in money market funds held in the trust account, intended for the initial business combination [162]. - The company held $482,352 in cash outside the trust account as of September 30, 2025, primarily for evaluating target businesses and due diligence [163]. - There are no off-balance sheet arrangements as of September 30, 2025, and the company does not have any long-term debt or capital lease obligations [168]. - The company has a contractual obligation to pay $30,000 per month for office space and related services starting November 21, 2024, until a business combination is completed [169]. Operations and Business Development - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its initial business combination [150]. - The company has entered into an advisory services agreement with Volta Tread LLC, with fees not exceeding an annual limit of 10% of interest earned on funds held in the trust account [159]. Regulatory and Compliance - The company incurred expenses related to being a public entity, including legal, financial reporting, accounting, and auditing compliance costs [150]. - The company announced a change of ticker symbols for its Class A ordinary shares, units, and public warrants from "DYNX," "DYNXU," and "DYNXW" to "ETHM," "ETHMU," and "ETHMW," respectively, effective August 26, 2025 [141]. - The company has not identified any critical accounting estimates that significantly impact its unaudited condensed consolidated financial statements [174]. - The company is evaluating the impact of adopting ASU 2024-03, which requires additional disclosures about specific expense categories starting in fiscal years after December 15, 2026 [175].
The Ether Machine Announces Confidential Submission of a Draft Registration Statement on Form S-4 with the SEC
Globenewswire· 2025-09-16 12:00
Core Viewpoint - The Ether Machine is progressing towards becoming a publicly traded Ethereum company through a business combination with Dynamix Corporation, having submitted a draft registration statement on Form S-4 to the SEC [1][2]. Company Overview - The Ether Machine is formed through a business combination with The Ether Reserve LLC and Dynamix Corporation, a NASDAQ-listed special purpose acquisition company, aimed at creating an Ethereum yield and infrastructure company for institutional management and scale [4]. - The Ether Machine is expected to hold one of the largest on-chain ETH positions of any public entity and will focus on generating ETH-denominated returns through staking, restaking, and secure DeFi participation [4]. Business Combination Details - The business combination was announced on July 21, 2025, and is subject to customary closing conditions, including approval from Dynamix shareholders [2][3]. - The upcoming extraordinary general meeting of Dynamix shareholders will address the proposed business combination and related securities issuance [2]. Audit and Governance - The Ether Machine has retained KPMG as its auditor, emphasizing its commitment to high standards of disclosure, governance, and transparency [2].
The Ether Machine Announces Additional 150,000 ETH (currently valued at ~$654M) Invested In-Kind by Blockchains Founder Jeffrey Berns Ahead of Public Market Listing
Globenewswire· 2025-09-02 11:00
Core Insights - The Ether Machine has raised over $800 million in committed financing, including a significant investment from Co-Founder Andrew Keys valued at approximately $741 million [1][2] - The total amount of ether owned or committed by The Ether Machine is now 495,362 ETH, valued at around $2.16 billion, with an additional $367.1 million available for further ether acquisition [1][2] - The company aims to be a leading institutional public vehicle focused solely on Ethereum, leveraging its expertise in the blockchain space [3][4] Company Overview - The Ether Machine is formed through a business combination with Dynamix Corporation, a NASDAQ-listed special purpose acquisition company, and The Ether Reserve LLC [5] - The company is designed to manage Ethereum yield and infrastructure, focusing on generating ETH-denominated returns through staking and DeFi participation [5] - The Ether Machine plans to provide infrastructure solutions for enterprises and Ethereum-native builders, enhancing access to Ethereum's consensus and blockspace economy [5] Key Investments - Jeffrey Berns, the founder of Blockchains, has committed an additional 150,000 ETH, valued at approximately $654 million, to The Ether Machine [1][2] - This investment is seen as a transformative milestone for the company as it prepares for its public debut [3] Leadership and Strategy - Andrew Keys, Co-Founder and Chairman, expressed gratitude for Berns' confidence in the company's strategy, emphasizing the goal of building a best-in-class ether-producing machine [3] - Berns is expected to join the board of The Ether Machine upon the completion of the business combination, anticipated in Q4 2025 [4]
