AMCI Acquisition Corp. II

PROPOSED BUSINESS COMBINATION: LanzaTech NZ, Inc.

ENTERPRISE VALUE: $1.734 billion

ANTICIPATED SYMBOL: LNZA

AMCI Acquisition Corp. II proposes to combine with LanzaTech NZ, Inc., a Carbon Capture and Transformation (“CCT”) company combining synthetic biology and engineering to transform waste carbon into materials and high-value products.

SUBSEQUENT EVENT – 2/7/23 – LINK

• The Company entered into an amendment to an existing subscription agreement with certain accredited investors, pursuant to which, among other things, the Company agreed to issue and sell, in a private placement to close immediately prior to the closing of the Merger, an aggregate of 500,000 shares of Class A common stock at a purchase price of $10.00 per share

SUBSEQUENT EVENT – 2/6/23 – LINK

Forward Purchase Agreement

• AMCI, LanzaTech and ACM ARRT H LLC entered into an agreement for an over-the-counter Equity Prepaid Forward Transaction.
  • The Seller may, but is not obligated to, purchase through a broker in the open market up to 10,000,000 Class A common shares, of AMCI before the closing of the Business Combination from holders of AMCI Shares (other than AMCI), including from holders who have previously elected to redeem their AMCI Shares
  • The Number of Shares is subject to reduction following termination of the Forward Purchase Agreement with respect to the Recycled Shares as described under “Optional Early Termination” in the Forward Purchase Agreement.
  • Unless in connection with an optional early termination, the Seller has agreed to hold the Recycled Shares in a bankruptcy remote special purpose vehicle for the benefit of the Counterparty.
  • The Seller also may not beneficially own greater than 9.9% of the AMCI Shares on a post-combination basis.
• The Forward Purchase Agreement provides that no later than the earlier of
  • (a) one business day after the Closing and
  • (b) the date any assets from AMCI’s trust account are disbursed in connection with the Business Combination, the Seller will be paid directly, out of the funds held in AMCI’s trust account, an amount equal to
    • (x) the product of
      • (i) the redemption price per share payable to investors who elected to redeem in connection with the Business Combination and
      • (ii) the Number of Shares specified at the outset of the Forward Purchase Transaction less
    • (y) an amount determined by the Counterparty of up to $2,500,000, which will be retained in the Counterparty’s trust account.
  • As of February 3, 2023, $152,360,374 of investments and cash were held in the trust account.
• The Prepayment Shortfall will increase by $7,500,000 if the Counterparty fails to repay to the Seller the Prepayment Shortfall in full within 30 days from the Closing.
  • For 30 days following the Closing, the Seller will not sell any Recycled Shares at a price below $10.00 per share.
  • The Counterparty has agreed that it will not issue any shares, or securities or debt that is convertible, exercisable or exchangeable into shares until the gross proceeds indicated in the shortfall sales notices equal the Prepayment Shortfall, except under certain circumstances as further described in the Forward Purchase Agreement.
  • The Seller in its sole discretion may request warrants of the Counterparty exercisable for shares in an amount equal to
    • (i) 10,000,000 shares less
    • (ii) 
      • (a) the number of Recycled Shares at the outset of the Forward Purchase Transaction plus
      • (b) the number of shares indicated on the shortfall sale notice by the Seller that reduces the Prepayment Shortfall (the “Shortfall Warrants”).
  • The Shortfall Warrants will have an exercise price equal to the Reset Price.
• The maturity date will be the third anniversary of the Closing (the “Maturity Date”).
  • Upon the occurrence of the Maturity Date, the Counterparty is obligated to pay to Seller an amount equal to the product of
    • (1) 
      • (a) the lesser of the Maximum Number of Shares and 7,500,000 less
      • (b) the number of Terminated Shares multiplied by
    • (2) $2.00, or $3.25 if the Counterparty fails to repay to the Seller the Prepayment Shortfall in full within 30 days of the closing of the Business Combination (the “Maturity Consideration”).
  • At the Maturity Date, the Counterparty will be entitled to deliver the Maturity Consideration to the Seller in cash or shares calculated based on the average daily VWAP Price over 30 trading days ending on the later of the Maturity Date and the date on which such shares are registered.
  • The Maturity Date may be accelerated by Seller, at its discretion, if, among other termination events, following the Closing, the VWAP Price is below:
    • (i) if the Counterparty has not repaid the Prepayment Shortfall in full, then
      • (a) $3.00 per Share for any 20 trading days during a 30 consecutive trading day-period that ends during the first 90 days after the date of the Forward Purchase Agreement, and
      • (b) $6.00 per Share thereafter, and (b) if the Counterparty has repaid the Prepayment Shortfall in full, then
        • (1) $2.00 per Share for any 50 trading days during a 60 consecutive trading day-period that ends during the first 90 days after the date of the Forward Purchase Agreement, and
        • (2) $3.00 per share thereafter.
    • In addition to the Prepayment Amount and the Maturity Consideration, on the Maturity Date, the Counterparty has agreed to pay to the Seller an amount equal to the product of
      • (x) 500,000 and
      • (y) the Redemption Price
• The Forward Purchase Agreement may be terminated by any of the parties thereto if any of the following events occur:
  • (a) failure to consummate the Business Combination on or before the Termination Date, as such Termination Date may be amended or extended from time to time,
  • (b) termination of the Merger Agreement prior to the Closing,
  • (c) the initial Pricing Date Notice provides for less than 4,000,000 AMCI Shares, or
  • (d) the resale registration statement is not declared effective within 105 days of the registration request (each of such events, an “Additional Termination Event”).

