Blue Acquisition: $2.8B forecast if lease expands
Blockfusion's forecasts assume a November 2026 closing and $100 million in financing, although no Financing Transaction capital was committed.
Rhea-AI Filing Summary
Blue Acquisition Corp. (BACC) furnished an updated investor presentation describing its proposed business combination with Blockfusion USA, Inc.; upon closing, both would become wholly owned subsidiaries of Blockfusion Digital Infrastructure, Inc. (Pubco), which would become publicly traded. Completion remains subject to conditions, including Blue shareholder approval.
Blockfusion reports a 15-year CoreWeave lease covering 35 MW, plus a 50 MW expansion agreement; the expansion requires additional power and satisfaction of conditions. Management estimates approximately $2.8 billion of revenue from 85 MW if CoreWeave activates the expansion, or approximately $5.4 billion if it exercises both five-year renewals. Forecasts assume a November 2026 closing and approximately $200 million in proceeds to Blockfusion, including an illustrative $100 million financing that was not committed. Management estimates approximately $920 million of capital expenditures for 2026 through 2029, excluding expansion and acquisition costs. Projections are unaudited, cash-based and subject to assumptions; actual results may differ materially.
Positive
- None.
Negative
- None.
Filing Explained
The proposed combination’s illustrative closing cap table assumes 50% redemptions and shows 61.7% for Blockfusion rollover holders, 16.5% for Blue public holders and 11.0% for convertible-note holders; it excludes earnout shares and is not final.
8-K Event Classification
Key Figures
Key Terms
take-or-pay financial
critical IT load technical
cash-based forecasting methodology financial
Pro Forma Enterprise Value financial
interconnection queue technical
FAQ
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
Registrant’s
telephone number, including area code: (
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| of an initial business combination |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 7.01 Regulation FD Disclosure.
Attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference is an updated investor presentation (the “Updated Investor Presentation”) that has been used by Blue Acquisition Corp., a Cayman Islands exempted company (“Blue”) and Blockfusion USA, Inc., a Delaware corporation (“Blockfusion”), in connection with the transactions contemplated by the Business Combination Agreement dated November 19, 2025, as amended by the First Amendment to the Business Combination Agreement on March 19, 2026, the Second Amendment to the Business Combination Agreement on May 6, 2026, the Third Amendment to the Business Combination Agreement on June 30, 2026, the Fourth Amendment to the Business Combination Agreement on July 31, 2026, the Fifth Amendment to the Business Combination Agreement on September 2, 2026, and the Sixth Amendment to the Business Combination Agreement on September 21, 2026 (and as it may be further amended or supplemented from time to time, the “BCA”) by and among Blue, Blockfusion Digital Infrastructure, Inc., a Delaware corporation (f/k/a Blockfusion Data Centers, Inc.) (“Pubco”), Atlas I Merger Sub, a Cayman Islands exempted company, Atlas Merger Sub, Inc., a Delaware corporation, and Blockfusion, pursuant to which, as of the consummation of the transactions contemplated by the BCA, Blue and Blockfusion will become wholly-owned subsidiaries of Pubco, and Pubco will become a publicly traded company. The Updated Investor Presentation supersedes in all respects the earlier version of an investor presentation previously furnished and attached as Exhibit 99.1 to a Current Report on Form 8-K filed by Blue with the United States Securities and Exchange Commission (“SEC”) on June 30, 2026.
The Updated Investor Presentation is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as expressly set forth by specific reference in such filing.
Additional Information and Where to Find It
Pubco, as registrant, and Blockfusion, as co-registrant, filed with the Securities and Exchange Commission (the “SEC”) a Registration Statement on Form S-4 (as amended or supplemented from time to time, the “Registration Statement”), which includes a preliminary proxy statement of Blue and a prospectus (the “Proxy Statement/Prospectus”) in connection with the extraordinary meeting of Blue’s shareholders to approve the Business Combination. The definitive proxy statement and other relevant documents will be mailed to shareholders of Blue as of a record date to be established for voting on the Business Combination and other matters as described in the Proxy Statement/Prospectus. Blue, Blockfusion and/or Pubco will also file other documents regarding the Business Combination with the SEC. This Current Report on Form 8-K does not contain all of the information that should be considered concerning the Business Combination and is not intended to form the basis of any investment decision or any other decision in respect of the Business Combination. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, SHAREHOLDERS OF BLUE AND OTHER INTERESTED PARTIES ARE URGED TO READ THE PRELIMINARY PROXY STATEMENT/PROSPECTUS, AND AMENDMENTS THERETO, AND THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH BLUE’S SOLICITATION OF PROXIES FOR THE EXTRAORDINARY GENERAL MEETING OF ITS SHAREHOLDERS TO BE HELD TO APPROVE THE BUSINESS COMBINATION AND OTHER MATTERS AS DESCRIBED IN THE PROXY STATEMENT/PROSPECTUS BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT BLUE, BLOCKFUSION, PUBCO AND THE BUSINESS COMBINATION. Investors and security holders will also be able to obtain copies of the Registration Statement and the Proxy Statement/Prospectus and all other documents filed or that will be filed with the SEC by Blue and Pubco, without charge, as available, on the SEC’s website at www.sec.gov or by directing a request to: Blue Acquisition Corp., 1601 Anita Lane, Newport Beach CA, 92660; or upon written request to Blockfusion Digital Infrastructure, Inc. at 447 Broadway, 2nd Floor, #538, New York, NY 10013, respectively.
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NEITHER THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR DISAPPROVED THE BUSINESS COMBINATION DESCRIBED HEREIN, PASSED UPON THE MERITS OR FAIRNESS OF THE BUSINESS COMBINATION OR ANY RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURE IN THIS CURRENT REPORT ON FORM 8-K. ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.
