EX-99.10 4 tm2135137d50_ex99-10.htm EXHIBIT 99.10

Exhibit 99.10

 

Bitdeer Technologies Group

08 Kallang Avenue

Aperia tower 1, #09-03/04

Singapore 339509

 

March 17, 2023

 

Re: Bitdeer Technologies Group — Registration Statement on Form F-4

Representation under Item 8.A.4 of Form 20-F (“Item 8.A.4”)

 

Bitdeer Technologies Group, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), a foreign private issuer, is making this representation in connection with the Company’s filing on the date hereof of its registration statement on Form F-4 (the “Registration Statement”) relating to a proposed initial public offering in the United States of the Company’s ordinary shares in connection with a business combination among the Company, Blue Safari Group Acquisition Corp., an exempted company limited by shares incorporated under the laws of the British Virgin Islands (“BSGA”), Bitdeer Technologies Holding Company, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Bitdeer”), and other parties, upon the consummation of which Bitdeer would become a wholly-owned subsidiary of the Company, pursuant to the amended and restated agreement and plan of merger dated December 15, 2021 (as amended and/or restated from time to time), by and among the Company, BSGA and Bitdeer, among others.

 

The Company has included in the Registration Statement audited consolidated financial statements for Bitdeer as of December 31, 2021.

 

Item 8.A.4 of Form 20-F states that in the case of a company’s initial public offering, the registration statement on Form F-4 must contain audited financial statements of a date not older than 12 months from the date of the offering unless a representation is made pursuant to Instruction 2 to Item 8.A.4. The Company is making this representation pursuant to Instruction 2 to Item 8.A.4, which provides that a company may instead comply with the 15-month requirement “if the company is able to represent that it is not required to comply with the 12-month requirement in any other jurisdiction outside the United States and that complying with the 12-month requirement is impracticable or involves undue hardship.”

 

The Company hereby represents that:

 

1. The Company and Bitdeer are not currently public reporting companies in any jurisdiction and are not required by any jurisdiction outside the United States to have audited financial statements as of a date not older than 12 months from the date of filing the Registration Statement.

 

2. Compliance with the requirement in Item 8.A.4 of Form 20-F at present is impracticable and involves undue hardship for the Company and Bitdeer.

 

3. At the time the Registration Statement is declared effective, the Company’s Registration Statement will have audited financial statements of Bitdeer not older than fifteen months.

 

The Company is filing this representation as an exhibit to the Registration Statement on Form F-4 pursuant to Instruction 2 to Item 8.A.4.

 

[Signature Page Follows]

 

 

 

 

IN WITNESS WHEREOF, the undersigned has duly executed and delivered this representation as of the date first above written.

 

  BITDEER TECHNOLOGIES GROUP
   
  By: /s/ Jihan Wu
    Name: Jihan Wu
    Title: Chairman of the Board

 

[Signature Page to Item 8.A.4 Representation]