Dynamix Announces New Ticker Symbol “ETHM” to Reflect Planned Business Combination with The Ether Machine
Globenewswire· 2025-08-26 11:30
Company Overview - Dynamix Corporation is a publicly-traded special purpose acquisition company (SPAC) incorporated in the Cayman Islands, focused on mergers and business combinations [6] - The company is led by experienced executives including CEO Andrejka Bernatova and CFO Nader Daylami [6] Business Combination - Dynamix Corporation announced a business combination with The Ether Reserve, LLC to form The Ether Machine, a strategic ether generation company [2][4] - The Ether Machine aims to deliver long-term, risk-adjusted yield through staking, restaking, and decentralized finance, with a focus on growing ether concentration per share [2][5] Ticker Symbol Change - The ticker symbols for Dynamix's common stock, units, and warrants will change from "DYNX," "DYNXU," and "DYNXW" to "ETHM," "ETHMU," and "ETHMW," respectively, effective August 27, 2025 [1][4] - This change is intended to facilitate a smooth transition for shareholders ahead of the business combination [3] Strategic Goals - The Ether Machine is expected to have one of the largest on-chain ETH positions of any public entity and will focus on generating and optimizing ETH-denominated returns [5] - The company plans to provide turnkey infrastructure solutions for enterprises and Ethereum-native builders [5] Approval and Timeline - The business combination has been unanimously approved by the boards of directors of both companies and is expected to close by the fourth quarter of 2025, pending shareholder approval [4]
Dynamix Corporation(DYNX) - 2025 Q2 - Quarterly Report
2025-08-13 20:05
Part I. Financial Information This section presents the unaudited financial statements and management's analysis for Dynamix Corporation [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents Dynamix Corporation's unaudited condensed financial statements for the quarter ended June 30, 2025 Condensed Balance Sheet Highlights (June 30, 2025 vs. December 31, 2024) | Metric | June 30, 2025 | December 31, 2024 | Change | | :----------------------------------- | :-------------- | :---------------- | :----- | | Cash | $1,040,643 | $1,543,566 | -$502,923 | | Investments held in Trust Account | $170,304,723 | $167,164,825 | +$3,139,898 | | Total Assets | $171,492,779 | $168,710,028 | +$2,782,751 | | Total Liabilities | $11,143,810 | $9,144,979 | +$1,998,831 | | Warrant liability | $3,234,510 | $2,158,000 | +$1,076,510 | | Shareholders' Deficit | $(9,955,754) | $(7,599,776) | -$2,355,978 | Condensed Statements of Operations Highlights | Metric | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | Period from Inception (June 13, 2024) Through June 30, 2024 | | :------------------------------------------ | :------------------------------- | :----------------------------- | :---------------------------------------------------------------- | | General and administrative expenses | $1,150,121 | $1,734,764 | $26,661 | | Change in fair value of warrant liabilities | $(867,350) | $(1,076,510) | — | | Dividends earned on investments held in Trust Account | $1,758,009 | $3,507,375 | — | | Net (loss) income | $(248,730) | $783,920 | $(26,661) | | Basic and diluted net (loss) income per share, Class A | $(0.01) | $0.04 | — | Condensed Statements of Cash Flows Highlights (Six Months Ended June 30, 2025) | Activity | Amount | | :-------------------------------- | :------------- | | Net cash used in operating activities | $(870,400) | | Net cash provided by financing activities | $367,477 | | Net Change in Cash | $(502,923) | | Cash – End of period | $1,040,643 | [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) This section presents Dynamix Corporation's unaudited condensed balance sheets, detailing assets, liabilities, and shareholders' deficit Condensed Balance Sheets (June 30, 2025 vs. December 31, 2024) | Assets | June 30, 2025 (unaudited) | December 31, 2024 | | :---------------------------------- | :------------------------ | :---------------- | | Cash | $1,040,643 | $1,543,566 | | Prepaid expenses | $118,863 | $1,637 | | Investments held in Trust Account | $170,304,723 | $167,164,825 | | **Total Assets** | **$171,492,779** | **$168,710,028** | | Liabilities | | | | Accounts payable and accrued expenses | $1,194,300 | $207,608 | | Warrant liability | $3,234,510 | $2,158,000 | | Deferred underwriting fee | $6,640,000 | $6,640,000 | | **Total Liabilities** | **$11,143,810** | **$9,144,979** | | Class A ordinary shares subject to possible redemption | $170,304,723 | $167,164,825 | | Accumulated deficit | $(9,956,307) | $(7,600,351) | | **Total Shareholders' Deficit** | **$(9,955,754)** | **$(7,599,776)** | [Condensed Statements of Operations](index=5&type=section&id=Condensed%20Statements%20of%20Operations) This section details Dynamix Corporation's unaudited condensed statements of operations for the periods ended June 30, 2025 Condensed Statements of Operations (Unaudited) | Item | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | Period from June 13, 2024 (Inception) Through June 30, 2024 | | :------------------------------------------ | :------------------------------- | :----------------------------- | :---------------------------------------------------------------- | | General and administrative expenses | $1,150,121 | $1,734,764 | $26,661 | | Loss from operations | $(1,150,121) | $(1,734,764) | $(26,661) | | Change in fair value of warrant liabilities | $(867,350) | $(1,076,510) | — | | Interest earned on cash account | $10,732 | $23,448 | — | | Dividends earned on investments held in Trust Account | $1,758,009 | $3,507,375 | — | | Change in fair value – over-allotment liability | — | $64,371 | — | | Total other income, net | $901,391 | $2,518,684 | — | | Net (loss) income | $(248,730) | $783,920 | $(26,661) | | Basic and diluted net (loss) income per share, Class A | $(0.01) | $0.04 | — | | Basic and diluted net (loss) income per share, Class B | $(0.01) | $0.04 | $(0.01) | [Condensed Statements of Changes in Shareholders' Deficit](index=6&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Shareholders%27%20Deficit) This section outlines changes in Dynamix Corporation's shareholders' deficit for the three and six months ended June 30, 2025 Condensed Statements of Changes in Shareholders' Deficit (Three and Six Months Ended June 30, 2025) | Item | December 31, 2024 | March 31, 2025 | June 30, 2025 | | :---------------------------------------------------- | :---------------- | :------------- | :------------ | | Total Shareholders' Deficit | $(7,599,776) | $(8,126,577) | $(9,955,754) | | Accretion of redeemable Class A ordinary shares to redemption amount | $(1,559,451) (Q1) | $(1,580,447) (Q2) | | | Forfeiture of Founder Shares | — | (22) | — | | Net income (loss) | $1,032,650 (Q1) | $(248,730) (Q2) | | - The accumulated deficit increased from **$(7,600,351)** at December 31, 2024, to **$(9,956,307)** at June 30, 2025, primarily due to accretion of redeemable Class A ordinary shares to redemption amount and net loss in Q2 2025[15](index=15&type=chunk) [Condensed Statements of Cash Flows](index=7&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) This section details Dynamix Corporation's unaudited condensed statements of cash flows for the six months ended June 30, 2025 Condensed Statements of Cash Flows (Unaudited) | Cash Flow Activity | Six Months Ended June 30, 2025 | Period from June 13, 2024 (Inception) Through June 30, 2024 | | :---------------------------------------------------------------- | :------------------------------- | :---------------------------------------------------------------- | | Net income (loss) | $783,920 | $(26,661) | | Adjustments for non-cash items (e.g., warrant liabilities, dividends) | $(2,495,236) | $16,241 | | Changes in operating assets and liabilities | $840,916 | $10,420 | | **Net cash used in operating activities** | **$(870,400)** | **—** | | Cash withdrawn from Trust Account for working capital | $367,477 | — | | **Net cash provided by financing activities** | **$367,477** | **—** | | **Net Change in Cash** | **$(502,923)** | **—** | | Cash – Beginning of period | $1,543,566 | — | | **Cash – End of period** | **$1,040,643** | **—** | [Notes to Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) This section provides detailed notes on Dynamix Corporation's organization, accounting policies, and financial instrument valuations [NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS](index=8&type=section&id=NOTE%201.