SUBSEQUENT EVENT – 2/3/23 – LINK

• The company announced today that it has postponed the Company’s Special Meeting of Stockholders to be held on February 3, 2023 to February 6, 2023.

SUBSEQUENT EVENT 2/1/23 – LINK

• The company announced that it adjourned the special meeting of stockholders from February 1, 2023 to February 3, 2023.

SUBSEQUENT EVENT – 12/12/22 – LINK

• The Merger Agreement Amendment amends the Merger Agreement to provide for, among other things
  • (i) the inclusion of the aggregate net proceeds from each of the AM SAFE and Brookfield SAFE in the Acquiror Closing Cash Amount,
  • (ii) the reduction of the Minimum Acquiror Closing Cash Amount from $250,000,000 to $230,000,000,
  • (iii) to the extent that the Brookfield SAFE remains unexercised at the closing of the Business Combination (the “Closing”), it will be assumed by AMCI, remain in effect on the same terms and conditions as are in effect prior to the Closing and thereafter entitle the holder thereof to be issued shares of common stock in AMCI after the Closing,
  • (iv) in the event that it becomes reasonably apparent to the parties that the Acquiror Closing Cash Amount will be less than the Minimum Acquiror Closing Cash Amount, AMCI will use commercially reasonable efforts to enter into non-redemption agreements, or similar agreements, as may be necessary such that the Acquiror Closing Cash Amount will not be less than the Minimum Acquiror Closing Cash Amount,
  • (v) the extension of the outside date applicable to the Closing from December 7, 2022 to February 28, 2023 and
  • (vi) the elimination of LanzaTech’s right to terminate the Merger Agreement if AMCI fails to enter into additional subscription agreements or non-redemption agreements prior to July 7, 2022 such that the amount equal to
    • (a) the PIPE Investment Amount plus (b) the amount equal to
      • (I) the aggregate number of shares of AMCI’s class A common stock subject to non-redemption agreements multiplied by
      • (II) $10.00 plus 
        • (c) the net proceeds from the AM SAFE to LanzaTech minus 
        • (d) the Company Transaction Expenses minus 
        • (e) the Acquiror Transaction Expenses minus 
        • (f) any other amount with respect to which AMCI has liability for payment at the Closing is less than the Minimum Acquiror Closing Cash Amount.

