The following discussion and analysis of the Company's financial condition and results of operations should be read in conjunction with our audited consolidated financial statements and the notes related thereto which are included in "Item 8. Consolidated Financial Statements and Supplementary Data" of this Annual Report on Form 10-K. Certain information contained in the discussion and analysis set forth below includes forward-looking statements. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those set forth under "Special Note Regarding Forward-Looking Statements," "Item 1A. Risk Factors" and elsewhere in this Annual Report on Form 10-K.

Overview

We are a blank check company incorporated in the British Virgin Islands as a business company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. We intend to effectuate our initial business combination using cash from the proceeds of our Initial Public Offering and the private placement of the private placement units, the proceeds of the sale of our securities in connection with our initial business combination.

We expect to continue to incur significant costs in the pursuit of our acquisition plans. We cannot assure you that our plans to complete a business combination will be successful.

Recent Developments

On November 18, 2021, the Company entered into an Agreement and Plan of Merger (the "Original Merger Agreement") dated November 18, 2021 with Blue Safari Mini Corp., an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of the Company ("Merger Sub"), and Bitdeer Technologies Holding Company, an exempted company incorporated with limited liability under the laws of the Cayman Islands ("Bitdeer").

On December 15, 2021, parties to the Original Merger Agreement entered into an Amended and Restated Agreement and Plan of Merger (the "Merger Agreement") with (ii) Bitdeer Technologies Group, an exempted company with limited liability incorporated under the laws of the Cayman Islands ("BTG"), (iii) Blue Safari Merge Limited, a British Virgin Islands business company and a wholly-owned subsidiary of BTG ("Merger Sub 1"), (iv) Blue Safari Merge II Limited, a British Virgin Islands business company and a wholly-owned subsidiary of BTG ("Merger Sub 2"), and (v) Bitdeer Merge Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly-owned subsidiary of BTG ("Merger Sub 3", and together with BTG, Merger Sub 1 and Merger Sub 2, the "Acquisition Entities") to effect a change in structure of the business combination without affecting any underlying economic interests, whereby (a) Merger Sub 1 will merge with and into the Company with the Company being the surviving entity (the "First SPAC Merger") and becoming a wholly owned subsidiary of BTG, (b) immediately following the First SPAC Merger, the Company will merge with and into Merger Sub 2 with Merger Sub 2 being the surviving entity (the "Second SPAC Merger", and together with the First SPAC Merger, the "Initial Mergers"), and (c) following the Initial Mergers, Merger Sub 3 will merge with and into Bitdeer (the "Acquisition Merger" and together with the Initial Mergers, the "Mergers"), with Bitdeer being the surviving entity and becoming a wholly owned subsidiary of BTG. The Merger Agreement and the transactions contemplated therein were unanimously approved by the boards of directors of each of the Company, BTG, Merger Sub 1, Merger Sub 2, Merger Sub 3, Merger Sub and Bitdeer.

The Mergers and other transactions contemplated by the Merger Agreement (the "Business Combination") are expected to be consummated after obtaining the requisite shareholders' approval of the Company, BTG, Merger Sub 1, Merger Sub 2, Merger Sub 3, Merger Sub and Bitdeer and the satisfaction of certain other customary closing conditions. For more information, see the Current Report on Form 8-K dated December 15, 2021.

On May 30, 2022, parties entered into a First Amendment to the Merger Agreement (the "Amendment", and the Merger Agreement as amended by such Amendment, the "Amended Merger Agreement") to extend the termination date upon which either we or Bitdeer may terminate the Amended Merger Agreement, from May 31, 2022 to September 1, 2022.

In addition, pursuant to the First Amendment, Bitdeer will provide the Company interest-free loans with an aggregate principal amount of US$1,993,000 to fund any amount that may be required in order to extend the period of time available for us to consummate



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a business combination in accordance with our organizational documents (the "Combination Period") and for our working capital. Such loans will only become repayable upon the Closing of the Business Combination.

On December 2, 2022, the parties entered into a Second Amendment to Merger Agreement (the "Second Amendment", and the Amended Merger Agreement as amended by such Second Amendment, the "Second Amended Merger Agreement") to extend the termination date upon which either the Company or Bitdeer may terminate the Second Amended Merger Agreement, from September 1, 2022 to the earlier of (i) June 1, 2023 and (ii) the then last day of the Combination Period. In addition, pursuant to the Second Amendment, Bitdeer has agreed to provide the Company an additional interest-free loans with an aggregate principal amount of $2,584,141 to fund any amount that may be required in order to further extend the Combination Period and for the Company's working capital. Such loans will only become repayable upon the Acquisition Closing (as defined in the Second Amended Merger Agreement). As of December 31, 2022, the Company received such interest-free loan from Bitdeer in the aggregate principal amount of $2,545,800.

