HOUSTON, Oct. 13,
2023 /PRNewswire/ -- Nabors Energy Transition Corp.
(NYSE: NETC, NETC.WS, NETC.U) ("NETC" or the "Company") announced
that its board of directors has elected to extend the date by which
NETC has to consummate a business combination by one additional
month from October 18, 2023 to
November 18, 2023 (the "Extension"),
as permitted under NETC's second amended and restated certificate
of incorporation. The Extension provides NETC with additional time
to complete its previously announced initial business combination
(the "Business Combination") with Vast Solar Pty Ltd ("Vast").
In connection with the Extension, Nabors
Lux 2 S.a.r.l. ("Nabors
Lux"), an affiliate of Nabors Energy Transition Sponsor LLC
(the "Sponsor"), has deposited $295,519.23 (the "Extension Payment") into NETC's
trust account for its public stockholders (the "Trust Account"),
which enables NETC to effectuate the Extension. Nabors Lux loaned the Extension Payment to NETC
through a non-interest-bearing loan. If NETC consummates an initial
business combination, it will repay the loans out of the proceeds
of the Trust Account or, at the option of the Sponsor, convert all
or a portion of the loans into warrants for $1.00 per warrant, which warrants will be
identical to the warrants issued by NETC in a private placement in
connection with NETC's initial public offering. If NETC does not
consummate an initial business combination, it will repay the loans
only from funds held outside of the Trust Account.
About Nabors Energy Transition Corp.
NETC is a blank check company formed for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses or entities. NETC was formed to identify
solutions, opportunities, companies or technologies that focus on
advancing the energy transition; specifically, ones that
facilitate, improve or complement the reduction of carbon or
greenhouse gas emissions while satisfying growing energy
consumption across markets globally.
Important Information about the Business Combination and
Where to Find It
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or constitute a
solicitation of any vote or approval.
In connection with the proposed Business Combination, Vast has
filed a registration statement on Form F-4 (File No. 333-272058)
(as amended, the "Registration Statement") with the U.S. Securities
and Exchange Commission (the "SEC"), which includes (i) a
preliminary prospectus of Vast relating to the offer of securities
to be issued in connection with the proposed Business Combination
and (ii) a preliminary proxy statement of NETC to be distributed to
holders of NETC's capital stock in connection with NETC's
solicitation of proxies for the vote by NETC's stockholders with
respect to the proposed Business Combination and other matters
described in the Registration Statement. NETC and Vast also plan to
file other documents with the SEC regarding the proposed Business
Combination. After the Registration Statement has been declared
effective by the SEC, a definitive proxy statement/prospectus will
be mailed to the stockholders of NETC. INVESTORS AND SECURITY
HOLDERS OF NETC AND VAST ARE URGED TO READ THE REGISTRATION
STATEMENT, THE PROXY STATEMENT/PROSPECTUS CONTAINED THEREIN
(INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND ALL OTHER
DOCUMENTS RELATING TO THE PROPOSED BUSINESS COMBINATION THAT HAVE
BEEN OR WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY
WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED BUSINESS COMBINATION.
Investors and security holders are able to obtain free copies of
the proxy statement/prospectus and other documents containing
important information about NETC and Vast once such documents are
filed with the SEC, through the website maintained by the SEC at
http://www.sec.gov. In addition, the documents filed by NETC may be
obtained free of charge from NETC's website at
www.nabors-etcorp.com or by written request to NETC at 515 West
Greens Road, Suite 1200, Houston,
TX 77067.
Participants in the Solicitation
NETC, Nabors Industries Ltd., Vast and their respective
directors and executive officers may be deemed to be participants
in the solicitation of proxies from the stockholders of NETC in
connection with the proposed Business Combination. Information
about the directors and executive officers of NETC is set forth in
the Registration Statement. To the extent that holdings of NETC's
securities have changed since the amounts printed in the
Registration Statement filed on September
29, 2023, such changes have been or will be reflected on
Statements of Change in Ownership on Form 4 filed with the SEC.
Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, will be contained in
the Registration Statement and other relevant materials to be filed
with the SEC when they become available. You may obtain free copies
of these documents as described in the preceding paragraph.
Forward Looking Statements
The information included herein and in any oral statements made
in connection herewith include "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements, other than statements of present or
historical fact included herein, regarding the proposed Business
Combination, NETC's and Vast's ability to consummate the proposed
Business Combination, the benefits of the proposed Business
Combination, the proposed financing from Capital Airport Group
("CAG"), CAG's ability to provide the proposed financing and NETC's
and Vast's future financial performance following the proposed
Business Combination, as well as NETC's and Vast's strategy, future
operations, financial position, estimated revenues and losses,
projected costs, prospects, plans and objectives of management are
forward-looking statements. When used herein, including any oral
statements made in connection herewith, the words "could,"
"should," "will," "may," "believe," "anticipate," "intend,"
"estimate," "expect," "project," the negative of such terms and
other similar expressions are intended to identify forward-looking
statements, although not all forward-looking statements contain
such identifying words. These forward-looking statements are based
on NETC and Vast management's current expectations and assumptions
about future events and are based on currently available
information as to the outcome and timing of future events. Except
as otherwise required by applicable law, NETC and Vast disclaim any
duty to update any forward-looking statements, all of which are
expressly qualified by the statements in this section, to reflect
events or circumstances after the date hereof. NETC and Vast
caution you that these forward-looking statements are subject to
risks and uncertainties, most of which are difficult to predict and
many of which are beyond the control of NETC and Vast. These risks
include, but are not limited to, general economic, financial,
legal, political and business conditions and changes in domestic
and foreign markets; the inability to complete the Business
Combination or the convertible debt and equity financings
contemplated in connection with the proposed Business Combination,
including the proposed financing from CAG (the "Financing") in a
timely manner or at all (including due to the failure to receive
required stockholder or shareholder, as applicable, approvals, or
the failure of other closing conditions such as the satisfaction of
the minimum trust account amount following redemptions by NETC's
public stockholders and the receipt of certain governmental and
regulatory approvals), which may adversely affect the price of
NETC's securities; the inability of the Business Combination to be
completed by NETC's business combination deadline and the potential
failure to obtain an extension of the business combination deadline
if sought by NETC; the occurrence of any event, change or other
circumstance that could give rise to the termination of the
Business Combination or the Financing; the inability to recognize
the anticipated benefits of the proposed Business Combination; the
inability to obtain or maintain the listing of Vast's shares on a
national exchange following the consummation of the proposed
Business Combination; costs related to the proposed Business
Combination; the risk that the proposed Business Combination
disrupts current plans and operations of Vast, business
relationships of Vast or Vast's business generally as a result of
the announcement and consummation of the proposed Business
Combination; Vast's ability to manage growth; Vast's ability to
execute its business plan, including the completion of the Port
Augusta project, at all or in a timely manner and meet its
projections; potential disruption in Vast's employee retention as a
result of the proposed Business Combination; potential litigation,
governmental or regulatory proceedings, investigations or inquiries
involving Vast or NETC, including in relation to the proposed
Business Combination; changes in applicable laws or regulations and
general economic and market conditions impacting demand for Vast's
products and services. Additional risks are set forth in the
section titled "Risk Factors" in the Registration Statement and
other documents filed, or to be filed with the SEC in connection
with the proposed Business Combination. Should one or more of the
risks or uncertainties described herein and in any oral statements
made in connection therewith occur, or should underlying
assumptions prove incorrect, actual results and plans could differ
materially from those expressed in any forward-looking statements.
Additional information concerning these and other factors that may
impact NETC's expectations can be found in NETC's periodic filings
with the SEC, including NETC's Annual Report on Form 10-K filed
with the SEC on March 22, 2023 and
any subsequently filed Quarterly Reports on Form 10-Q. NETC's SEC
filings are available publicly on the SEC's website at
www.sec.gov.
Investor Relations Contact
William C. Conroy
william.conroy@nabors-etcorp.com
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SOURCE Nabors Energy Transition Corp.