SUBSEQUENT EVENT – 10/24/22 – LINK

• On October 18, 2022, AMCI entered into subscription agreements with certain accredited investors, pursuant to which, AMCI agreed to issue and sell an aggregate of 5,500,000 shares of Class A common stock at a purchase price of $10.00 per share to the PIPE Investors.
• The Additional PIPE Investment represents the parties’ efforts to raise additional capital in order to satisfy the Minimum Closing Cash Condition.
• The Additional PIPE Investment is in addition to the 12,500,000 shares of AMCI Class A Common Stock that AMCI agreed to sell, in a private placement to close immediately prior to the closing of the Merger, to certain other accredited investors and qualified institutional buyers
• To date, investors have agreed to purchase shares of AMCI Class A Common Stock for an aggregate purchase price of $180,000,000 in the PIPE Investment.

SUBSEQUENT EVENT – 10/3/22 – LINK

• LanzaTech agreed to present Brookfield with projects that over the term of the agreement require equity funding of at least $500,000,000 in the aggregate.
  • With respect to projects acquired by Brookfield, LanzaTech is entitled to a percentage of free cash flow generated by such projects determined in accordance with a hurdle-based return waterfall. Brookfield has no obligation under the Brookfield Framework Agreement to invest in any of the projects.
  • LanzaTech agreed to recommend Brookfield to customers that, in LanzaTech’s reasonable judgment, are likely to need third-party funding to develop, construct and own projects subject to the Brookfield Framework Agreement.
• LanzaTech agreed to issue to Brookfield the right to certain shares of LanzaTech capital stock, in exchange for the payment of $50,000,000
  • Following the first of either
    • (a) a transaction with the principal purpose of raising capital, pursuant to which LanzaTech issues and sells preferred stock at a fixed valuation, or
    • (b) the completion of an initial public offering, a direct listing, or a de-SPAC transaction, Brookfield may, at any time at its option, convert all or a portion of the Initial Purchase Amount less any amount that has already been converted or repaid into shares of LanzaTech capital stock or, in the case of a de-SPAC (including the Business Combination), shares of common stock of the surviving public company in such de-SPAC transaction.
  • Upon the first Equity Financing or Liquidity Event, the Non-Repayable Amount would convert automatically into shares of LanzaTech capital stock or, in the case of a de-SPAC (including the Business Combination), shares of common stock of the surviving public company in such de-SPAC transaction, and thereafter, the Non-Repayable Amount will convert automatically on an as accrued basis.
  • The number of shares into which the Purchase Amount and the Non-Repayable Amount are convertible will be a function of a conversion price determined with reference to the price per share in the relevant Equity Financing or Liquidity Event.
  • The Purchase Amount will be convertible, and the Non-Repayable Amount would convert, into that number of shares of common stock of the surviving public company determined by dividing such amount by the price per share paid by the investors in the concurrent private placement ($10.00).
• On the fifth anniversary of the Brookfield SAFE, LanzaTech will repay in cash any remaining unconverted portion of the Initial Purchase Amount, plus interest in the high single digits, compounded annually.
  • For each $50,000,000 of aggregate equity funding required for qualifying projects acquired by Brookfield in accordance with the Brookfield Framework Agreement, the Remaining Amount would be reduced by $5,000,000.
  • Equity funding for any one or more projects in excess of $50,000,000 in the aggregate will be counted towards the next $50,000,000 of equity funding required for qualifying projects.
  • Brookfield has the option to extend the repayment date to the tenth anniversary of the date of the Brookfield SAFE if no Equity Financing, Liquidity Event or change of control occurs prior to the fifth anniversary of the Brookfield SAFE.
• LanzaTech may be required to repay the Brookfield SAFE prior to the fifth anniversary if upon a conversion event, the requisite stockholder approvals for the issuance of equity into which the Brookfield SAFE converts are not obtained or if LanzaTech takes certain actions that would cause it to be unable to satisfy its obligations under the Brookfield SAFE, including failure to provide for certain rights to Brookfield in an Equity Financing or taking any action that would reasonably be expected to cause the fair market value of LanzaTech to fall below $200,000,000.
  • LanzaTech, Inc. provided a guarantee for LanzaTech to repay its obligations under the Brookfield SAFE, including any expenses incurred by Brookfield in enforcing or exercising its rights under such guarantee.

