Key Highlights

● Valuation set: The updated presentation values Blockfusion at $450 million pre-money, with a $729.7 million pro forma Equity value for the combined company.

● CoreWeave anchor lease: Blockfusion's North East Data Subsidiary holds an 85-megawatt, 15-year data-center Lease with CoreWeave projected to generate about $2.8 billion in revenue.

● Niagara Falls facility: The underlying site already has 50 megawatts energized, powered by what the presentation describes as 100% clean hydro, nuclear and renewable energy.

● Targeted closing: Management is targeting a November 2026 closing, with initial 25-megawatt deployment slated for the first quarter of 2028.

Blue Acquisition Corp, the Cayman Islands (NASDAQ:BACC) special purpose acquisition company pursuing a Merger with data-center developer Blockfusion USA, Inc., furnished an updated investor presentation in a Form 8-K on September 25, 2026 that puts fresh numbers on the deal: a $450 million pre-money valuation for Blockfusion and a $729.7 million pro forma equity value for the combined company.

The centerpiece of the pitch is an 85-megawatt, 15-year data-center lease with CoreWeave, Inc. that management projects will generate roughly $2.8 billion in Revenue over its initial term.

The Deal's Numbers

Under the transaction, both Blue and Blockfusion will become subsidiaries of a new public parent, Blockfusion Digital Infrastructure, Inc. The presentation values Blockfusion at $450 million pre-money, with the combined company carrying a pro forma equity value of $729.7 million and a pro forma Enterprise value of $491.6 million, using an illustrative $10.00 per-share price and roughly 73.0 million pro forma shares outstanding. The pro forma Balance Sheet is expected to include approximately $238.2 million in cash, assuming a November 2026 closing and roughly $200 million in transaction proceeds. The Business Combination Agreement was originally signed November 19, 2025 and has since been amended six times, most recently on September 21, 2026.

The CoreWeave Anchor Lease

Blockfusion's subsidiary, North East Data, LLC, has a definitive lease with CoreWeave covering an initial 85 megawatts of committed critical IT load, made up of a 35-megawatt executed lease plus a 50-megawatt expansion agreement, running 15 years with two five-year renewal options. Management's presentation projects approximately $2.8 billion in revenue over that initial 15-year term, rising to roughly $5.4 billion if both renewal Options are exercised across a full 25 years. CoreWeave has also committed $50 million in non-recurring Capital charges and is purchasing a Warrant tied to an additional $30 million capital contribution, while holding a first right to expand total capacity at the site to 300 megawatts.

The underlying Facility sits in Niagara Falls, New York, where 50 megawatts are already energized and operational, powered by what the presentation describes as 100% clean energy from hydro, nuclear and renewable sources at an all-in cost under $0.06 per kilowatt-hour. Management's own unaudited forecasts show net revenue climbing from $47 million in 2027 to $153 million in 2029, with EBITDA moving from a projected $19 million loss in 2027 to $104 million of positive EBITDA by 2029, alongside significant Capital Expenditure needs, an estimated $319 million in 2027 and $441 million in 2028.

Ownership and Earnout Structure

Assuming 50% of Blue's trust redemptions, existing Blockfusion stockholders would hold about 61.7% of the combined company, with Blue's public shareholders, convertible note holders and the sponsor/underwriter splitting the remainder. Existing Blockfusion stockholders are also eligible for up to 15 million additional earnout shares, issued in tranches as the stock price crosses $13.00, $15.00 and $17.00 thresholds.

Caveats and Timeline

The presentation carries extensive disclaimers, noting all financial projections are unaudited and forward-looking, with actual results potentially differing materially. Management targets a November 2026 closing, with initial 25-megawatt deployment slated for the first quarter of 2028 and revenue generation expected to begin around February 2028. The transaction still requires an extraordinary Shareholder meeting and a definitive proxy statement, which shareholders are urged to read before voting.

Milestones on the Path to the Blockfusion Merger Close

The targeted November 2026 closing date is the key near-term milestone, contingent on the still-pending shareholder vote and definitive proxy statement. From there, the phased buildout, 25 megawatts by the first quarter of 2028, 35 more in 2029, and the full 85 megawatts thereafter, will determine whether the $2.8 billion revenue projection over the CoreWeave lease's initial term begins to materialize on schedule.