On June 1, 2022 and September 6, 2022, using the loan amount received to date, the Company deposited into the Company's Trust Account $1,150,000 (representing $0.20 per Class A ordinary share) to extend the Combination Period from June 14, 2022 to December 14, 2022. On December 5, 2022, the Company made a deposit of $257,758 (representing $0.15 per Class A ordinary share) to the Trust Account and extended the Combination Period from December 14, 2022 to March 14, 2023.

Results of Operations

We have neither engaged in any operations nor generated any operating revenues to date. Our only activities from inception through December 31, 2022 were organizational activities and those necessary to prepare for the Initial Public Offering, and, following our initial public offering, searching for a Business Combination target and the negotiation of the Merger Agreement as described above. We do not expect to generate any operating revenues until after the completion of our initial business combination. We expect to generate non-operating income in the form of interest income on marketable securities held after the Initial Public Offering. We expect that we will incur increased expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses in connection with searching for, and completing, a Business Combination.

For the year ended December 31, 2022, we had net loss of $3,917,800, which consists of operating costs and business combination costs of $4,660,233, offset by interest income from investments in our Trust Account of $742,433.

For the period from February 23, 2021 (Inception) through December 31, 2021, we had net loss of $1,239,720, which consists of formation and operating costs of $1,241,824, offset by interest income from investments in our Trust Account of $2,104.

Liquidity and Going Concern

On June 14, 2021, Blue Safari Group Acquisition Corp. (the "Company") consummated the IPO of 5,000,000 units (the "Units"). Each Unit consists of one ordinary share ("Ordinary Share") and one right ("Right") to receive one-tenth of one Class A Ordinary Share upon the consummation of an initial business combination. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $50,000,000. We granted the underwriters a 45-day option to purchase up to 750,000 additional Units to cover over-allotments which the underwriters exercised in full simultaneously with the consummation of the IPO. The total aggregate issuance by us of 5,750,000 units at a price of $10.00 per Unit resulted in a total gross proceeds of $57,500,000.

As of June 14, 2021, a total of $58,075,000 of the net proceeds from the IPO and the Private Placement (as defined below) were deposited in a Trust Account established for the benefit of the Company's public shareholders. Simultaneously with the closing of the IPO, the Company consummated the private placement ("Private Placement") with BSG First Euro Investment Corp., the Company's Sponsor, of 292,500 units (the "Private Units") at a price of $10.00 per Private Unit, generating total proceeds of $2,925,000. The Private Units are identical to the Units sold in the IPO. Additionally, such initial purchasers agreed not to transfer, assign or sell any of the Private Units or underlying securities (except in limited circumstances, as described in the Registration Statement) until 30 days after the completion of the Company's initial business combination. Such initial purchasers were granted certain demand and piggyback registration rights in connection with the purchase of the Private Units. The Private Units were issued pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended, as the transactions did not involve a public offering.

Following the Initial Public Offering and the sale of the Private Units, a total of $58,075,000 was placed in the Trust Account, and the Company had $884,500 of cash held outside of the Trust Account, after payment of costs related to the Initial Public Offering,



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and available for working capital purposes. The Company incurred $4,158,799 in transaction costs, including $1,150,000 of underwriting fees, $2,012,500 of deferred underwriting fees, the fair value of the representative shares of $478,857, and $517,442 of other offering costs.

For the year ended December 31, 2022, there was $1,064,156 of cash used in operating activities. Net loss of $3,917,800 was affected by interest earned on cash and marketable securities held in Trust Account amounting to $742,433 and offset by changes in current assets and liabilities of $3,596,077.

For the period from February 23, 2021 (Inception) to December 31, 2021, there was $398,627 of cash used in operating activities. Net loss of $1,239,720 was affected by formation costs paid by Sponsor of $7,169, changes in current assets and liabilities of $836,028 and offset by interest earned on cash and marketable securities held in Trust Account amounting to $2,104.

As of December 31, 2022, the Company had $487,303 of cash on hand and working capital deficit of $6,602,257.

The Company expect to incur increased expenses since becoming a public company (for legal, financial reporting, accounting and auditing compliance), as well as expenses in connection with the initial business combination.