TRANSACTION

• The proposed business combination values LanzaTech at an implied $1.734 billion pro forma enterprise value.
• The combined company is expected to receive gross proceeds of approximately $275 million, comprised of AMCI’s $150 million of cash held in trust (assuming no redemptions by AMCI’s public stockholders) and a committed common equity PIPE of approximately $125 million, at $10.00 per share, by investors including AMCI, ArcelorMittal, BASF, K1W1, Khosla Ventures, Mitsui & Co., LTD., New Zealand Superannuation Fund, Oxy Low Carbon Ventures LLC, Primetals Technologies, SHV Energy and Trafigura.
• Proceeds from the transaction are expected to fund acceleration in LanzaTech’s commercial operations, capital requirements associated with development projects in which LanzaTech has chosen to participate with partners, and continued technological innovation.

PIPE

• The Company entered into an amendment to an existing subscription agreement with certain accredited investors, pursuant to which, among other things, the Company agreed to issue and sell, in a private placement to close immediately prior to the closing of the Merger, an aggregate of 500,000 shares of Class A common stock at a purchase price of $10.00 per share
• Subsequent Event – On October 18, 2022, AMCI entered into subscription agreements with certain accredited investors, pursuant to which, AMCI agreed to issue and sell an aggregate of 5,500,000 shares of Class A common stock at a purchase price of $10.00 per share to the PIPE Investors.
• The Additional PIPE Investment represents the parties’ efforts to raise additional capital in order to satisfy the Minimum Closing Cash Condition.
• The Additional PIPE Investment is in addition to the 12,500,000 shares of AMCI Class A Common Stock that AMCI agreed to sell, in a private placement to close immediately prior to the closing of the Merger, to certain other accredited investors and qualified institutional buyers
• To date, investors have agreed to purchase shares of AMCI Class A Common Stock for an aggregate purchase price of $180,000,000 in the PIPE Investment.
• Fully committed common equity PIPE of approximately $125 million, at $10.00 per share, by investors including:
  • AMCI, ArcelorMittal, BASF, K1W1, Khosla Ventures, Mitsui & Co., LTD., New Zealand Superannuation Fund, Oxy Low Carbon Ventures LLC, Primetals Technologies, SHV Energy and Trafigura.
• The PIPE Investment includes 3,000,000 shares of AMCI Class A common stock to be issued to a certain PIPE Investor that has a SAFE Note with LanzaTech, pursuant to a Subscription Agreement to be entered into prior to Closing.

SPONSOR SUPPORT AGREEMENT

• The AMCI Insiders agreed to forfeit, on a pro rata basis, a number of shares of AMCI Class B common stock equal to 1,250,000 shares of AMCI Class B common stock (which is one-third of the total number of shares of AMCI Class B common stock outstanding) multiplied by a percentage equal to the percentage by which the level of redemptions of holders of AMCI Class A common stock, if any, exceeds 50% of the total issued and outstanding shares AMCI Class A common stock multiplied by two.

LOCK-UP

• The restrictions on transfer for directors and officers of New LanzaTech will end on the earlier of:
  • (i) the date that is one year following the closing of the Merger,
  • (ii) such date upon which the closing price per share of New LanzaTech Common Stock equals or exceeds $12.00 per share for any 20 trading days within any 30-day trading period commencing at least 150 days after the closing of the Merger and
  • (iii) the date on which New LanzaTech completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction after the Merger that results in all of New LanzaTech’s stockholders having the right to exchange their shares of New LanzaTech Common Stock for cash, securities or other property. The restrictions on transfer for LanzaTech employees that are not LanzaTech directors or officers will end on the date that is six months following the closing of the Merger.
• The restrictions on transfer for the Sponsor holding Class B Common Stock will end on the earlier of:
  • (a) the date that is one year following the closing of the Merger,
  • (b) such date upon which the closing price per share of New LanzaTech Common Stock equals or exceeds $12.00 per share for any 20 trading days within any 30-day trading period commencing at least 150 days after the closing of the Merger and
  • (c) the date on which New LanzaTech completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction after the Merger that results in all of New LanzaTech’s stockholders having the right to exchange their shares of New LanzaTech Common Stock for cash, securities or other property, and
• With respect to the holders of LanzaTech Shares, on the date that is six months following the closing of the Merger.