%20DESCRIPTION%20OF%20ORGANIZATION%20AND%20BUSINESS%20OPERATIONS) This note details Dynamix Corporation's organization, business operations, IPO, and current financial position - Dynamix Corporation is a blank check company incorporated on June 13, 2024, for the purpose of effecting a business combination. It has not commenced operations and generates non-operating income from interest on cash and cash equivalents[22](index=22&type=chunk)[23](index=23&type=chunk) - The company consummated its Initial Public Offering (IPO) on November 22, 2024, selling **16,600,000 units** at **$10.00 per unit**, generating **$166,000,000**. Simultaneously, it sold **5,985,000 Private Placement Warrants** for **$5,985,000**[24](index=24&type=chunk)[25](index=25&type=chunk) - A total of **$166,415,000** was placed in a Trust Account, to be used for the business combination or redemption of public shares if a combination is not completed within 24 months from the IPO closing[31](index=31&type=chunk)[34](index=34&type=chunk) - As of June 30, 2025, the Company had **$1,040,643** in its operating bank account and a working capital deficit of **$109,639**, raising substantial doubt about its ability to continue as a going concern[39](index=39&type=chunk)[41](index=41&type=chunk) [NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=11&type=section&id=NOTE%202.%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note details Dynamix Corporation's significant accounting policies, including GAAP, emerging growth company status, and fair value measurements - The financial statements are prepared in accordance with GAAP for interim financial information, with certain disclosures condensed or omitted per SEC rules for interim reporting[43](index=43&type=chunk) - The Company is an 'emerging growth company' and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[45](index=45&type=chunk)[46](index=46&type=chunk) - Investments held in the Trust Account are classified as trading securities and measured at fair value using Level 1 inputs (quoted prices in active markets)[50](index=50&type=chunk) - Public Warrants are accounted for as liabilities and re-valued at each reporting date, with changes in fair value reported in the statement of operations. Private Placement Warrants are classified under equity treatment[60](index=60&type=chunk) - Class A ordinary shares subject to possible redemption are classified as temporary equity and adjusted to redemption value at each reporting period, impacting additional paid-in capital and accumulated deficit[61](index=61&type=chunk) - The FASB issued ASU 2024-03, 'Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures,' effective for fiscal years beginning after December 15, 2026, which the Company is currently evaluating[66](index=66&type=chunk) [NOTE 3. INITIAL PUBLIC OFFERING](index=15&type=section&id=NOTE%203.%20INITIAL%20PUBLIC%20OFFERING) This note outlines Dynamix Corporation's Initial Public Offering, including units, warrants, and redemption terms - On November 22, 2024, the Company sold **16,600,000 Units** at **$10.00 per Unit**, each consisting of one Class A ordinary share and one-half of one redeemable warrant[69](index=69&type=chunk) - As of June 30, 2025, there were **14,285,000 warrants outstanding**, comprising **8,300,000 Public Warrants** and **5,985,000 Private Placement Warrants**[71](index=71&type=chunk) - The Company may redeem outstanding warrants at **$0.01 per warrant** if the Class A ordinary share price equals or exceeds **$18.00** for 20 trading days within a 30-trading day period, commencing 30 days after the business combination[75](index=75&type=chunk)[83](index=83&type=chunk) [NOTE 4. PRIVATE PLACEMENT](index=17&type=section&id=NOTE%204.%20PRIVATE%20PLACEMENT) This note details the private placement of warrants to the Sponsor and underwriters, including terms and transfer restrictions - Simultaneously with the IPO closing, the Sponsor and underwriters purchased **5,985,000 Private Placement Warrants** at **$1.00 each**, totaling **$5,985,000**[79](index=79&type=chunk) - Private Placement Warrants are identical to Public Warrants but lack the Warrant Put Right and have transfer restrictions for holders until 30 days after the initial Business Combination[80](index=80&type=chunk) [NOTE 5. RELATED PARTY TRANSACTIONS](index=17&type=section&id=NOTE%205.