Participants in Solicitation
Blue, Blockfusion, Pubco and their respective directors, executive officers, certain of their equity holders and other members of management and employees may be deemed under SEC rules to be participants in the solicitation of proxies from Blue’s shareholders in connection with the Business Combination. A list of the names of such persons, and information regarding their interests in the Business Combination and their ownership of Blue’s securities are contained in Blue’s filings with the SEC, including the final prospectus for Blue’s initial public offering filed with the SEC on June 12, 2025 (the “IPO Prospectus”). Additional information regarding the interests of the persons who may, under SEC rules, be deemed participants in the solicitation of proxies of Blue’s shareholders in connection with the Business Combination, including the names and interests of Blockfusion’s and Pubco’s respective directors or managers and executive officers, is set forth in the Registration Statement on Form S-4 initially filed by Pubco and Blue with the SEC on December 8, 2025, as amended on February 9, 2026, May 1, 2026, June 30, 2026 and September 23, 2026, which includes the Proxy Statement/Prospectus. Investors and security holders may obtain free copies of these documents as described above.
No Offer or Solicitation
This Current Report on Form 8-K and the information contained herein is for informational purposes only and is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the potential transactions and shall not constitute an offer to sell or exchange, or a solicitation of an offer to buy or exchange the securities of Blue, Blockfusion or Pubco, or any commodity or instrument or related derivative of Blue or Pubco, nor shall there be any sale of any such securities, commodities, instruments or related derivatives in any state or jurisdiction in which such offer, solicitation, sale or exchange would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities, commodities, instruments or derivatives shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended (the “Securities Act”) or an exemption therefrom. Investors should consult with their counsel as to the applicable requirements for a purchaser to avail itself of any exemption under the Securities Act.
Forward-Looking Statements
This Current Report on Form 8-K contains certain forward-looking statements within the meaning of the U.S. federal securities laws with respect to the Business Combination involving Pubco, Blockfusion, and Blue, including expectations, hopes, beliefs, intentions, plans, prospects, financial results or strategies regarding Blockfusion, Pubco, Blue and the Business Combination, statements regarding the anticipated benefits and timing of the completion of the Business Combination, the assets that may be held by Blockfusion and Pubco and the value thereof, Pubco’s listing on any securities exchange, the anticipated business of Pubco, plans and use of proceeds, objectives of management for future operations of Pubco, the upside potential and opportunity for investors, Pubco’s plan for value creation and strategic advantages, market size and growth opportunities, regulatory conditions, technological and market trends, future financial condition and performance and expected financial impacts of the Business Combination, the satisfaction of closing conditions to the Business Combination and the level of redemptions of Blue’s public shareholders, and Pubco’s expectations, intentions, strategies, assumptions or beliefs about future events, results of operations or performance or that do not solely relate to historical or current facts. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events or conditions 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 communication, including, but not limited to: the risk that the Business Combination may not be completed in a timely manner or at all, which may adversely affect the price of Blue’s securities; the risk that the Business Combination may not be completed by Blue’s business combination deadline; the failure by the parties to satisfy the conditions to the consummation of the Business Combination, including the approval of Blue’s shareholders; failure to realize the anticipated benefits of the Business Combination; the level of redemptions of Blue’s public shareholders which may reduce the public float of, reduce the liquidity of the trading market of, and/or maintain the quotation, listing, or trading of the Class A ordinary shares of Blue or the shares of Pubco Class A Common Stock to be listed in connection with the Business Combination; the insufficiency of the third-party fairness opinion for the board of directors of Blue in determining whether or not to pursue the Business Combination; the failure of Pubco to obtain or maintain the listing of its securities on any securities exchange after the Closing of the Business Combination; risks associated with Blue, Blockfusion and Pubco’s ability to consummate the Business Combination timely or at all, including in connection with potential regulatory delays or impediments, costs related to the Business Combination and as a result of becoming a public company; changes in business, market, financial, political and regulatory conditions; risks relating to Pubco’s anticipated operations and business; risks related to increased competition in the industries in which Pubco will operate; risks relating to significant legal, commercial, regulatory, tax and technical uncertainty regarding bitcoin and other cryptocurrencies; risks related to the ability of Blockfusion and Pubco to execute their business plans; the risk that demand for data center and high-performance computing (“HPC”) infrastructure decreases; challenges in implementing Pubco’s business plan and proposed transition to a HPC and Artificial Intelligence workload data center due to operational and other challenges, significant competition and regulation; risks associated with the possibility of Pubco being considered to be a “shell company” by any stock exchange on which Pubco Class A Common Stock will be listed or by the SEC, which may impact Pubco’s ability to list Pubco Class A Common Stock and restrict reliance on certain rules or forms in connection with the offering, sale or resale of securities, which could impact materially the time, cost and ability of Pubco to raise capital after the Closing of the Business Combination; the outcome of any potential legal proceedings that may be instituted against Pubco, Blockfusion, Blue or others in connection with or following announcement of the Business Combination; the dilutive effects on shareholders of the issuances of securities in connection with the proposed Business Combination and associated financing transactions; and those risk factors discussed in documents that Pubco and/or Blue filed, or that will be filed, including those set forth in the Registration Statement filed with the SEC in connection with the Business Combination.
