ClimateRock (NASDAQ:CLRC) Enters into Amendment to Agreement and Plan of Merger with GreenRock Corp. : UnitsEachConsistingOfOneClassOrdinaryShareOnehalfOfOneRedeemableWarrantAndOneRightMember.

ClimateRock, a Cayman Islands exempted company, recently announced an update to its ongoing merger proceedings through a filing submitted to the U.S. Securities and Exchange Commission. The company, in collaboration with GreenRock Corp, entered into an Amendment to Agreement and Plan of Merger on November 6, 2024, according to a Current Report on Form 8-K filed on the same day.

The Amendment to Agreement and Plan of Merger amends the previously established Merger Agreement between ClimateRock, GreenRock, Holdings, SPAC Merger Sub, and Company Merger Sub.

Key modifications outlined in the Amendment include the removal of the $15,000,000 minimum cash closing condition, an extension of the outside date under the Merger Agreement from March 31, 2024 to May 2, 2025, a reduction in the escrow share portion of the consideration, and a revision of escrow share release provisions. Additionally, a covenant was added for GreenRock to finalize the acquisition of certain operating subsidiaries before the completion of the Business Combination.

Further details regarding specifics of the Amendment can be found in Exhibit 2.1 of the Form 8-K filing, and interested parties are encouraged to refer directly to the document for a comprehensive understanding of the alterations made to the initial agreement.

In light of these changes, ClimateRock indicated that the completion of the Business Combination is subject to various conditions and potential risks. The company emphasized the importance of reading the registration statement/proxy statement on Form F-4, as well as all related documents filed with the SEC, for a complete understanding of the implications and potential outcomes associated with the merger.

Moreover, participants involved in the Business Combination, including directors and officers from ClimateRock, Holdings, and GreenRock, may be deemed participants in the solicitation of proxies from ClimateRock shareholders.

ClimateRock advises investors and shareholders to stay informed about the Business Combination and any updates through relevant filings with the SEC and materials provided by the involved companies. It is essential to carefully consider the risks and uncertainties associated with forward-looking statements related to the merger.

Lastly, the Form 8-K filing explicitly states that it does not constitute a solicitation or offer regarding securities or the business combination itself, and no securities will be offered or sold unlawfully.

Investors and enthusiasts can access additional information regarding the Business Combination through official channels and filings as required by regulatory standards.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read ClimateRock’s 8K filing here.

ClimateRock Company Profile

ClimateRock focuses on effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. It intends to pursue an initial business combination within climate change, environment, renewable energy and emerging, and clean technologies.