%20RELATED%20PARTY%20TRANSACTIONS) This note details related party transactions, including founder shares, promissory notes, and administrative service agreements - The Sponsor made a capital contribution of **$25,000** for **5,750,000 founder shares** on June 18, 2024. In January 2025, **216,667 founder shares** were forfeited due to the unexercised over-allotment option[81](index=81&type=chunk) - Founder shares transferred to the vice president are subject to a service condition, with compensation recognized ratably. Shares transferred to director nominees are subject to a performance condition (Business Combination occurrence), and no compensation has been recognized as of June 30, 2025, as a Business Combination is not yet probable[86](index=86&type=chunk) - The Company repaid a **$105,274 promissory note** from the Sponsor on November 22, 2024. An administrative services agreement with a Sponsor affiliate requires monthly payments of **$30,000** for office space and support services[88](index=88&type=chunk)[89](index=89&type=chunk) [NOTE 6. COMMITMENTS](index=20&type=section&id=NOTE%206.%20COMMITMENTS) This note outlines Dynamix Corporation's commitments, including geopolitical risks, registration rights, and deferred underwriting fees - Geopolitical instability (Russia-Ukraine, Israel-Hamas conflicts) creates global economic consequences, which could adversely affect the Company's search for a Business Combination[93](index=93&type=chunk)[94](index=94&type=chunk) - Holders of founder shares, Private Placement Warrants, and working capital loan warrants have registration rights, entitling them to require the Company to register their securities[95](index=95&type=chunk) - A deferred underwriting fee of **$6,640,000** is payable to underwriters upon completion of the initial Business Combination, from amounts remaining in the Trust Account after shareholder redemptions[97](index=97&type=chunk) - The Company entered into an advisory services agreement with Volta, an affiliate of the Sponsor, for management and consulting services, with fees not exceeding **10%** of interest earned on Trust Account funds[98](index=98&type=chunk)[99](index=99&type=chunk) [NOTE 7. SHAREHOLDERS' DEFICIT](index=22&type=section&id=NOTE%207.%20SHAREHOLDERS%27%20DEFICIT) This note outlines Dynamix Corporation's shareholders' deficit, including Class A and Class B ordinary shares and voting rights - As of June 30, 2025, there were no preference shares or Class A ordinary shares issued or outstanding (excluding **16,600,000 shares** subject to possible redemption)[101](index=101&type=chunk)[102](index=102&type=chunk) - Class B ordinary shares outstanding decreased from **5,750,000** at December 31, 2024, to **5,533,333** at June 30, 2025, due to the forfeiture of **216,667 founder shares** in January 2025[103](index=103&type=chunk)[104](index=104&type=chunk) - Founder shares will automatically convert into Class A ordinary shares on a one-for-one basis upon or immediately following the initial Business Combination, subject to certain adjustments[105](index=105&type=chunk) - Prior to a Business Combination, only Class B ordinary shareholders have the right to vote on the appointment and removal of directors and on continuing the Company in a jurisdiction outside the Cayman Islands[107](index=107&type=chunk) [NOTE 8. FAIR VALUE MEASUREMENTS](index=24&type=section&id=NOTE%208.%20FAIR%20VALUE%20MEASUREMENTS) This note details Dynamix Corporation's fair value measurements, classifying assets and liabilities using a three-level hierarchy - The Company classifies assets and liabilities measured at fair value using a three-level hierarchy: Level 1 for quoted prices in active markets, Level 2 for observable inputs other than Level 1, and Level 3 for unobservable inputs[110](index=110&type=chunk)[115](index=115&type=chunk) Fair Value Measurements (June 30, 2025 vs. December 31, 2024) | Item | Level | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :---- | :-------------- | :---------------- | | Investments held in Trust Account | 1 | $170,304,723 | $167,164,825 | | Over-allotment option liability | 3 | — | $64,371 | | Warrant liability – Public Warrants | 1 | $3,234,510 | $2,158,000 | - The over-allotment option liability, initially valued using a Black-Scholes model (Level 3), expired unexercised in January 2025, resulting in a fair value of **$0** at June 30, 2025[112](index=112&type=chunk)[113](index=113&type=chunk)[118](index=118&type=chunk) [NOTE 9. SEGMENT INFORMATION](index=26&type=section&id=NOTE%209.%20SEGMENT%20INFORMATION) This note states Dynamix Corporation operates as a single segment, with the CEO as the Chief Operating Decision Maker - The Company operates as a single operating segment, with the Chief Executive Officer identified as the Chief Operating Decision Maker (CODM)[119](index=119&type=chunk)[120](index=120&type=chunk) - The CODM reviews key metrics such as dividends earned on investments held in the Trust Account and general and administrative expenses to assess performance and allocate resources[121](index=121&type=chunk) [NOTE 10. SUBSEQUENT EVENTS](index=28&type=section&id=NOTE%2010.