2
The foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the IPO Prospectus, Blue’s Quarterly Reports on Form 10-Q and Blue’s Annual Reports on Form 10-K that will be filed by Blue from time to time, the Registration Statement filed by Pubco and Blue, including the Proxy Statement/Prospectus contained therein, and other documents that have been or will be filed by Blue and Pubco from time to time with the SEC. These filings do or will 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. There may be additional risks that neither Blue nor Pubco presently know or that Blue and Pubco currently believe are immaterial that could also cause actual results to differ 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 each of Blue, Blockfusion, and Pubco assume no obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Neither Blue, Blockfusion, nor Pubco gives any assurance that any of Blue, Blockfusion or Pubco will achieve their respective expectations. The inclusion of any statement in this Current Report on Form 8-K does not constitute an admission by Blue, Blockfusion or Pubco or any other person that the events or circumstances described in such statement are material.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Investor Presentation, dated September 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Blue Acquisition Corp. | ||
| By: | /s/ David Bauer | |
| Name: | David Bauer | |
| Title: | Interim Chief Executive Officer | |
Dated: September 25, 2026
4
Exhibit 99.1
INVESTOR PRESENTATION September 2026
DISCLAIMER AND OTHER IMPORTANT INFORMATION This presentation (this “Presentation”) is being furnished solely for the purpose of assisting the parties to whom it is addressed in making their independent evaluation with respect to a proposed business combination (the “Business Combination”) among Blue Acquisition Corp. (the “Blue”), Blockfusion USA, Inc. (“Blockfusion”) and Blockfusion Digital Infrastructure, Inc. (“Pubco” and together with Blue and Blockfusion, the “Parties”). The provision of this Presentation shall not be taken as any form of commitment on the part of Blockfusion, Blue or Pubco to proceed with any negotiations of the Business Combination or any other transaction, and each of Blockfusion, Blue and Pubco reserve the right to discontinue discussions or negotiations regarding any transaction at any time for any reason or no reason. No Representations or Warranties No representations or warranties, express or implied are given in, or in respect of, the accuracy or completeness of the information contained in this Presentation or any other information (whether written or oral) that has been or will be provided to you. In particular, no representation or warranty of Blue, Blockfusion, Pubco or their respective representatives is given as to the achievement or reasonableness of future projections, management targets, estimates, prospects or returns, if any. To the fullest extent permitted by law, neither Blockfusion, Blue, Pubco nor any of their respective subsidiaries, equity holders, affiliates, representatives, partners, directors, officers, employees, advisers or agents shall be responsible or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this Presentation, its contents, its accuracy or sufficiency, its omissions, it errors, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. In addition, this Presentation does not purport to be inclusive or of all of the information necessary to make an evaluation of Blockfusion, Blue, Pubco or the Business Combination. Viewers of this Presentation should each make their own evaluation of Blockfusion, Blue, Pubco and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. Nothing herein should be construed as legal, financial, tax or other advice. You should consult your own advisers concerning any legal, financial, tax or other considerations concerning the opportunity described herein. The general explanations included in this Presentation cannot address, nor is intended to address, your specific investment objectives, financial situations or financial needs. This Presentation contains certain unaudited financial information about Blockfusion and certain metrics and measurements based on such unaudited information, all of which information is subject to change based on the results of the PCAOB audit process being undertaken by Blockfusion in connection with the Business Combination, which is underway as of the date of this Presentation. Forward-Looking Statements This Presentation (and any oral statements regarding the subject matter of this Presentation) contains certain forward-looking statements within the meaning of the U.S. federal securities laws with respect to the Parties and the Business Combination, including expectations, hopes, beliefs, intentions, plans, prospects, financial results or strategies regarding Pubco, Blockfusion, Blue, the Business Combination and statements regarding the anticipated benefits and timing of the completion of the Business Combination, the assets held by Blockfusion and by Blue, High-Performance Computing (“HPC”) and Artificial Intelligence (“AI”) workload data center and AI infrastructure trends, the anticipated business of Pubco, Blockfusion and the markets in which they operate, planned business strategies, including, without limitation, Blockfusion’s plans to transition its business to support HPC/AI customer needs, plans and use of proceeds, objectives of management for future operations of Blockfusion, expected operating costs of Pubco and its subsidiaries, the upside potential and opportunity for investors, Pubco and Blockfusion’s plan for value creation and strategic advantages, market size and growth opportunities, regulatory conditions, competitive position and the interest of other corporations in similar business strategies, technological and market trends, future financial condition and performance and expected financial impacts of the Business Combination, the satisfaction of closing conditions to the Business Combination and the level of redemptions of Blue’s public shareholders, and the Parties’ respective or collective expectations, intentions, strategies, assumptions, or beliefs about future events, results of operations, or performance or that do not solely relate to historical or current facts. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “potential,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions; but the Presentation may include other forward-looking information and data that are not preceded by any of the foregoing words. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. Forward-looking statements are predictions, projections and other statements about future events or conditions 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 Presentation, including, but not limited to: the risk that the Business Combination may not be completed in a timely manner or at all, which may adversely affect the price of Blue’s securities; the risk that the Business Combination may not be completed by Blue’s business combination deadline; the failure by the Parties to satisfy the conditions to the consummation of the Business Combination, including the approval of Blue’s shareholders; the failure of Pubco to obtain or maintain the listing of its securities on the Nasdaq Stock Market or New York Stock Exchange after closing of the Business Combination; costs related to the Business Combination; changes in business, market, financial, political and regulatory conditions; risks relating to Pubco’s or Blockfusion’s anticipated operations and business, including, without limitation, Blockfusion’s plans to transition its business to become a HPC/AI data center (including, without limitation, the costs, timeline and risks associated therewith); risks related to increased competition in the industries in which Pubco and Blockfusion will operate; risks that after consummation of the Business Combination, Pubco and Blockfusion experience difficulties managing its growth, expanding operations, or executing its strategies; the outcome of any potential legal proceedings that may be instituted against Blockfusion, Blue, Pubco, or others following announcement of or after closing of the Business Combination; the dilutive effects on shareholders of the issuances of securities in connection with the proposed Business Combination and associated financing transactions; and those risk factors discussed in documents of Pubco, Blockfusion, or Blue filed, or to be filed, with the Securities and Exchange Commission (“SEC”). INVESTOR PRESENTATION September 2026 2
DISCLAIMER AND OTHER IMPORTANT INFORMATION (cont’d) The foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties described in the “Risk Factors” section of the final prospectus of Blue dated as of June 12, 2025 and filed by Blue with the SEC on June 13, 2025, the registration statement on Form S-4, initially filed with the SEC on December 8, 2025, and as maybe further amended and or supplemented. 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 none of the Parties or any of their representatives assumes any obligation and do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. None of the Parties nor any of their representatives gives any assurance that any of Blue, Blockfusion, or Pubco will achieve its expectations. Use of Projections This Presentation contains financial and operating forecasts. These unaudited financial projections have been prepared by Blockfusion’s management and include projected financial numbers, comparative metrics and analyses which are based on or derived from such forecasts, all of which are forward-looking statements to which the preceding sections of this disclaimer regarding forward-looking information apply and which represent information developed by Blockfusion’s management in September 2026, June 2026 and prior to the execution of the Business Combination Agreement in November 2025. The forecasts also contain certain non-GAAP measures and metrics, as further described under the heading “Blockfusion Statement on Non-GAAP Measures” below. Additionally, aspects of the forecasts incorporate historical information about Blockfusion which is unaudited and has not been reviewed by Blockfusion’s or Blue’s independent auditors. Blockfusion’s or Blue’s independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the unaudited financial projections for the purpose of their inclusion in this Presentation, and accordingly, they do not express an opinion or provide any other form of assurance with respect thereto for the purpose of this Presentation. These unaudited financial projections should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the unaudited financial projections are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could cause actual results to differ materially from those contained in the prospective unaudited financial projections. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of Blockfusion or that actual results will not differ materially from those presented in the unaudited financial projections. Inclusion of the unaudited financial projections in this Presentation should not be regarded as a representation by any person that the results contained in the prospective financial information will be achieved. Industry and Market Data In this Presentation, Blockfusion, Blue and Pubco rely on and refer to certain information and statistics regarding the markets and industries in which Blockfusion competes. Such information and statistics are based on Blockfusion’s management’s estimates and/or obtained from third-party sources, including reports by market research firms and company filings. While Blockfusion believes such third-party information is reliable, there can be no assurance as to the accuracy or completeness of the indicated information. None of Blockfusion, Blue or Pubco has independently verified the accuracy or completeness of the information provided by the third-party sources. Each of Blue, Blockfusion and Pubco expressly disclaims any responsibility or liability for any damages or losses in connection with the use of such information herein. Trademarks This Presentation may contain trademarks, service marks, trade names and copyrights of other companies, which are the property of their respective owners, and Blockfusion’s, Blue’s and Pubco’s use thereof does not imply an affiliation with, or endorsement by, the owners of such trademarks, service marks, trade names and copyrights. Solely for convenience, some of the trademarks, service marks, trade names and copyrights referred to in this Presentation may be listed without the TM, © or ® symbols, but Blockfusion, Blue and Pubco will assert, to the fullest extent under applicable law, the rights of the applicable owners, if any, to these trademarks, service marks, trade names and copyrights. No Offer or Solicitation This Presentation does not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Business Combination or (ii) an offer to sell, a solicitation of an offer to buy or a recommendation to purchase any security of Blockfusion, Blue, Pubco or any of their respective affiliates. No such offering of securities shall be made except by means of a prospectus meeting the requirements of the Securities Act of 1933, as amended, or an exemption therefrom. Investment in any securities described herein has not been approved or disapproved by the SEC or any other regulatory authority nor has any authority passed upon or endorsed the merits of the offering or the accuracy or adequacy of the information contained herein any representation to the contrary is a criminal offense. INVESTOR PRESENTATION September 2026 3
