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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 12, 2023
CLEAN EARTH ACQUISITIONS
CORP.
(Exact name of registrant as specified in its charter)
Delaware |
|
000-41306 |
|
87-1431377 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
12600 Hill Country Blvd., Building R, Suite 275
Bee
Cave, Texas 78738
(Address of principal executive offices, including zip code)
(800) 508-1531
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 of 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)) |
Securities
registered pursuant to Section 12(b) of the Act:
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, $0.0001 par value per share, one right, and one-half of one redeemable warrant |
|
CLINU |
|
The Nasdaq Stock Market LLC |
|
|
|
|
|
Class A common stock included as part of the units, par value $0.0001 per share |
|
CLIN |
|
The Nasdaq Stock Market LLC |
|
|
|
|
|
Rights included as part of the units to acquire one-tenth (1/10) of one share of Class A common stock |
|
CLINR |
|
The Nasdaq Stock Market LLC |
|
|
|
|
|
Warrants included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share |
|
CLINW |
|
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
On
December 12, 2023, Clean Earth Acquisitions Corp. (the “Company”) and Alternus
Energy Group Plc (“Alternus”) issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on
Form 8-K, announcing the continuation of the process to close the previously announced business combination. A copy of the press
release is filed as Exhibit 99.1 hereto.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: December 12, 2023
Clean Earth AcquisitionS Corp. |
|
|
|
|
By: |
/s/ Aaron T. Ratner |
|
Name: |
Aaron T. Ratner |
|
Title: |
Chief Executive Officer |
|
Exhibit 99.1
Clean Earth and Alternus Energy Announce
Continuation of Business Combination Close Process
NEW
YORK & DUBLIN, 12 December 2023 - Clean Earth Acquisition Corp. (Nasdaq: CLIN) (“Clean Earth” or the “Company”),
announced today that the conditions to closing the business combination (the “Business Combination”) between Clean Earth
and Alternus Energy Group Plc, a public limited company incorporated under the laws of Ireland, (OSE: ALT, “Alternus”) have
not yet been satisfied and the business combination has not closed, as described in the definitive proxy statement/prospectus filed by
the Company with the SEC on November 14, 2023 (the “Proxy Statement/Prospectus”). The parties are working together to expeditiously
satisfy such closing conditions, including obtaining the approval of Nasdaq to list the post-combination company’s common stock
following the closing of the business combination. There can be no assurance that the business combination will be consummated within
the time period required by Clean Earth’s governing documents, which currently provide that Clean Earth must consummate its initial
consummation by May 28, 2024.
About
Clean Earth Acquisitions Corp.
Clean
Earth Acquisitions Corp. is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, stock
purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities, focused on
identifying and developing a strategic partnership with a business that participates in the global energy transition ecosystem that is
facilitating the way that energy is produced, stored, transmitted, distributed, and consumed, all while reducing or mitigating greenhouse
gas emissions. For more information visit www.cleanearthacquisitions.com.
About
Alternus Energy Group
Alternus
is a transatlantic clean energy independent power producer. Headquartered in Ireland, we currently develop, install, own, and operate
utility scale solar parks in Europe and the US. Our highly motivated and dynamic team at Alternus have achieved rapid growth in recent
years. Building on this, our goal is to reach 3GW of operating projects within five years through continued organic development activities
and targeted strategic opportunities. Our vision is to become a leading provider of 24/7 clean energy delivering a sustainable future
of renewable power with people and planet in harmony. For more information visit www.alternusenergy.com.
Forward-Looking
Statements
Certain
statements included in this notice that are not historical facts are forward-looking statements for purposes of the safe harbor provisions
under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are sometimes accompanied by words
such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,”
“intend,” “expect,” “should,” “would,” “plan,” “predict,” “potential,”
“seem,” “seek,” “future,” “outlook” and similar expressions that predict or indicate
future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited
to, statements regarding Alternus’ growth, prospects and the market for solar parks and other renewable power sources. These statements
are based on various assumptions, whether or not identified in this notice, and on the current expectations of the respective management
teams of Alternus and Clean Earth and are not predictions of actual performance. These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as and must not be relied on by an investor as, a guarantee, an assurance, a prediction or
a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ
from assumptions. Many actual events and circumstances are beyond the control of Alternus and Clean Earth.