%20SUBSEQUENT%20EVENTS) This note details subsequent events, including agreements with underwriters and the Business Combination Agreement with The Ether Machine, Inc - On July 20, 2025, underwriters agreed to a one-time cash fee of **$500,000** upon Business Combination closing, waiving additional consideration and forfeiting **2,070,000 private placement warrants**[126](index=126&type=chunk) - On July 21, 2025, the Company entered into a Business Combination Agreement with The Ether Machine, Inc. ('Pubco') and related entities[127](index=127&type=chunk) - Concurrently, the Company, Pubco, and The Ether Reserve entered into Equity PIPE Subscription Agreements with investors to purchase Pubco Class A Stock for **$197,100,000** in cash and a contribution of **67,121 Ether**[129](index=129&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's analysis of Dynamix Corporation's financial condition and results, highlighting its blank check status and recent business combination agreement - Dynamix Corporation is a blank check company formed to effect a business combination, with no operating revenues to date, generating non-operating income from trust account investments[134](index=134&type=chunk)[138](index=138&type=chunk) - On July 21, 2025, the Company entered into a Business Combination Agreement with The Ether Machine, Inc. ('Pubco') and other related entities[136](index=136&type=chunk) Net Income (Loss) Summary | Period | Net Income (Loss) | | :------------------------------------------ | :---------------- | | Three months ended June 30, 2025 | $(248,730) | | Six months ended June 30, 2025 | $783,920 | | Inception (June 13, 2024) through June 30, 2024 | $(26,661) | - As of June 30, 2025, the Company had a working capital deficit and expects to incur significant future costs, raising substantial doubt about its ability to continue as a going concern within one year[153](index=153&type=chunk) - The Company has contractual obligations including **$30,000 per month** for administrative services, an annual advisory fee (capped at **10%** of trust account interest), and a **$15,000 monthly fee** for public relations services[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk) [Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk](index=34&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) As a smaller reporting company, Dynamix Corporation is not required to provide quantitative and qualitative disclosures regarding market risk - The Company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures regarding market risk[165](index=165&type=chunk) [Item 4. Controls and Procedures](index=34&type=section&id=Item%204.%20Controls%20and%20Procedures) Management evaluated the Company's disclosure controls and procedures as of June 30, 2025, concluding effectiveness with no material changes - As of June 30, 2025, the Company's disclosure controls and procedures were evaluated and deemed effective by certifying officers[167](index=167&type=chunk) - No material changes in internal control over financial reporting occurred during the fiscal quarter ended June 30, 2025[170](index=170&type=chunk) Part II. Other Information This section provides additional information, including legal proceedings, risk factors, and exhibits [Item 1. Legal Proceedings](index=35&type=section&id=Item%201.%20Legal%20Proceedings) The Company is not a party to any material pending legal proceedings, nor is any of its property subject to such proceedings - The Company is not a party to any material pending legal proceedings[172](index=172&type=chunk) [Item 1A. Risk Factors](index=35&type=section&id=Item%201A.%20Risk%20Factors) As of the report date, no material changes occurred to the risk factors previously disclosed in the Company's Annual Report on Form 10-K - No material changes to the risk factors disclosed in the Company's Annual Report on Form 10-K as of the date of this report[173](index=173&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=35&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds to report for the period - No unregistered sales of equity securities and use of proceeds to report[174](index=174&type=chunk) [Item 3. Defaults Upon Senior Securities](index=35&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities to report for the period - No defaults upon senior securities to report[175](index=175&type=chunk) [Item 4. Mine Safety Disclosures](index=35&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosures are not applicable to Dynamix Corporation - Mine safety disclosures are not applicable[176](index=176&type=chunk) [Item 5. Other Information](index=35&type=section&id=Item%205.