DISCLAIMER AND OTHER IMPORTANT INFORMATION (cont’d) Securities that may be offered in Financing Transactions referenced in this Presentation are being offered and sold in a private placement transaction pursuant to Subscription Agreements with investors who are "qualified institutional buyers" within the meaning of Rule 144A under the Securities Act or "accredited investors" within the meaning of Rule 501(a) of Regulation D under the Securities Act, or non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act. The Shares have not been and will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This Presentation is neither an offer to sell nor a solicitation of an offer to buy any Shares, nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful. Participants in Solicitation Blockfusion, Blue and Pubco and their respective directors, managers and executive officers may be deemed under SEC rules to be participants in the solicitation of proxies of Blue’s shareholders in connection with the Business Combination. Investors and security holders may obtain more detailed information regarding the names and interests of Blue’s directors and officers in the Business Combination in Blue’s filings with the SEC, including Blue’s IPO S-1. To the extent that holdings of Blue’s securities have changed from the amounts reported in Blue’s IPO Form S-1, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies of Blue’s shareholders in connection with the Business Combination will be set forth in the Proxy Statement/Prospectus. Investors, shareholders and other interested persons are urged to read the Proxy Statement/Prospectus and other relevant documents that will be filed with the SEC carefully and in their entirety when they become available because they will contain important information about the Business Combination. Investors, shareholders and other interested persons will be able to obtain free copies of the Proxy Statement/Prospectus and other documents containing important information about Blockfusion, Blue and Pubco through the website maintained by the SEC at www.sec.gov. Company Statement on Non-GAAP Measures This Presentation contains certain financial forecasts, as further described under the heading “Use of Projections” above, prepared by Company management, which include certain non-GAAP measures and metrics, which are briefly described, together with such measures’ closest GAAP measures, as follows: Net Revenue (Non-GAAP): Net Revenue represents projected cash receipts from customer contracts excluding pass-through items such as utilities. These forecasts are prepared on a cash basis, meaning they reflect the timing and magnitude of expected cash inflows rather than accrual-based accounting results. The most directly comparable GAAP measure to Net Revenue is Revenue recognized under ASC 606, which would apply accrual accounting and straight-line recognition for long-term leases with escalators. Under GAAP, revenue is recognized when performance obligations are satisfied, regardless of when cash is collected, and would include adjustments for straight-lining of escalators. EBITDA (Non-GAAP): EBITDA refers to earnings before interest, taxes, depreciation, and amortization. It is calculated by starting with Operating Income and adding back non-cash charges such as depreciation and amortization. The most directly comparable GAAP measure to EBITDA is Operating Income, which includes non-cash items and accrual adjustments. Blockfusion’s management included the foregoing non-GAAP measures, instead of their closest GAAP measures, because Blockfusion’s management believes these cash-based measures provide a more meaningful view of the project’s liquidity and earnings power for evaluating investment decisions. GAAP measures incorporate accruals, straight-lining of escalators, and other adjustments that do not impact actual cash availability. Presenting GAAP measures would require significant assumptions about lease accounting and timing, which are not practicable to measure or predict at this stage of Blockfusion’s development and because Blockfusion’s management anticipated the transition to become an HPC/AI data center. INVESTOR PRESENTATION September 2026 4
TABLE OF CONTENTS 1 1 INVESTMENT HIGHLIGHTS 2 2 TRANSACTION STRUCTURE AND BUSINESS PLAN OVERVIEW 3 3 FINAL REMARKS INVESTOR PRESENTATION INVESTOR PRESENTATION September 2026 5
PROVEN MANAGEMENT TEAM Alex Martini Kant Trivedi Aber Whitcomb CEO, Director, Co-Founder COO, Director, Co-Founder Director Alex is the Co-Founder and Chief Executive Officer of Kant is Blockfusion’s co-founder and has served as the Aber is the Founder and Chief Executive Officer of Salt AI, an Blockfusion USA, Inc., a data center company powered by company’s Chief Operations Officer since its inception artificial intelligence technology company. Whitcomb is a clean energy. He is also the Co-Founder and Chief Executive seasoned technology entrepreneur and engineer with a track 20+ years of experience building and managing world-class Officer of Blockfusion’s wholly owned subsidiary, North East record of building and scaling global digital platforms across customer operations within the Tech., Tele., and Financial Data, LLC, a data center property located in Niagara Falls, social networking, gaming, and blockchain infrastructure. Services sectors New York, with 50 MW of installed and operating capacity. He Prior to founding Salt AI, Aber was the Chief Technology has served in these capacities since the companies’ formation Has held several senior leadership positions with Rogers Officer and Co-Founder of Jam City, Inc. (formerly SGN in July 2019 Communications Inc. (TSX: RCI.B NYSE: RCI), where he Games), a leading multi-platform mobile entertainment authored and implemented the Rogers Enterprise Business From 2017 to 2019, Alex was the Co-Founder and Chief company. At Jam City, he oversaw the company’s technology Unit customer operations strategy and led award-winning Executive Officer of Blockfusion Technologies Inc., a Canadian strategy, AI architecture, and infrastructure, enabling the teams responsible for Fixed land-line, mobile, data center, venture backed by private investors focused on developing global operation of its game portfolio and cross-platform colocation, Cloud, and Internet of Things (IoT) supporting data center assets in Canada development. Under his leadership, Jam City became one of revenue growth to over $1.9 billion the most successful mobile game publishers worldwide. An early participant in the blockchain industry, Alex became Kant holds an MBA from Queen’s University. He has been active in the Bitcoin community in 2011 and later organized Earlier in his career, Aber served as Chief Technology Officer involved with such charitable organizations as the United Way the New York City Bitcoin Meetup. In 2015, he was recognized and Co-Founder of MySpace, where he led all engineering and and sits on the board of several public companies by the United Nations Foundation for his contributions to technical operations during the company’s rapid global innovation and social change expansion. His work helped establish MySpace as one of the most significant social networking platforms of the early Prior to his involvement in blockchain and data infrastructure, Internet era. In recognition of his technical leadership, Alex held executive roles in the advertising technology sector, InfoWorld named Whitcomb one of the Top 25 CTOs of 2009. including serving as Chief Strategy Officer of Art of Digital, and earlier worked in the hospitality and live events industry Aber has co-founded and advised multiple ventures at the in New York City intersection of emerging technology and infrastructure. He served on the board of Core Scientific and a Co-Founder of i/o Ventures, an early-stage startup program emphasizing mentorship and founder development. Aber holds a degree from the University of Washington and was born and raised in Bellingham, Washington. INVESTOR PRESENTATION September 2026 6
