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    Nabors Energy Transition Corp. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    12/14/23 8:12:44 AM ET
    $NETC
    Consumer Electronics/Appliances
    Industrials
    Get the next $NETC alert in real time by email
    false 0001854458 0001854458 2023-12-13 2023-12-13 0001854458 netc:UnitsEachConsistingOfOneShareOfClassCommonStockAndOnehalfOfOneWarrantMember 2023-12-13 2023-12-13 0001854458 us-gaap:CommonClassAMember 2023-12-13 2023-12-13 0001854458 us-gaap:WarrantMember 2023-12-13 2023-12-13 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

     

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

     

     

     

    FORM 8-K

     

     

     

    CURRENT REPORT

     

    Pursuant to Section 13 or 15(d) of
    the Securities Exchange Act of 1934

     

    Date of report (Date of earliest event reported): December 13, 2023

     

     

     

    Nabors Energy Transition Corp.

    (Exact Name of registrant as specified in its charter)

     

    Delaware     001-41073   86-2916523  
    (State or other jurisdiction of
    incorporation)
      (Commission File Number)   (I.R.S. Employer
    Identification No.)

     

    515 West Greens Road, Suite 1200
    Houston, Texas
    77067
    (Address of principal executive offices, including zip code) (Zip Code)

     

    (281) 874-0035
    Registrant’s Telephone Number, including area code:

     

    Not Applicable
    (Former name or former address, if changed since last report)

     

     

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

     

    ¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     

    ¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     

    ¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     

    ¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

     

    Title of each class   Trading Symbol(s)     Name of each exchange on which registered  
    Units, each consisting of one share of Class A common stock and one-half of one warrant   NETC.U   The New York Stock Exchange
    Class A common stock, par value $0.0001 per share   NETC   The New York Stock Exchange
    Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share   NETC.WS   The New York Stock Exchange

     

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

     

    Emerging growth company x

     

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

     

     

     

     

     

     

    Item 8.01Entry into a Material Definitive Agreement.

     

    On December 13, 2023, Capital Airport Group (“CAG”), committed to invest an additional $2.0 million in the ordinary shares of Vast Renewable Limited, an Australian public company limited by shares (f/k/a Vast Solar Pty Ltd) (“Vast”). This is in addition to CAG’s previously announced $5.0 million commitment. CAG and Vast agreed that CAG’s purchase of Class A common stock of Nabors Energy Transition Corp. (“NETC”) from existing NETC stockholders who previously elected to redeem their shares in connection with the business combination and whose redemption election would be reversed will count towards satisfying CAG’s capital commitments. In connection with CAG’s investment, CAG will receive an additional 129,911 ordinary shares of Vast at the closing of the business combination.

     

    The description of the transactions described above is qualified in its entirety by reference to the full text of the related agreement, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K, and incorporated by reference herein.

     

    Item 9.01Financial Statements and Exhibits.

     

    (d)            Exhibits

     

    Exhibit No.

    Description

       
    99.1 Non-Redemption Agreement, dated December 13, 2023, by and among the Company, Vast and CAG.
    104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

    2 

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

    Date: December 14, 2023 NABORS ENERGY TRANSITION CORP.
     
      By: /s/ Anthony G. Petrello 
      Name: Anthony G. Petrello 
      Title: President, Chief Executive Officer and Secretary

     

    3 

     

     

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