%20Other%20Information) No other information to report in this section - No other information to report[177](index=177&type=chunk) [Item 6. Exhibits](index=36&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed or incorporated by reference, including the Business Combination Agreement and related subscription agreements - Key exhibits include the Business Combination Agreement (dated July 21, 2025), Amended and Restated Memorandum and Articles of Association, Warrant Agreement, and various subscription agreements related to the Equity PIPE[180](index=180&type=chunk) Part III. Signatures This section contains the duly authorized signatures for Dynamix Corporation's Quarterly Report on Form 10-Q [Signatures](index=38&type=section&id=Signatures) The report is duly signed by Andrea Bernatova, CEO, and Nader Daylami, CFO, on behalf of Dynamix Corporation on August 13, 2025 - The report was signed by Andrea Bernatova, Chief Executive Officer, and Nader Daylami, Chief Financial Officer, on August 13, 2025[184](index=184&type=chunk)[185](index=185&type=chunk)
The Ether Machine Acquires Additional $40M in ETH, Bringing Total ETH Purchased and Committed to Over 345,000
GlobeNewswire News Room· 2025-08-04 12:00
Core Insights - The Ether Machine has purchased an additional 10,605 ETH at an average price of $3,781, increasing its total ETH holdings to 345,362 since its launch earlier this month [1][2][4] - The company's strategy emphasizes building a long-term, institutional-grade ETH treasury with compounding yield, reflecting its belief in ETH as a crucial asset for the internet [2][3] - The recent acquisition was funded by part of the $97 million in cash proceeds from a previous private placement [3] Company Overview - The Ether Machine is formed through a business combination with Dynamix Corporation, aiming to create an Ethereum yield and infrastructure company designed for institutional management and scale [5] - The company plans to generate and optimize ETH-denominated returns through staking, restaking, and secure DeFi participation, while also providing infrastructure solutions for enterprises and Ethereum-native builders [5] - Dynamix Corporation is a special purpose acquisition company focused on mergers and business combinations, led by experienced investors and industry executives [6]
The Ether Machine Marks Ethereum’s 10th Birthday with Major ETH Treasury Purchase
Globenewswire· 2025-08-01 00:40
Core Insights - The Ether Machine has purchased nearly 15,000 ETH for approximately $56.9 million as part of its long-term accumulation strategy, bringing its total ETH holdings to 334,757 with an additional $407 million allocated for future purchases [1][2][3] Company Strategy - The purchase coincides with Ethereum's 10-year anniversary and marks the initiation of The Ether Machine's treasury deployment, emphasizing a strong belief in ETH as a key asset for the decentralized internet [2][3] - The Ether Machine aims to build an institutional-grade ETH treasury, focusing on accumulating and supporting ETH not just as a financial asset but as a foundational element of a new internet economy [3] Financial Background - The acquisition was funded by part of the $97 million in cash proceeds from a previously announced private placement, with plans for further ether purchases from the remaining proceeds [3] Community Engagement - Andrew Keys, Chairman and Co-Founder of The Ether Machine, made a personal donation of $100,000 to the Protocol Guild, which supports Ethereum's core protocol contributors, highlighting the company's commitment to the Ethereum ecosystem [4][5] Company Overview - The Ether Machine is formed through a business combination with Dynamix Corporation, a special purpose acquisition company, and is designed for institutional management and scale in Ethereum yield and infrastructure [5] - The company plans to generate and optimize ETH-denominated returns through staking and secure DeFi participation, while also providing infrastructure solutions for enterprises and Ethereum-native builders [5]
The Ether Machine Marks Ethereum's 10th Birthday with Major ETH Treasury Purchase
GlobeNewswire News Room· 2025-08-01 00:40
