Dune Acquisition in an amended proxy filing called a Nov. 29 meeting for shareholders to vote on the proposed merger with Global Hydrogen, a supplier of industrial gas. There is no minimum cash condition to close.
Dune disclosed in the proxy that in late September its sponsor entered into an exchange agreement under which the sponsor exchanged 4,312,500 shares of Class B stock on a one-for-one basis with the same number of Class A shares.
The exchanged shares are subject to the same restrictions as Dune B stock, including certain transfer restrictions, the waiver of redemption rights and the obligation to vote the shares in favor of Dune’s business combination.
Following the completion of the stock exchange there were 5,494,554 shares of Class A stock outstanding and no shares of Class B stock. As a result, the sponsor holds approximately 78.5% of the outstanding shares of Dune Class A stock.
Dune in August lowered the consideration to be paid to Global Hydrogen from $57.5 million to $48 million. The deal was announced in May at a pro forma combined enterprise value of $112 million.
Dune raised nearly $173 million in a December 2020 IPO. An extension vote in June 2022 wiped out 93% of the SPAC’s trust. Read more.