NOTABLE CONDITIONS TO CLOSING

• AMCI having at least $250,000,000 of cash at the closing of the Merger, consisting of cash held in AMCI’s trust account after taking into account any redemption of AMCI’s public shares, and the proceeds from the Subscription Agreements, net of transaction expenses of AMCI and LanzaTech.
• Subsequent Event – the reduction of the Minimum Acquiror Closing Cash Amount from $250,000,000 to $230,000,000,

NOTABLE CONDITIONS TO TERMINATION

• By either AMCI or LanzaTech if the closing of the Merger has not occurred on or before December 7, 2022
  • Subsequent Event – the extension of the outside date applicable to the Closing from December 7, 2022 to February 28, 2023
• By LanzaTech if on or prior to July 7, 2022, AMCI has not secured Subscription Agreements or agreements from AMCI’s stockholders not to redeem their public shares, representing an aggregate amount of at least $250,000,000, net of transaction expenses of AMCI and LanzaTech

ADVISORS

• Evercore Group L.L.C. is serving as exclusive financial advisor to AMCI.
• Barclays Capital Inc. is serving as exclusive financial advisor and capital markets advisor to LanzaTech.
• Goldman Sachs & Co. LLC, Barclays Capital Inc. and Evercore Group L.L.C. are serving as placement agents for the PIPE transaction for AMCI.
• Evercore Group L.L.C. and Goldman Sachs & Co. LLC are serving as capital markets advisors to AMCI.
• White & Case LLP is serving as legal advisor to AMCI.
• Covington & Burling LLP is serving as legal advisor to LanzaTech.
• Ropes & Gray LLP is serving as legal advisor to the placement agents.

MANAGEMENT & BOARD

Executive Officers

Nimesh Patel, 44
Chief Executive Officer

Mr. Patel is a Managing Director, Co-head of Investments and a member of the Investment Committee for AMCI Group LLC, the holding company for the AMCI group of companies. Mr. Patel has served as a key member of AMCI’s senior management team since January 2008 and has helped lead the investment business for AMCI. Since Mr. Patel joined the Investment Committee at AMCI, AMCI has invested $1.4 billion of its capital and approximately $0.5 billion of co-investor capital (from First Reserve Corporation, Riverstone Holdings LLC and Soros Fund Management) in 20 privately negotiated transactions in the global industrial, transportation and natural resources sectors. Furthermore, Mr. Patel has led the completion of multiple joint ventures with major global industrial corporations such as ITOCHU Corporation and POSCO, as well as debt and equity offerings. Mr. Patel was an officer of AMCI Acquisition Corp., a SPAC that successfully completed a business combination with Advent Technologies, Inc. in February 2021. Mr. Patel has served on the Boards of Directors or represented AMCI’s equity interests in 8 companies during his time at AMCI and has served on the Board of Directors for Conuma Resources Ltd since April 2017. Prior to joining AMCI, Mr. Patel was with Great Hill Partners where he focused on private equity investments in technology-enabled services companies. Previously Mr. Patel was with ChrysCapital, where he focused on private equity investments in the technology-enabled services, business process outsourcing and renewable energy sectors. Mr. Patel began his career in investment banking at Robertson Stephens, where he worked in the software group. Mr. Patel graduated cum laude from Princeton University with an A.B. in Economics and with an M.B.A. from the Wharton School of the University of Pennsylvania.

