Item 1.01. Entry into a Material Definitive Agreement
To the extent required, the information set forth in Item 1.02 below is hereby incorporated by reference into this Item 1.01.
Item 1.02. Termination of a Material Definitive Agreement
As previously disclosed, on
On
In conjunction with the termination of the Merger Agreement, the Support Agreements (as defined in the Merger Agreement) have also been terminated in accordance with their respective terms.
In addition, pursuant to its terms, that certain stock purchase agreement, dated
The Termination Agreement contains mutual releases by all parties thereto, for all claims known and unknown, relating and arising out of, or relating to, among other things, the Merger Agreement, or the transactions contemplated by the Merger Agreement, subject to certain exceptions with respect to claims for indemnification or contribution by 10X II and PrimeBlock.
10X II intends to pursue a business combination with another target.
The foregoing descriptions of the Merger Agreement and the Termination Agreement
do not purport to be complete and are qualified in their entirety by the terms
and conditions of the full text of the Merger Agreement, which was previously
filed as Exhibit 2.1 to the Current Report on Form 8-K filed with the
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 10.1 Mutual Termination of Merger Agreement, dated as ofAugust 12, 2022 , by and among 10XCapital Acquisition Corp. II, 10XFirst Merger Sub, Inc. , 10XSecond Merger Sub, LLC andPrime Blockchain Inc. 104* Cover Page Interactive Data File (embedded within the XBRL document). * Furnished herewith
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