Current Report Filing (8-k)
26 March 2021 - 10:32AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or Section 15(d)
of
the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 25, 2021
Tech
and Energy Transition Corporation
(Exact
name of registrant as specified in its charter)
Delaware
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001-40198
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83-0781939
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(State
or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(I.R.S.
Employer
Identification Number)
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125
W 55th St
New
York, New York
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10019
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(Address
of principal executive offices)
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(Zip
Code)
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(212)
231-1000
Registrant’s
telephone number, including area code
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant
under any of the following provisions:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading Symbol(s)
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Name of each exchange
on which registered
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Units,
each consisting of one share of Class A common stock, $0.0001 par value, and one-third of one redeemable warrant
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TETCU
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The
Nasdaq Stock Market LLC
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Shares of
Class A common stock included as part of the units
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TETC
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The
Nasdaq Stock Market LLC
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Redeemable
warrants included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise
price of $11.50
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TETCWS
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The
Nasdaq Stock Market LLC
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule
12b-2 of the Securities Exchange Act of 1934.
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item
8.01 Other Events.
On
March 19, 2021, Tech and Energy Transition Corporation (the “Company”) consummated its initial public offering
(the “IPO”) of 38,500,000 units (the “Units”). Each Unit consists of one share of Class
A common stock of the Company, par value $0.0001 per share (“Class A Common Stock”), and one-third of one redeemable
warrant of the Company. Each whole warrant entitles the holder thereof to purchase one share of Class A Common Stock for $11.50
per share, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company
of $385,000,000.
Substantially concurrently with the closing of the IPO, the
Company completed the private sale of an aggregate of 7,366,667 warrants (the “Private Placement Warrants”) to the
Company’s sponsor, Tech and Energy Transition Sponsor LLC, at a purchase price of $1.50 per Private Placement Warrant, generating
gross proceeds to the Company of $11,050,000.50.
A
total of $385,000,000 comprised of proceeds from the IPO and the sale of the Private Placement Warrants was placed in a U.S.-based
trust account at J.P. Morgan Chase Bank, N.A., maintained by Continental Stock Transfer & Trust Company, acting as trustee.
An audited balance sheet as of March 19, 2021 reflecting receipt of the proceeds upon consummation of the IPO and the sale of
the Private Placement Warrants has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits. The following exhibits are filed with this Form 8-K:
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
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Tech
and Energy Transition Corporation
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Date:
March 25, 2021
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By:
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/s/
John Spirtos
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Name:
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John
Spirtos
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Title:
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Chief
Executive Officer and President
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2
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