Sentinel Energy Services Inc. Announces Cancelation of Stockholder Meeting and Redemption of Public Shares
07 November 2019 - 12:39AM
Sentinel Energy Services Inc. (the “Company”) (Nasdaq: STNL), an
energy-focused special purpose acquisition company, today announced
that its board of directors has determined to cancel its special
meeting of stockholders that was scheduled for November 6, 2019 and
to redeem all of its outstanding shares of Class A common stock
(the “public shares”), effective as of the close of business on
November 7, 2019, because the Company will not consummate an
initial business combination within the time period required by its
certificate of incorporation (the “Charter”).
Pursuant to the Charter, if the Company does not
consummate an initial business combination by November 7, 2019, the
Company will: (i) cease all operations except for the purpose of
winding up, (ii) as promptly as reasonably possible but not more
than ten business days thereafter, redeem the public shares, at a
per share price, payable in cash, equal to the aggregate amount
then on deposit in the trust account, including interest earned on
the funds held in the trust account and not previously released to
the Company to pay its taxes (less up to $100,000 of interest to
pay dissolution expenses), divided by the number of then
outstanding public shares, which redemption will completely
extinguish public stockholders’ rights as stockholders (including
the right to receive further liquidating distributions, if any),
subject to applicable law, and (iii) as promptly as reasonably
possible following such redemption, subject to the approval of the
Company’s remaining stockholders and the board of directors,
dissolve and liquidate, subject in each case to the Company’s
obligations under Delaware law to provide for claims of creditors
and the requirements of other applicable law.
Net of taxes and dissolution expenses, the
per-share redemption price for the public shares is expected to be
approximately $10.29 (the “Redemption Amount”).
The Company anticipates that the public shares
will cease trading as of the open of business on November 8, 2019
in order to allow time for the settlement of trades. As of the
close of business on November 7, 2019, the public shares will be
deemed cancelled and will represent only the right to receive the
Redemption Amount.
The Redemption Amount will be payable to the
holders of the public shares upon presentation of their respective
stock or unit certificates or other delivery of their shares or
units to the Company’s transfer agent, Continental Stock Transfer
& Trust Company. Beneficial owners of public shares held in
“street name,” however, will not need to take any action in order
to receive the Redemption Amount.
There will be no redemption rights or
liquidating distributions with respect to the Company’s warrants.
The Company’s initial stockholders have waived their redemption
rights with respect to the outstanding common stock issued prior to
the Company’s initial public offering.
The Company expects that Nasdaq will file a Form
25 with the United States Securities and Exchange Commission (the
“Commission”) to delist its securities.
About Sentinel Energy Services
Inc.
Sentinel Energy Services Inc. is a blank check
company formed for the purpose of effecting a merger, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses.
Forward-Looking Statements
This press release includes “forward-looking
statements” within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. When used in this press release, the words
“could,” “should,” “will,” “may,” “believe,” “anticipate,”
“intend,” “estimate,” “expect,” “project,” the negative of such
terms and other similar expressions are intended to identify
forward-looking statements, although not all forward-looking
statements contain such identifying words. Such forward-looking
statements are based on current information and expectations,
forecasts and assumptions, and involve a number of judgments, risks
and uncertainties. Accordingly, forward-looking statements should
not be relied upon as representing the Company’s views as of any
subsequent date, and the Company does not undertake any obligation
to update forward-looking statements to reflect events or
circumstances after the date they were made, whether as a result of
new information, future events or otherwise, except as may be
required under applicable securities laws. You should not place
undue reliance on these forward-looking statements. As a result of
a number of known and unknown risks and uncertainties, actual
results or performance may be materially different from those
expressed or implied by these forward-looking statements.
Contact:
Kent Jamison700 Louisiana Street, Suite 2700Houston, Texas
77002(281) 407-0686
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