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Beard Energy Transition Acquisition Corp. *

Beard Energy Transition Acquisition Corp. *

Mar 9, 2021 by Kristi Marvin

LIQUIDATION – 11/27/23 – LINK

  • The Company anticipates that the last day of trading in the Class A ordinary shares will be December 11, 2023.
    • The per-share redemption price will be approximately $10.74

The below-announced combination was terminated on 11/27/23.  It will remain on the page for reference purposes only. Once a new combination is announced it will be added to the top of the page.

PROPOSED BUSINESS COMBINATION: Suntuity Inc. [Terminated]

ENTERPRISE VALUE: $249 million
ANTICIPATED SYMBOL: STY

Beard Energy Transition Acquisition Corp. proposes to combine with Suntuity Inc.

Suntuity Renewables is a residential solar company in the country. The Company acquires customers, designs solar energy and home electrification solutions, installs and maintains those systems, and arranges third-party financing solutions for residential customers across the United States. The Company uses a mix of in-house and outsourced solutions to optimize growth, profitability and efficiency of its services which enable it to grow and scale.

EXTENSION – 5/25/23 – LINK

  • The SPAC approved the extension from May 29, 2023 to December 29, 2023.
    • 15,872,896 shares were redeemed.
    • No contribution will be deposited for the first month extension; $160K per month will be deposited into the trust account thereafter.

TRANSACTION

  • Pursuant to the business combination agreement, Beard will acquire Suntuity for a pre-money equity value of $190 million.
    • New Suntuity, will issue 19.0 million new shares to current members of Suntuity.
  • In connection with the transaction, Suntuity has also already raised $15 million in funded debt financing.
  • The business combination has been unanimously approved by the boards of directors of both Beard and Suntuity and is expected to close in the fourth quarter of 2023
  • Citi, the underwriter for Acquiror’s IPO, waived approximately $8.05 million in deferred underwriting discounts and commissions through a Fee Waiver Letter.
    • Acquiror is no longer obligated to pay Citi for these amounts in connection with the Transactions.

beard

SPAC FUNDING

Debt Financing

  • In connection with the transaction, Suntuity has also already raised $15 million in funded debt financing.
    • The Lenders received Company Warrants to purchase an aggregate number of Company Interests equal to 4.5% of the number of fully diluted outstanding shares of Class A Common Stock after the Closing

LOCK-UP

  • Company and Sponsor
  • One year after the Closing Date or if the share price equals or exceeds $12.00 for any 20/30 trading days at least 150 days after the Closing Date.

DEFERRED UNDERWRITING FEE

  • Citigroup Global Markets Inc. (“Citi”), the underwriter for Acquiror’s initial public offering waived all deferred underwriting discounts and commissions owed to them upon consummation of the Transactions in connection with the Acquiror IPO.
    • Accordingly, Acquiror does not owe Citi deferred underwriting discounts and commissions aggregating approximately $8.05 million in connection with the Transactions.

 

NOTABLE CONDITIONS TO CLOSING

  • There is no minimum cash closing condition mentioned.

NOTABLE CONDITIONS TO TERMINATION

  • The Business Combination Agreement may be terminated at any time prior to the First Merger Effective Time by mutual written consent of Acquiror and the Company and in certain other limited circumstances, including if the First Merger has not been consummated by March 31, 2024.
  • Additionally, Acquiror may terminate the Business Combination Agreement if the Company does not deliver to Acquiror within two business days of the Registration Statement becoming effective, the Written Consent from the Requisite Company Member, or if the Required Financial Statements have not been delivered to Acquiror by the Company on or before August 20, 2023. 

ADVISORS

  • Company
    • ROTH Capital Partners is serving as capital markets advisor
    • Loeb & Loeb LLP is serving as legal advisor to Suntuity.
  • SPAC
    • Vinson & Elkins L.L.P. is serving as legal advisor to Beard