1. INVESTMENT HIGHLIGHTS
BLOCKFUSION: POSITIONED FOR EXPECTED SIGNIFICANT VALUE CREATION Prime facility with available capacity and clear expansion pathway • Site with 50MW energized and in operation today. Expansion path to 300MW+ to meet accelerated cloud and AI-driven demand. Extensive 1 proprietary pipeline of vetted sites across the US and Europe. Executed 15-year anchor lease with CoreWeave provides significant long-term contracted revenue • Definitive agreement for 85MW take-or-pay critical IT load, with expansion framework to 300MW, subject to applicable conditions; • Assuming CoreWeave actives expansion to 85MWs, expected revenues from 85 MWs is approximately $2.8 billion over the initial terms of the lease and expansion lease (approximately $5.4 billion if CoreWeave renews all leases for 25 years total) Diversified capital sources for our HPC/AI transition and campus buildout • CoreWeave contributions, potential Trust retention and Financing Transactions that may accompany the Business Combination • Support execution of the business plan and help mitigate near-term financing risk Low-cost, sustainable energy advantage • Access to low-cost energy offering expected operational efficiency, cost savings, and competitiveness. Sustainable energy is highly desirable to attract ESG-focused clients. AI-native infrastructure • Following the HPC/AI Transition, the Niagara Facility is expected to be equipped to handle next-gen workloads from AI and advanced cloud solutions, intending to ensure long-term relevance in a rapidly evolving market. Proven management team • Led by a highly experienced and visionary leadership team with a track record of successfully scaling data center operations and driving growth Power Credibility Scale Note 1: “Vetted sites” refers to locations that the Company has identified and is reviewing at varying stages of due diligence. “Proprietary” refers to the pipeline of prospective sites itself, which represents a proprietary asset assembled through the Company’s internal sourcing process and business relationships. This pipeline is not generally available to the public or competitors and would be difficult to replicate due to the relationship-driven nature of the site identification and cultivation process. INVESTOR PRESENTATION September 2026 8
THE NIAGARA FACILITY REPRESENTS A STRATEGIC DATA CENTER SITE FOR LOW-LATENCY, HIGH- DENSITY WORKLOADS We believe proximity to major urban hubs positions Blockfusion’s Blockfusion background data center as a top-tier option for latency-sensitive operations. Founded in 2019, Blockfusion is a next-generation data center operator strategically located ~90 miles from Toronto and ~23 miles from Buffalo International Airport— at the heart of a cross-border power and fiber corridor Toronto Boston Blockfusion is developing a 300MW data center campus at its Niagara site, with 50MW energized and operational , expected to deliver 100% clean, zero-carbon 3.68ms 0.98ms power for AI, cloud, and high-density compute Key Highlights: Low-cost, stable power: NYISO 1 Zone-A offers one of North America’s most Blockfusion New York City reliable and cost-efficient power markets, offering expected predictable Facility margins for 24/7 AI workloads 3.18ms 100% clean & emission-free: powered by hydro, nuclear, and renewables near the 2GW Robert Moses Hydroelectric Facility . As part of its long-term Note: Map represents the location of the Blockfusion facility and its distance in milliseconds from major urban areas. Millisecond is the standard unit of measure of the distance in networking latency sustainability strategy, Blockfusion is an anchor subscriber to a 5MW 2 community solar project, advancing renewable integration and reducing Building 1 – Phase 1 regional carbon intensity Proven reliability & prime location: Niagara Falls site achieves near 100% uptime, surrounded by major HPC and semiconductor operators ( Tesla, Yahoo, Micron ) within New York’s SMART I-Corridor innovation hub Scalable campus design: owned and zoned property, reviewing adjacent parcels, potentially enabling campus-scale growth and customer clustering 2-STORY DATA HALL Connectivity & resilience: multiple fiber providers servicing the facility, offering expected continuous operations, carrier diversity, and ultra low- latency network performance Blockfusion combines clean energy, proven reliability, and scalable infrastructure, positioning it as a competitive and sustainable AI data center platform Source: Energy Mark and NYISO Power Trends 2025 - June 2, 2025; Note: 1. NYISO denotes the New York Independent System Operator, which oversees the state’s power system and daily operations to distribute electricity supply; Note 2: Preliminary renderings, which are based on management projections, can be subject to change. Preliminary renderings may not reflect actual results. For illustrative purposes only. INVESTOR PRESENTATION September 2026 9
WHILE POWER CAPACITY IS CONSTRAINED IN MAJOR MARKETS, BLOCKFUSION SITE DELIVERS AVAILABLE CLEAN POWER AT COMPETITIVE RATES Power generation capacity exists today… just not in the right places. Transmission grids globally remain capacity challenged. Near net transmission capacity is the key friction point, especially as renewables become a top priority for utility companies. 2 The challenge NYISO Zone A overview Grid transmission shortfall • Blockfusion facility has reached 100% clean power consumption • All-in power cost including curtailment credits under $0.06/kWh NYISO Zones A-E (Upstate NY) energy production by source – 89% zero emissions 2024 Production GWh Nuclear 27,073 Hydro 25,785 Wind 5,821 Solar 64 The Grid, Other Renewables 731 particularly Gas 6,583 Oil 23 transmission lines Dual fuel (Oil/Gas) 570 and substations Total 66,650 represents a bottleneck as data center capacity expands rapidly 1 3 Blockfusion is developing a 300MW data center campus at its Niagara site Source: DigitalBridge Investor Presentation 2024; Data Journey - Transmission Bottlenecks and The Impact on Data Center Growth; NYISO Power Trends 2025 - June 2, 2025 Note: 1. Illustration reflects management assessment. Note: 2. NYISO denotes the New York Independent System Operator, which oversees the state’s power system and daily operations to distribute electricity supply. 3. Subject to securing additional adjacent parcels, completion of planned construction in accordance with offtaker lease and financing. INVESTOR PRESENTATION September 2026 10
