ClimateRock Files F-4 on GreenRock Merger

ClimateRock filed a registration statement with the SEC on its proposed acquisition of GreenRock, an independent energy producer, focusing on integrating renewable power solutions with battery energy management and green hydrogen production. GreenRock is a subsidiary of the SPAC’s sponsor.

London-based GreenRock agreed that it will not have any right, title, interest or claim of any kind in or to any monies in ClimateRock’s trust account held for its public shareholders, and has agreed not to, and waived any right to, make any claim against the trust account.

Transaction consideration to be paid to the shareholders of GreenRock will be up to $446 million, of which $166 million is contingent upon the satisfaction of certain performance-linked targets for 2024. Closing conditions include ClimateRock having at least $15 million in available cash.

ClimateRock raised $79 million in a May 2022 IPO. The SPAC last month announced it terminated a deal with E.E.W. Eco Energy World, an independent global developer of utility scale solar photovoltaic projects. 

A.G.P./Alliance Global Partners is serving as financial advisor to GreenRock. Ellenoff Grossman & Schole is acting as legal counsel to GreenRock.

Maxim Group is financial advisor to ClimateRock. ArentFox Schiff is acting as legal counsel to ClimateRock.

Ogier (Cayman) is acting as Cayman Islands legal counsel in respect of certain Cayman Islands matters relating to the business combination. Read more.

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