Beard Energy Transition Acquisition Corp. and Suntuity Renewables Mutually Agree To Terminate Business Combination Agreement
Beard Energy Transition Acquisition Corp., a special purpose acquisition corporation ("BRD" or the "Company") (NYSE:BRD, BRD.U, BRD.WS))))), and Suntuity Renewables, a leading provider of renewable energy solutions ("Suntuity"), announced today that they have mutually agreed to terminate their previously announced business combination agreement (the "Business Combination Agreement"), effective immediately. As a result, BRD has determined to abandon the special meeting of its stockholders originally scheduled for November 29, 2023 to vote on a proposal to extend the date by which BRD must consummate a business combination beyond December 29, 2023, and BRD intends to dissolve and liquidate in accordance with the provisions of its organizational documents. In connection therewith, BRD will redeem all of its outstanding shares of Class A common stock (the "Class A Shares") on or about December 12, 2023.
BRD anticipates that the last day of trading in the Class A Shares will be December 11, 2023 and that, as of the open of business on December 12, 2023, the Class A Shares, including those that were not submitted for redemption and those purchased by Gregory A. Beard in a private placement prior to BRD's initial public offering, will be suspended from trading, will be deemed cancelled and will represent only the right to receive the per-share redemption price for the Public Shares of approximately $10.74, based on the amount in BRD's trust account as of November 21, 2023 (the "Per-Share Redemption Amount"). Funds from BRD's trust account will also be used to redeem outstanding Class A units of Beard Energy Transition Acquisition Holdings LLC, BRD's operating subsidiary ("Opco"), (other than those held by BRD and any of its wholly owned subsidiaries) for the Per-Share Redemption Amount. In accordance with the terms of BRD's organizational documents, BRD expects to retain $100,000 of the interest earned on the trust account to dissolution expenses.
The Per-Share Redemption Amount will be payable to the holders of the Class A Shares upon presentation of their respective stock or unit certificates or other delivery of their stock or units to BRD's transfer agent, Continental Stock Transfer & Trust Company. Beneficial owners of Class A Shares held in "street name," however, will not need to take any action in order to receive the Per-Share Redemption Amount.
There will be no redemption rights or liquidating distributions with respect to BRD's warrants, which will expire without value. BRD's sponsor, Beard Energy Transition Acquisition Sponsor LLC, does not have redemption rights with respect to the outstanding shares of Class V common stock, par value $0.0001 per share, or the outstanding Class B units of Opco issued prior to BRD's initial public offering. After December 12, 2023, BRD will cease all operations except those required to wind up BRD's business.
BRD expects that The New York Stock Exchange will file a Form 25 with the Securities and Exchange Commission (the "SEC") to delist its securities. BRD thereafter expects to file a Form 15 with the SEC to terminate the registration of its securities under the Securities Exchange Act of 1934, as amended (the "Exchange Act").