EXECUTED ANCHOR LEASE WITH COREWEAVE UNDERPINS INITIAL CAMPUS BUILD-OUT WITH LONG-TERM CONTRACTED CASH FLOWS North East Data, LLC, a wholly owned subsidiary of Blockfusion, has executed a definitive anchor lease agreement with CoreWeave, Inc., a leading AI cloud-computing provider, for data center capacity at the Company's flagship campus in Niagara Falls, New York 1 Lease Terms ~$2.8bn anticipated revenue 15 Years Lease Term across 85MW — initial 15-year 85MW committed take-or- with two 5-year extension options terms² pay critical IT load¹ ~$5.4bn if all renewal options exercised³ Strategic Significance for Blockfusion Executed 15-year lease with CoreWeave validates Blockfusion's power-rich Niagara Falls campus as a top-tier AI infrastructure destination Expansion Agreement provides a pre-agreed framework for CoreWeave to grow to 300MW of critical IT load; CoreWeave holds first right to each new capacity increment Long-term contracted revenue under executed lease providing multi-year revenue visibility Immediate capital contribution, as part of the agreement, CoreWeave has committed $50 million of capital in non- recurring charge and an incremental $30 million of capital to Blockfusion through the purchase of a warrant Note 1: Comprises 35MW under the executed Lease Agreement and 50MW under the Expansion Agreement with CoreWeave, Inc. Expansion capacity is subject to Blockfusion securing incremental power and satisfaction of applicable conditions precedent, including CoreWeave's approval of the power infrastructure plan. CoreWeave holds the first right to each increment of new capacity up to 300MW total critical IT load. Note 2: Figures are unaudited, forward-looking and subject to numerous assumptions. Actual results may differ materially. See Slides 2–4. Note 3: Reflects two 5-year renewal options exercisable by CoreWeave across 85MW of committed capacity, for a potential total term of 25 years per phase. Subject to CoreWeave's election to exercise renewal options and satisfaction of applicable conditions. No assurance can be given that renewal options will be exercised. INVESTOR PRESENTATION September 2026 11
1 BLOCKFUSION MANAGEMENT FORECASTS – Sept 2026* Net Revenues, $M Revenue and EBITDA Forecasts prepared by Blockfusion Management as of 153 September 2026 which incorporate the following key assumptions: *all years are calendar years 128 Forecasts assume, for modeling purposes, that: • The proposed Business Combination (BC) is consummated in November 2026, resulting in ~$200M proceeds to Blockfusion (from a combination of $100M from PIPE financing transactions and trust retention, 50% redemption level assumed), after satisfaction of estimated transaction expenses and repayment of Blockfusion existing debt and other obligations at closing, which amount is expected to be utilized to carry out initial HPC/AI transition steps while BF winds down Tier 1 47 activities/revenues. • Blockfusion delivers 85MW in phases as outlined in the executed long-term lease, subject to lease terms and satisfaction of conditions precedent, subject to - financing. • HPC/AI transition is executed in accordance with, and on timelines set forth in, 2027 2028 2029 2030 BF Development Plans developed with Gensler, JBB, Tomasetti, taking into account tenant requirements, including execution of “core” engineering, EBITDA, $M construction and facility development, with revenue generation starting in 104 February 2028. • Blockfusion has access to sufficient capital to carry out the BF Development 84 Plans, through combination of proceeds, if any, from BC, customer funding, and additional financing (which, for modeling purposes, is assumed to consist of long- term high-yield debt with terms similar to the terms similar to publicly-available terms of like debt arranged through first tier sources) 2 ; including, without limitation, estimated capex of approximately $920M, excluding expansion/acquisition costs (Est. Tier 3 Niagara CapEx Reqts for 2026 - 2029: 21 $89.4M, $319.3M $441.0 and $70.7M, dropping to est. $1.5M annually thereafter) • Revenues under offtake lease agreement commence upon deployment of initial 25 MWs and increase as new, fully scaled facility comes online and expansions are consummated. (19) • Utilities costs are client pass-throughs; operating costs increase 2% annually (management estimate based on professional experience) 2027 2028 2029 2030 Note 1: Forecasts prepared by BF Management are unaudited, forward-looking, are presented solely for illustrative purposes and incorporate numerous additional assumptions, some or all of which may prove inaccurate. The BF HPC/AI Transition may not be successful or may take longer and cost more than currently predicted and if effectuated, may have less favorable results than Forecasts suggest. Readers are urged not to place undue reliance on Forecasts and to review further information regarding assumptions incorporated therein in the S-4 registration statement to be filed in connection with the Transaction. Forecasts prepared using cash-based forecasting methodology and exclude non-cash items such as depreciation and amortization. See Slide 2-4 for further information regarding forward-looking statements and use of non-GAAP measures. Note 2 – Financing source for HY debt to be identified, actual financing terms may be different from assumptions. INVESTOR PRESENTATION September 2026 12
BLOCKFUSION IS PARTNERING UP WITH BEST-IN CLASS STRATEGIC VENDORS FOR THE HPC/AI TRANSITION THAT FOCUS ON HYPERSCALE DATA CENTER DESIGN AND ENGINEERING Engineering status Strategic HPC/AI Transition Partners Designs, preliminary budgets, and construction timelines have been advanced, including redundancy planning at the utility substation level, which is mission- critical to hyperscale clients, and reduces execution risk Preferred OEMs Note: Preliminary renderings, which are based on management projections, can be subject to change. Preliminary renderings may not reflect actual results. For illustrative purposes only. INVESTOR PRESENTATION September 2026 13
THE NIAGARA FACILITY POST HPC/AI TRANSITION IS DESIGNED TO HOST NEXT GENERATION AI WORKLOADS WITH 200kW+ COMPUTE LOADS PER GPU RACK Aerial: Building 1 – Phase 1 Campus Aerial: Building 1 – Phase 1 Level 1 Design Level 2 Design Note: Preliminary renderings, which are based on management projections, can be subject to change. Preliminary renderings may not reflect actual results. For illustrative purposes only. INVESTOR PRESENTATION September 2026 14
BLOCKFUSION IS PURSUING STRATEGIC LAND ACQUISITIONS TO EXPAND CAMPUS FOOTPRINT, EXPAND SCALABLE DEPLOYMENT TO MEET ANCHOR TENANT DEMAND Blockfusion has entered into an exclusivity agreement with a landowner covering parcels adjacent to the current owned site to support the full scope of the Company’s contemplated campus expansion From Building 1 – Phase 1… …Growing to a Campus with Multiple Buildings in an area 2 of 40 acres (existing site and expansion site) DATA CENTER Strategic Value Creation 1 Will support customer’s demand ramp Enables the transformation of the Niagara Opportunity to maximize value of Capacity expands alongside contracted site into a scalable campus platform power & interconnection position deployment Not a single-site development Grid capacity monetized across phases Creates long-term development pipeline Enhances future financing capacity visibility Enables repeatable project-level financing 2 Pathway to >300 MW+ Note: Preliminary renderings, which are based on management projections, can be subject to change. Preliminary renderings may not reflect actual results. For illustrative purposes only. 1. Capacity expansion supported by the executed Lease Agreement and Expansion Agreement with CoreWeave, Inc. (Nasdaq: CRWV), as further described on Slide 12 and elsewhere in this presentation, subject to Slides 2–4. 2. Subject to consummation of Blockfusion expansion plans, subject to financing and definitive offtake agreements. INVESTOR PRESENTATION September 2026 15
