Season 1, Episode 4: THE ONE WHERE RAPHAEL ZAGURY, A CLOSE TETHER ASSOCIATE, IS INSTALLED AS AN “INDEPENDENT” DIRECTOR AT TETHER’S SPAC, XXI/$CEP I see that our former employee Raphael Zagury @alphaazeta has been named an “independent director” at Cantor Fitzgerald’s (@cantorfitzgerld @howardlutnick) Tether-funded Bitcoin SPAC, Twenty One Capital (NASDAQ: $CEP). [1] How can Zagury be “independent” when he leads Elektron Energy (per his LinkedIn) and Proton Management, two companies with close ties to @tether_to? In July 2024, while Zagury was still Swan’s CIO and Head of Mining, Zagury sent a detailed business plan to Giancarlo Devasini, Zachary Lyons (Tether’s Deputy CIO, and another director at XXI/$CEP), @PaoloArdoino, San Naidoo (then a Swan Investment Director), and Michael Alexander “Alex” Holmes @trojan81 (then Swan’s Head of Mining BD) outlining how they would use Elektron to gut the Swan/Tether mining joint venture 2040. Zagury’ proposed plan shows Tether becoming a majority shareholder of Elektron. Not sure how a director of XXI/$CEP can be “independent” if he’s the CEO of a company deeply enmeshed with Tether. Meanwhile, Tether-controlled Northern Data just signed a $200M agreement to sell its mining arm to an unnamed buyer, likely Elektron Energy LP. Not sure who controls this Elektron entity (there are several recently formed “Elektron”-named related entities; check them out in the BVI, Delaware, and Wyoming), but if Tether has any stake in it, then it’s on every side of the Rumble-Northern Data-Elektron Energy deal, with Zagury right in the middle of it all. More detail here: Perhaps these questions are best answered by Twenty One’s law firm, @SkaddenArps, which also reps Tether. It would be interesting to know how the law firm that produced information showing Zagury’s ties to Tether also deemed him “independent.” For more on director independence, here’s Skadden themselves on the subject: Perhaps the most obvious question is how Zagury can serve as a director at all after his own notes from when he was Swan’s CIO show he stated that the “rain and hellfire need to start” and that the “team resignation and move with Tether needs to be on tandem,” adding “Confidentiality and IP- we would be exposed” and that they needed “Legal cover from Tether.” [2] Does CEP/$XXI really want a board member who schemed to start “rain and hellfire” against the company he served? Or is it not really Twenty One’s management making the decisions, but Devasini, who unilaterally controls Tether, and through Tether, CEP/$XXI? LOTS more to come. Hope you’re ready for the next episode… [1] The Twenty One Capital XXI/$CEP SPAC filing [2] @Protos coverage: ”Swan Bitcoin lawsuit targets former executives, implicates Tether”