These
forward-looking statements are subject to a number of risks and uncertainties, including: the impact of reduction, modification or
elimination of government subsidies and economic incentives (including, but not limited to, with respect to solar parks); the impact
of decreases in spot market prices for electricity; dependence on acquisitions for growth in Alternus’ business; inherent
risks relating to acquisitions and Alternus’ ability to manage its growth and changing business; risks relating to developing
and managing renewable solar projects; risks relating to photovoltaic plant quality and performance; risks relating to planning
permissions for solar parks and government regulation; Alternus’ need for significant financial resources (including, but not
limited to, for growth in its business); the need for financing in order to maintain future profitability; the lack of any assurance
or guarantee that Alternus can raise capital or meet its funding needs; Alternus’ limited operating history; risks relating to
operating internationally, include currency risks and legal, compliance and execution risks of operating internationally; the
potential inability of the parties to successfully or timely consummate the proposed business combination; the risk that any
regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the
combined company or the expected benefits of the proposed business combination; the approval of the stockholders of Clean Earth is
not obtained; the risk of failure to realize the anticipated benefits of the proposed business combination; the amount of redemption
requests made by Clean Earth’s stockholders exceeds expectations or current market norms; the ability of Alternus or the
combined company to obtain equity or other financing in connection with the proposed business combination or in the future; the
outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries; the risk that the proposed
business combination disrupts current plans and operations as a result of the announcement and consummation of the Transaction;
costs related to the proposed business combination; the effects of inflation and changes in interest rates; an economic slowdown,
recession or contraction of the global economy; a financial or liquidity crisis; geopolitical factors, including, but not limited
to, the Russian invasion of Ukraine; global supply chain concerns; the status of debt and equity markets (including, market
volatility and uncertainty); and other risks and uncertainties, including those risks to be included under the heading “Risk
Factors” in the Proxy Statement and also those included under the heading “Risk Factors” in Clean Earth’s
final prospectus relating to its initial public offering dated February 23, 2022 and other factors identified in Clean Earth’s
prior and future filings with the SEC, available at www.sec.gov.
If
any of these risks materialize or Clean Earth’s and Alternus’ assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There may be additional risks that neither Clean Earth nor Alternus presently
know, or that neither Clean Earth nor Alternus currently believe are immaterial, that could also cause actual results to differ from
those contained in the forward-looking statements. In addition, forward-looking statements reflect Clean Earth’s and Alternus’
expectations, plans or forecasts of future events and views as of the date of this notice. Clean Earth and Alternus anticipate that subsequent
events and developments will cause Clean Earth’s and Alternus’ assessments to change. However, while Clean Earth and Alternus
may elect to update these forward-looking statements at some point in the future, Clean Earth and Alternus specifically disclaim any
obligation to do so. Neither Clean Earth nor Alternus anticipate that subsequent events and developments will cause Clean Earth’s
and Alternus’ assessments to change. However, while Clean Earth and Alternus may elect to update these forward-looking statements
at some point in the future, Clean Earth and Alternus specifically disclaim any obligation to do so. These forward-looking statements
should not be relied upon as representing Clean Earth’s or Alternus’ assessments of any date subsequent to the date of this
notice. Accordingly, undue reliance should not be placed upon the forward-looking statements.
Additional
Information About the Business Combination and Where to Find It
In
connection with the Business Combination, on November 13, 2023, Clean Earth filed a definitive Proxy Statement with the SEC relating
to the Business Combination. Clean Earth mailed the Proxy Statement and other relevant documents to its stockholders as of the Record
Date for voting on the Business Combination. This communication does not contain all the information that should be considered concerning
the Business Combination and is not intended to form the basis of any investment decision or any other decision in respect of transactions
contemplated by the business combination agreement. Clean Earth stockholders and other interested persons are advised to read the
Proxy Statement and other documents filed in connection with the Business Combination, as these materials contain important information
about Clean Earth, Alternus and the Business Combination. Clean Earth stockholders are able to obtain copies of the Proxy Statement,
and other documents filed with the SEC, once available, without charge at the SEC’s website at www.sec.gov, or by directing a request
to: Clean Earth Acquisitions Corp., 12600 Hill Country Blvd, Building R, Suite 275, Bee Cave, Texas 78738, Attention: Martha Ross, CFO
& COO, telephone: (800) 508-1531. The information contained on, or that may be accessed through, the websites referenced in this
communication is not incorporated by reference into, and is not a part of, this communication.
No
Offer or Solicitation
This
communication is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in
respect of the Business Combination and shall not constitute an offer to sell or a solicitation of an offer to buy any securities
nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful
prior to registration or qualification under the securities laws of any such state or jurisdiction. No offer of securities shall be
made except by means of a prospectus meeting the requirements of the Securities Act.
For
More Information:
Alternus
Energy Group
ir@alternusenergy.com
+1
(913) 815-1557
or
The
Blueshirt Group
alternus@blueshirtgroup.com
+1
(323) 240-5796
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