BLOCKFUSION ANTICIPATES A SIGNIFICANT TIME-TO-MARKET ADVANTAGE GIVEN ITS POWER AVAILABILITY 1 Power capacity submitted into the interconnection queue for Wait times keep rising; now ~5 years approval and study has increased every year 3,000 Duration Interconnection Interconnection Commercial Analyzed Request (IR) Agreement (IA) Operations 2,500 80 (COD) 70 25-75th percentile 2,000 Median 60 50 1,500 40 1,000 30 Capacity (GW) (Months) 20 500 Duration IR to COD 10 0 0 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Entered queues in year shown Entered queues in earlier year In-Service Year Source: Lawrence Berkeley National Laboratory, April 2024 2 3 Illustrative conversion timeline: traditional greenfield DC vs. Blockfusion HPC/AI Transition opportunity (years) Site acquisition Development Connection Procurement Traditional greenfield DC Construction Design, Site Pre- Construction Construction Potentially at least 5 yrs time advantage 0 1 2 3 4 5 6 7 Note 1: “Interconnection queue” refers to the formal process by which projects request and await approval to connect to the electric grid, including required technical studies and impact assessments; Note 2: “greenfield project” refers to the development of a new data center facility from the ground up on undeveloped land, requiring complete development of all critical systems and infrastructure; Note 3: HPC/AI transition plan as designed in collaboration with Blockfusion’s strategic partners INVESTOR PRESENTATION September 2026 16
2. TRANSACTION STRUCTURE AND BUSINESS PLAN OVERVIEW
(1)(2)(3) TRANSACTION SUMMARY Transaction Highlights Illustrative Pro Forma Valuation Blockfusion is valued at a $450 million pre-money equity value Illustrative Share Price $10.00 Certain existing Blockfusion stockholders may receive up to 15M shares in a post-closing earnout Pro Forma Shares Outstanding 73.0 structure issued ratably at the following share price thresholds: $13.00 per share, $15.00 per share, and $17.00 share Pro Forma Equity Value $729.7 Parties may seek up to $100M of Financing Transaction capital to accelerate Blockfusion’s AI (-) Pro Forma Cash 238.2 transition and support other working capital purposes (2) Existing Blockfusion stockholders will roll 100% of interest into the proforma business Pro Forma Enterprise Value $491.6 Post-Closing Surviving Company will have a dual class voting structure intended to provide decision- making continuity for certain significant Blockfusion stockholders Sources and Uses Illustrative Pro Forma Ownership at Close (50% redemptions BACC trust; excluding Blockfusion earnout) Sources ($M) Uses ($M) Company Security Holder Rollover $450 Company Security Holder Rollover $450 Blue Public (Excluding earnout) 16.5% Blue Cash in Trust (3) 105 Debt Repayment 11 Convertible Note 100 Cash to Balance Sheet 238 Blue Sponsor / Underwriter 10.8% CRWV NRC (4) 50 Estimated Transaction Expenses 16 Blockfusion Rollover Equity CRWV Warrants (5) 10 61.7% Convertible Note Holders 11.0% Total Sources $715 Total Uses $715 Source: Company financials (1) Pubco securities issuable at Closing to Blockfusion security holders will have an aggregate value of $450M, inclusive of options and warrants issuable in respect of Blockfusion rolling options and warrants, excludes the impact of 15.0M earnout shares issued ratably at $13.00 per share, $15.00 per share, and $17.00 share; Assumes 50% redemptions from BACC trust; Includes 12.1M BACC public shares (inclusive of 2.0M shares underlying public rights), 45.0M Blockfusion shares (assuming a $10.00 per share issuance price), 7.1M founder/advisor shares, 8.0M Convertible Note Financing shares assuming $12.50 conversion price; 0.7M Private Placement shares (inclusive of 0.06M shares underlying private rights), and 0.2M underwriter representative shares; Excludes impact of 2.9M CRWV warrants ($7.46 strike) exercisable for cash or cashless. (2) No Financing Transaction capital is committed to date; illustrative terms based on preliminary discussions assuming $100M convertible note financing at $12.50/share. (3) $10.40 trust value per share, as of June 30, 2026; assumes 50% redemptions. Pro forma share calcs based on estimated Exchange Ratio, without taking into account rolling options and warrants; final Exchange Ratio to be determined at closing (4) CRWV NRC payments expected 30 and 60 days post-lease execution, to be used for equipment and other costs in accordance with agreements. (5) $30M contribution in respect of warrants, majority of which has been utilized to pay down BF indebtedness. INVESTOR PRESENTATION September 2026 18
APPENDIX
BLOCKFUSION IS POSITIONED TO TARGET THE FASTEST GROWING SEGMENT OF THE DATA CENTER SECTOR THAT WILL REQUIRE AN INCREMENTAL 120GW+ OF DATA CENTER CAPACITY Target segment 1 “Traditional” trends (core, cloud, other) Artificial intelligence Proliferation of Increasing data Cloud volume Inferencing ML/LLM IT Outsourcing 2 Power required for US Traditional Workloads : 2 Power required for US HPC/AI Workloads : 2024-2035 2024-2035 ~6% ~37% CAGR CAGR Power Infrastructure Power Infrastructure ~53GW ~123GW by 2035 by 2035 Source: Deloitte “Can US infrastructure keep up with the AI economy?” – June 24, 2025 Note 1: Chart is for illustrative purposes only and is not drawn to scale. Note 2. Statistics show how power infrastructure for IT Workloads in the US will evolve by use-case. For example, power infrastructure used for “Traditional” use cases are expected to grow at a CAGR (compounded annual growth rate) of ~6% between 2024 and 2035 to achieve ~50GW by 2035. INVESTOR PRESENTATION September 2026 20
BLOCKFUSION’S HPC/AI TRANSITION PLAN AND KEY ASSUMPTIONS FOR FINANCIAL FORECASTS HPC/AI Transition: operational milestones and timeline Deal closing Lease Agreement Wind-down Tier 1 Operations 25MW 35MW 85MW Site Prep, Design and Engineering 1 Tier 3 – 85MW Development th T0 = September 4 , 2026 2028 Q1 2029 Months Key Assumptions in Deriving the Financial Forecasts Assumed deal closing Rent escalator and cost $10.5mm capex per MW in November 2026 indexation • 3% rent escalator • Reflects the complete white-space • 2% annual cost indexation infrastructure build “up to reflect inflationary to the rack” trends • Inclusive of electrical, mechanical, cooling, and network systems Actual Closing Date may be different. Figures are based on management forecasts and estimates, which are subject to change and may not reflect actual future results; Forecasts reflect terms of lease agreement with CoreWeave. Note 1: Forecasts prepared by Blockfusion management as of September 2026, incorporating numerous assumptions, including as further described on Slide 12. All information subject to the qualifications set forth on Slides 2-4. Actual results may differ. Assumptions include that Blockfusion has access to material amounts of capital, sufficient to satisfy HPC/AI development plan, executes expansion opportunities and completes associated permitting requirement such that the Company completes the HPC/AI transition within management estimates of related costs and timelines, yielding the results management anticipates, as further described on Slide 12. INVESTOR PRESENTATION September 2026 21
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