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Brian Beem, 41
President and Director

Mr. Beem is a Managing Director, Co-head of Investments and a member of the Investment Committee for AMCI Group LLC, the holding company for the AMCI group of companies. Mr. Beem has served as a key member of AMCI’s senior management team for the last 15 years and has helped lead the Investment business for AMCI. Since Mr. Beem joined the Investment Committee at AMCI, AMCI has invested $1.6 billion of its capital and approximately $0.7 billion of co-investor capital (from First Reserve Corporation, Riverstone Holdings LLC and Soros Fund Management) in 30 privately negotiated transactions in the global industrial, transportation and natural resources sectors. In addition, Mr. Beem was an officer of AMCI Acquisition Corp, a SPAC that successfully completed a business combination with Advent Technologies, Inc. in February 2021. Mr. Beem has served on the Boards of Directors of 14 companies during his time at AMCI. Mr. Beem has served on the Board of Jupiter Mines Ltd (ASX: JMS) since October 2019. In his role overseeing investments for the AMCI Group, Mr. Beem has built a substantial global network in the industrial, mining, energy and transportation sectors. Prior to joining AMCI, Mr. Beem worked at First Reserve Corporation, a leading private equity firm specializing in the energy industry. While at First Reserve, Mr. Beem worked on several co-investments with AMCI, including the formation of AMCI Capital L.P., an investment joint venture to which First Reserve committed $500 million and the founders of AMCI committed $300 million. Before joining First Reserve, Mr. Beem started his career at Merrill Lynch in New York, where he worked in the financial sponsors and energy & power groups in the investment banking division. Mr. Beem graduated cum laude from Princeton University with an A.B. (Bachelor of Arts) in Politics.

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Patrick Murphy, 36
Chief Financial Officer

Mr. Murphy is a Managing Director for AMCI Group LLC, the holding company for the AMCI group of companies. He is a key senior member of the investment team with responsibility for a number of AMCI portfolio investments across multiple jurisdictions. He leads AMCI’s iron ore business and its joint venture business relationships with the global industrial groups China BaoWu Steel and POSCO. Mr. Murphy represents AMCI’s interests and serves on the Boards of Directors of a number of companies including Australian Premium Iron Pty Ltd, Juno Minerals Limited (ASX:JNO) and Minero Las Cenizas Mr. Murphy joined AMCI in 2018 after spending the previous 11 years in the global investment group at Macquarie as a Managing Director in Mining Finance, Commodities & Global Markets division. Mr. Murphy specialized in deploying Macquarie’s balance sheet across the capital spectrum inclusive of passive and active equity investments, structured debt, greenfield project finance, structured derivative lending and commodity hedging. Mr. Murphy holds a Bachelor of Laws and a Bachelor of Commerce from The University of Western Australia.

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Board of Directors

Hans Mende, 77
Director 

Mr. Mende co-founded AMCI in 1986, with nominal capital, growing the company into a multi-billion dollar global enterprise with activities in commodity investing, operations and trading. During his career, Mr. Mende has been a member of the Board of Directors of numerous public and private natural resources companies, including Whitehaven (ASX:WHC) from 2007 to 2012, Felix Resources Limited (FLX:AX) from 2007 to 2010, Alpha Natural Resources (NYSE:ANR) from 2003 to 2007, Foundation Coal Holdings, Inc. from 2004 to 2005 and New World Resources PLC (WSE:NWR) from 2011 to 2012. In addition, Mr. Mende was the Executive Chairman of AMCI Acquisition Corp., a SPAC that successfully completed a business combination with Advent Technologies, Inc. on February 4, 2021. Mr. Mende currently serves as director of Jupiter Mines Ltd (ASX: JMS) and Ridley Terminals Inc, amongst others. Mr. Mende has served as a Director of Jupiter Mines Ltd (ASX: JMS) since October 2019. Prior to founding AMCI Group in 1986, Mr. Mende served at Thyssen Group in various senior executive positions including President of Thyssen Carbometal Inc. from 1968 to 1986. He holds an M.B.A from Cologne University in Germany.

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Mark Pinho, 44
Director

Mr. Pinho has been the managing partner of the St. Victor Group (“SVG”), a private investment vehicle focused on making longer duration, structured corporate investments in partnership with management and family owners, since January 1, 2018. In addition, Mr. Pinho has been a managing director in the private equity group of Soros Fund Management LLC since May 2006. Mr. Pinho has also worked as Partner of 4×4 Capital LLC since January 1, 2018. Mr. Pinho also spent four years in the middle market growth equity. Mr. Pinho has previously served on the board for Mastro’s Restaurants LLC from May 2007 to May 2013. Mr. Pinho holds a Bachelor of Science from the University of Virginia and an M.B.A. from the Wharton School of Business at the University of Pennsylvania.