On June 1, 2022 and September 6, 2022, using the loan amount received to date, the Company deposited into the Company's Trust Account $1,150,000 (representing $0.20 per Class A ordinary share) to extend the Combination Period from June 14, 2022 to December 14, 2022. On December 5, 2022, the Company made a deposit of $257,758 (representing $0.15 per Class A ordinary share) to the Trust Account and extended the date by which the Company has to complete a business combination from December 14, 2022 to March 14, 2023. It is uncertain that the Company will be able consummate a business combination by this date. If a business combination is not consummated within the Combination Period, there will be a mandatory liquidation and subsequent dissolution. In connection with the Company's assessment of going concern considerations in accordance with the authoritative guidance in Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") 2014-15, "Disclosure of Uncertainties About an Entity's Ability to Continue as a Going Concern", management has determined that mandatory liquidation, and subsequent dissolution, should the Company be unable to complete a business combination, raises substantial doubt about the Company's ability to continue as a going concern. If a business combination is not consummated by this date, there will be a mandatory liquidation and subsequent dissolution. No adjustments have been made to the carrying amounts of assets and liabilities should the Company be required to liquidate after March 14, 2023.

Based upon the above analysis, management determined that these conditions raise substantial doubt about the Company's ability to continue as a going concern within one year after the date the consolidated financial statements are issued.

Off-Balance Sheet Financing Arrangements

We have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of December 31, 2022. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements. We have not entered into any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non- financial assets.

Contractual Obligations

We do not have any long-term debt, capital lease obligations, operating lease obligations or long-term liabilities other than an agreement to pay our Sponsor a monthly fee of $10,000 for office space, utilities and secretarial and administrative support. We began incurring these fees on June 14, 2021 and will continue to incur these fees monthly until the earlier of the completion of the business combination or our liquidation.

The underwriters are entitled to a deferred fee of 3.5% of the gross proceeds of the Initial Public Offering, or $2,012,500. The deferred fee will be payable in cash to the underwriters solely in the event that we complete a business combination from the amounts held in the Trust Account, subject to the terms of the underwriting agreement.



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Pursuant to the Second Amendment, Bitdeer will provide certain interest-free loans with an aggregate principal amount of US$2,584,141 to us to fund any amount that may be required in order to extend the period of time available for us to consummate a business combination and for our working capital. Such loans will only become repayable upon the Closing of the Business Combination. As of December 31, 2022, we received $2,545,800 under such loan.

On March 1, 2021, the Company issued the Promissory Note to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $200,000. The Promissory Note is non-interest bearing and payable on the date that the Company consummates the IPO of its securities or the date on which the Company determines not to conduct an IPO, however, the date was extended to August 31, 2022, provided that the Company may in its sole discretion, and upon written notice to the Sponsor, extend such maturity date for an additional six months in the event that the Company has not repaid in full the principal amount and accrued interest by August 31, 2022 pursuant to the amended Promissory Note issued on May 30, 2022. On August 31, 2022, the Company issued an extension notice to the Sponsor, to extend the maturity date of the Promissory Note for an additional six (6) months from August 31, 2022 to February 28, 2023. As of December 31, 2022 and 2021, the Company had borrowed $200,000 under the promissory note.

Critical Accounting Policies

The preparation of consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements, and income and expenses during the periods reported. Actual results could materially differ from those estimates. We have identified the following critical accounting policies:

Class A Common Stock Ordinary Shares Subject to Possible Redemption

We account for our Class A Common Stock Ordinary Shares Subject to Possible Redemption in accordance with the guidance in Accounting Standards Codification ("ASC") Topic 480, "Distinguishing Liabilities from Equity." Class A Common Stock Ordinary Shares Subject to Possible Redemption is classified as a liability instrument and measured at fair value. Conditionally redeemable Class A Common Stock Ordinary Shares (including Class A Common Stock Ordinary Shares that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within our control) is classified as temporary equity. At all other times, Class A Common Stock Ordinary Shares is classified as shareholders' equity. Our Class A Common Stock Ordinary Shares features certain redemption rights that are considered to be outside of our control and subject to occurrence of uncertain future events. Accordingly, all Class A Common Stock Ordinary Shares Subject to Possible Redemption are presented at redemption value as temporary equity, outside of the shareholders' equity section of our balance sheet.

Net Income per Common Share

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification ("ASC") Topic 480 "Distinguishing Liabilities from Equity." Ordinary shares subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company's control) is classified as temporary equity. At all other times, ordinary shares are classified as shareholders' equity. The Company's Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company's control and subject to the occurrence of uncertain future events.

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