E.E.W. Eco Energy World PLC signed a definitive business combination agreement to acquire ClimateRock (NasdaqGM:CLRC) from a group of shareholders in a reverse merger for $650 million on October 6, 2022. The Business Combination will require approval of the shareholders of ClimateRock and acceptance by EEW shareholders of an offer by Pubco to exchange their EEW shares for shares of Pubco, subject to the satisfaction of customary closing conditions. The closing of the Business Combination is conditional, among other things, upon $40 million of cash being available, after any ClimateRock shareholder redemptions and payment of transaction expenses, from ClimateRock?s trust account or additional equity or debt financing to be obtained prior to closing.

White & Case LLP is acting as legal counsel to EEW. Alantra, LLC is acting as lead financial advisor to ClimateRock. Ellenoff Grossman & Schole LLP is acting as lead legal counsel to ClimateRock. Simmons & Simmons LLP is acting as UK legal counsel for ClimateRock. Newbridge Advisors Llp acted as fairness opinion provider to ClimateRock. As compensation for Newbridge?s services in connection with the rendering of its opinion to the board, ClimateRock agreed to pay Newbridge a fee of $150,000. $15,000 of the fee was paid upon commencement of the engagement, and the remaining $135,000 was paid upon the delivery of the first written opinion, dated September 27, 2022. An additional $10,000 was agreed to by both parties for the delivery of the second written opinion on June 28th, 2023, in connection with the signing of the Amended and Restated Business Combination Agreement, and is currently due upon the conclusion reached in the opinion. Mark Zimkind of Continental Stock Transfer & Trust Company acted as transfer agent to ClimateRock.

E.E.W. Eco Energy World PLC cancelled the acquisition of ClimateRock (NasdaqGM:CLRC) from group of shareholders on November 29, 2023.