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Jill Watz, 57
Director

Ms. Watz has over 25 years of experience in energy and environmental technology, business and policy. Ms. Watz has been the founder and Managing Director at Ascian Technology Advisors, LLC (“Ascian”), a business advisory firm focused on business strategy, technology development, operational management and financing for early and growth-stage companies in the energy technology and natural resource sectors, since November 2012. From 2008 to 2014, Ms. Watz was a Venture Partner at Vulcan Capital, where she was responsible for investment strategy, due diligence and portfolio management in the clean technology sector, with specific emphasis on solar, geothermal, nuclear, advanced materials, energy efficiency/smart grid technologies and emerging market distributed electricity generation. Ms. Watz has served on or as an advisor to the boards of several early stage clean-tech companies and has worked with several non-profit organizations to develop climate change mitigation advocacy strategies. Ms. Watz spent ten years on the technical staff at Lawrence Livermore National Laboratory (“LLNL”), where she held senior management and technical research positions in applied energy technology and national security directing multi-disciplinary research projects in the areas of critical infrastructure protection, oil and gas exploration and production, geothermal energy, energy storage and conversion technologies, alternative fuels and energy and climate policy. Ms. Watz has a B.S. degree in Chemical Engineering from University of California at San Diego and S.M. degrees in both Civil and Environmental Engineering and Technology and Policy from the Massachusetts Institute of Technology.

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Adrian Paterson, 64
Director

Dr. Paterson served as chief executive officer and as a member of the board of directors of Australia’s Nuclear Science and Technology Agency (“ANTSO”) from March 2009 to December 2020. Dr. Paterson, as chief executive officer at ANTSO, helped establish capital programs for nuclear medicine, nuclear waste technology and specialized facilities worth. Dr. Paterson also has experience running with the management of a national laboratory in South Africa at the Council for Scientific and Industrial Research. Dr. Paterson has experience in energy policy and materials engineering including nuclear energy, hydrogen as an energy vector, advanced ceramics, batteries (high-temperature and lithium) and early-stage ventures. Dr. Paterson has served on advisory boards for two venture funds in South Africa. Dr. Paterson holds a Bachelor of Science and a PhD from the University of Cape Town and a Doctor of Science from the University of Wollongong.

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Kate Burson, 41
Director

Ms. Burson is the founder of KCB Advisors and has been the principal since September 2019. Ms. Burson has devoted her career to working at the intersection of business, policy and law?—?as a catalyst to expand and encourage sustainable development. Over last decade she has worked with founders, business executives, and political leaders to develop and execute new strategies for scaling both clean energy and zero emission transportation. From February 2016 to November 2018, Ms. Burson worked at Tesla, Inc. (Nasdaq: TSLA) where she developed new markets and business for Tesla’s new energy business. At Tesla, Ms. Burson gained experience relating to electric transportation and advanced government and corporate policies and partnerships accelerating electric vehicle adoption and charging infrastructure deployment. Prior to joining Tesla, Ms. Burson co-led energy policy for New York State from February 2011 to October 2015. Working at the direction of New York Governor Andrew Cuomo, Ms. Burson developed and deployed a new strategy for a distributed, networked electric grid powered by clean energy. Her initiative grew into the State’s Reforming the Energy Vision, REV, which Ms. Burson co-developed and managed. From 2013 through 2015, Burson served as chief of staff to the chairman of energy & finance for New York State. As the designated energy leader for Governor Cuomo, she identified and hired the new executives needed to lead the energy transformation and hired and led a new team required to manage implementation. Burson and her team were responsible for overseeing the state utility regulatory agency and a number of other institutions. Ms. Burson also served as an assistant attorney general for New York State, prosecuting securities fraud from January 2008 to February 2011. Ms. Burson holds a B.A. from the Vanderbilt University and a J.D. from Washington University in St. Louis.

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