MANAGEMENT & BOARD

Executive Officers

Gregory A. Beard, 49
Chairman of the Board and Chief Executive Officer

Mr. Beard was the Global Head of Natural Resources, a Senior Partner, and Member of the Management Committee, and Senior Advisor at Apollo Global Management from 2010 to 2020.  In such roles, Mr. Beard oversaw Apollo’s investment activities in the energy, metals and mining and agriculture sectors. Prior to Apollo, Mr. Beard was a senior Managing Director at Riverstone Holdings, an energy, power and infrastructure-focused private equity firm. He began his career as a Financial Analyst at Goldman Sachs, where he played an active role in energy-sector principal investment activities. The funds where Mr. Beard held these senior leadership positions have invested billions of dollars in natural resources related investments. During his career, Mr. Beard sourced and managed some of the most profitable deals in the energy private equity sector. Mr. Beard is a founding and managing member of Q Power together with its subsidiary Stronghold Digital Mining and currently serves on the board of directors/advisors of Scrubgrass Generating, Double Eagle III, Skeena Resources, Andros Partners, and Parallaxes Capital.  He also serves on the board of directors of The Conservation Fund, a non-profit focused on land conservation.  He previously served on the boards of more than 25 public and private companies.  Mr. Beard received his BA from the University of Illinois at Urbana.

Sarah James, 38
Chief Financial Officer and Chief Accounting Officer

Since March 2020, Ms. James has served as Chief Financial Officer for Alussa Energy Acquisition Corporation (NYSE: ALUS), a role she is expected to hold until the completion of that company’s previously announced business combination.   From February 2013 to April 2020, Ms. James served as a vice president of finance and business development at Caelus Energy Alaska, LLC, a private company specializing in oil and gas exploration and production. Ms. James oversaw the company’s business development strategy, debt and equity fundraising and ongoing financial reporting functions. From January 2008 to August 2010, she served as a private equity associate at Riverstone Holdings, an energy, power and infrastructure-focused private equity firm. Prior to that, Ms. James served as an analyst at JPMorgan Securities, Inc., in the diversified industrials and natural resources group. Ms. James holds a Bachelor of Arts degree in Economics and English from Duke University and a Master of Business Administration and Master of Science: School of Earth Sciences from Stanford University.

Board of Directors

Robert C. Reeves, 51
Director

Mr. Reeves previously served as Athlon Energy’s  Chairman, President, and CEO from its formation in August 2010 through its $7.1 billion sale to Encana in November 2014. Prior to the formation of Athlon, Mr. Reeves was Senior Vice President, Chief Financial Officer and Treasurer of Encore Acquisition Company and Encore Energy Partners until the $4.5 billion sale of both companies to Denbury Resources Inc. in March 2010. Prior to the formation of Encore, Mr. Reeves served as Assistant Controller for Hugoton Energy Corporation. Since its formation in August 2015, Mr. Reeves has served on the board of directors of Incline Niobrara Partners LP, which focuses on acquiring oil and liquids-rich minerals, royalties and non-operated working interest in the DJ basin of Colorado. Since its formation in January 2018, Mr. Reeves has served on the board of directors for Incline Energy Partners LP which focuses on acquiring oil and liquids-rich minerals, royalties and working interest in the DJ Basin of Colorado, the Permian Basin and the Bakken play in the Williston Basin of North Dakota and Montana. In August 2018, Mr. Reeves was appointed to the board of directors of Spartan Energy Acquisition Corporation, a special purpose acquisition entity focused on the energy industry in North America, sponsored by a private investment fund managed by an affiliate of Apollo Global Management, LLC until October 2020 when it completed its business combination with Fisker, Inc., a developer of the world’s most emotionally desirable, eco-friendly electric vehicles. In December 2017, Mr. Reeves was appointed to the board of directors of EP Energy and served until it completed its Chapter 11 restructuring in October 2020.  Since February 2015, Mr. Reeves has served as Chairman and President of Solar Soccer Club, a private 501(c)(3) non-profit organization focused on youth soccer development in the Dallas/Fort Worth area. Mr. Reeves received his BS degree in accounting from the University of Kansas and is a Certified Public Accountant.

Charles Cherington, 58
Director

has served as Co-founder and Managing Partner of Ara Partners, a private equity platform specializing in industrial decarbonization investments since 2017. Since 2006, Mr. Cherington has also served as Co-founder and Managing Partner of Intervale Capital, an energy services-focused private equity manager with $1.3 billion in committed capital across three fund vehicles. From 2002 to 2006, Mr. Cherington served as founder and sole partner of Cherington Capital, and from 1999 through 2004, Mr. Cherington served as Co-founder and partner of Paratus Capital. Prior thereto, Mr. Cherington served in various positions with Lochridge and Company and as an investment banker for CS First Boston. Since 2018, Mr. Cherington has served as a member of the Board of Managers of Brooklyn ImmunoTherapeutics LLC. Mr. Cherington received his BA in History from Wesleyan University and his MBA, with honors, from the University of Chicago.

 

ByKristi Marvin