Core Insights - The Ether Machine has purchased nearly 15,000 ETH for approximately $56.9 million as part of its long-term accumulation strategy, bringing its total ETH holdings to 334,757 with an additional $407 million allocated for future purchases [1][2][3] Company Strategy - The purchase coincides with Ethereum's 10-year anniversary and marks the initiation of The Ether Machine's treasury deployment, emphasizing a strong belief in ETH as a key asset for the decentralized internet [2][3] - The Ether Machine aims to build an institutional-grade ETH treasury, focusing on accumulating and supporting ETH not only as a financial asset but also as a foundational element of a new internet economy [3] Financial Background - The recent purchase was funded by part of the $97 million in cash proceeds from a previously announced private placement, with plans for further ether purchases from the remaining proceeds [3] Community Support - Andrew Keys, Chairman and Co-Founder of The Ether Machine, made a personal donation of $100,000 to the Protocol Guild, which supports Ethereum's core protocol contributors, highlighting the importance of community support in the ecosystem [4][5] Company Overview - The Ether Machine is formed through a business combination with Dynamix Corporation, a special purpose acquisition company, and is designed to manage Ethereum yield and infrastructure at an institutional level [5] - The company plans to leverage one of the largest on-chain ETH positions among public entities to generate and optimize ETH-denominated returns through various strategies including staking and DeFi participation [5]
$HAREHOLDER ALERT: The M&A Class Action Firm Announces An Investigation of Dynamix Corporation (NASDAQ: DYNX)
GlobeNewswire News Room· 2025-07-31 20:25
Core Points - Class Action Attorney Juan Monteverde's firm, Monteverde & Associates PC, is recognized as a Top 50 Firm in the 2024 ISS Securities Class Action Services Report and has recovered millions for shareholders [1] - The firm is investigating Dynamix Corporation (NASDAQ: DYNX) regarding its merger with The Ether Reserve LLC, where each Dynamix shareholder will receive one share of non-voting Class A common stock in the combined company [1] Company Overview - Monteverde & Associates PC is headquartered in the Empire State Building, New York City, and is a national class action securities firm with a successful track record in trial and appellate courts, including the U.S. Supreme Court [2] - The firm emphasizes that it litigates and has a history of recovering money for shareholders [2] Contact Information - For concerns or additional information, shareholders can contact Juan Monteverde via email or telephone [3]
The Ether Machine to Go Public with Over $1.5 Billion of Fully Committed Capital
Prnewswire· 2025-07-21 10:00
Core Insights - The Ether Machine, Inc. has launched as a public entity enabling investors to access Ethereum yield through a business combination with Dynamix Corporation, trading under the ticker "ETHM" on NASDAQ [1][4] - The company aims to be the largest public vehicle for institutional-grade exposure to Ethereum, focusing on secure and compliant access to ETH-denominated yield [2][19] - The leadership team consists of experienced blockchain pioneers and finance veterans, with a strong track record in Ethereum and crypto infrastructure [3][5] Company Strategy - The Ether Machine's strategy includes generating alpha through staking and decentralized finance protocols, aiming for risk-adjusted returns [10] - The company plans to catalyze the Ethereum ecosystem by supporting projects and publishing research to promote broader adoption [11] - Infrastructure solutions will be provided to institutions and Ethereum-native projects, ensuring compliance and risk management [12] Financial Highlights - The Ether Machine is expected to launch with over 400,000 Ether (ETH) and has secured significant financing, including approximately $645 million from Andrew Keys and over $800 million from institutional investors [4][15] - The transaction is projected to deliver over $1.6 billion in gross proceeds, making it the largest public Ether generation company [15] - The financing is anchored by contributions from notable investors, including 1Roundtable Partners, Blockchain.com, and Kraken [15] Leadership and Vision - Andrew Keys, Co-Founder and Chairman, has a history of institutional Ethereum adoption and was instrumental in early Ethereum initiatives [5] - David Merin, Co-Founder and CEO, has led significant fundraising efforts and acquisitions in the Ethereum space [5] - The leadership team emphasizes the importance of regulatory clarity and technological expertise in driving the company's success [7][8]