Allego Holding B.V. (“Allego” or the “Company”), a leading
pan-European electric vehicle (“EV”) charging network, which
recently announced its proposed business combination with Spartan
Acquisition Corp. III (NYSE: SPAQ), today confirmed that The
Honorable Jane F. Garvey will assume the role of Chairwoman of the
Board of Directors of Allego N.V., the combined company, upon the
closing of the business combination. Current Chairman of Allego
Julien Touati of Meridiam will serve as the Board’s Vice-Chair.
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Jane Garvey. (Photo: Business Wire)
During her career in public service, Ms. Garvey served as the
14th Administrator of the U.S. Federal Aviation Administration
(FAA) under former presidents Bill Clinton and George W. Bush. Her
legacy as Administrator includes leading the FAA through one of the
most challenging chapters in aviation history in the wake of
September 11, 2001, and subsequently restoring America’s confidence
in air travel by strengthening airline safety and instituting many
modernization milestones. Ms. Garvey also served as Acting
Administrator and Deputy Administrator of the Federal Highway
Administration (FHWA), where she developed the GARVEE bonds, an
innovative financing initiative enabling states to use federal
highway funds more effectively. Ms. Garvey was previously director
of Boston’s Logan International Airport and she served as
Commissioner of the Massachusetts Department of Public Works.
“I’m very pleased to serve as Chairwoman of the Board of
Directors of Allego N.V. upon the close of its business
combination. Allego is a dynamic, market-leading company that has
expanded its network of charging solutions across Europe to
establish the blueprint for multi-national EV charging
infrastructure development,” commented Ms. Garvey. “Allego’s
mission to provide EV charging infrastructure across Europe is
advancing the future of electric mobility, and I look forward to
working with Allego’s management team and my fellow directors to
execute on the Company’s strategic plan and support its long-term,
sustainable growth.”
Ms. Garvey has served in numerous high-profile appointments
across the public and private sectors that have provided her with a
unique and robust set of knowledge about the intricacies of the
transportation industry. In 2008, Ms. Garvey served on the
transition team for President Barack Obama, helping to advise the
new administration on transportation policies. Prior to that, Ms.
Garvey advised U.S. public/private partnerships at JPMorgan,
specifically advising on financing strategies to facilitate project
delivery for state governments. She continues to serve on various
corporate boards and commissions.
“We are honored to benefit from Jane’s guidance here at
Meridiam, and I am thrilled to continue our partnership on the new
Board of Allego N.V.,” said Julien Touati, current Chairman of the
Allego Board of Directors and Partner and Corporate Development
Director at Meridiam. “We are confident that Jane’s experience
across both public and private operations of the transportation
sector will prove invaluable as Allego continues to build out new
charging sites and extend the geographic footprint of its EV
charging stations across Europe.”
“Allego N.V. is very pleased to expand its Board of Directors by
adding a Chairwoman of Jane’s caliber as we prepare for operations
as a public company,” said Mathieu Bonnet, Chief Executive Officer
of Allego. “We look forward to leveraging Jane’s insights into
multiple facets of the transportation industry as we continue to
reinforce our leadership position within the European EV charging
market.”
About Allego
Allego delivers charging solutions for electric cars, motors,
buses and trucks, for consumers, businesses and cities. Allego’s
end-to-end charging solutions make it easier for businesses and
cities to deliver the infrastructure drivers need, while the
scalability of our solutions makes us the partner of the future.
Founded in 2013, Allego is a leader in charging solutions, with an
international charging network comprised of more than 26,000 charge
points operational throughout Europe – and growing rapidly. Our
charging solutions are connected to our proprietary platform,
EV-Cloud, which gives us and our customers a full portfolio of
features and services to meet and exceed market demands. We are
committed to providing independent, reliable and safe charging
solutions, agnostic of vehicle model or network affiliation. At
Allego, we strive every day to make EV charging easier, more
convenient and more enjoyable for all.
About Spartan Acquisition Corp. III
Spartan Acquisition Corp. III is a special purpose acquisition
entity focused on the energy value-chain and was formed for the
purpose of entering into a merger, amalgamation, capital stock
exchange, asset acquisition, stock purchase, reorganization or
similar business combination with one or more businesses. Spartan
is sponsored by Spartan Acquisition Sponsor III LLC, which is owned
by a private investment fund managed by an affiliate of Apollo
Global Management, Inc. (NYSE: APO). For more information, please
visit www.spartanspaciii.com.
Forward-Looking Statements.
This communication includes “forward-looking statements” within
the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on by
any investor as, a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. Spartan Acquisition
Corp. III’s (“Spartan”) and Allego Holding B.V.’s, a Dutch private
limited liability company (“Allego”), actual results may differ
from their expectations, estimates, and projections and,
consequently, you should not rely on these forward-looking
statements as predictions of future events. Words such as “expect,”
“estimate,” “project,” “budget,” “forecast,” “anticipate,”
“intend,” “plan,” “may,” “will,” “could,” “should,” “believes,”
“predicts,” “potential,” “continue,” and similar expressions (or
the negative versions of such words or expressions) are intended to
identify such forward-looking statements. These forward-looking
statements include, without limitation, Spartan’s and Allego’s
expectations with respect to future performance and anticipated
financial impacts of the proposed business combination, the
satisfaction or waiver of the closing conditions to the proposed
business combination, and the timing of the completion of the
proposed business combination.
These forward-looking statements involve significant risks and
uncertainties that could cause the actual results to differ
materially, and potentially adversely, from those expressed or
implied in the forward-looking statements. Most of these factors
are outside Spartan’s and Allego’s control and are difficult to
predict. Factors that may cause such differences include, but are
not limited to: (i) the occurrence of any event, change, or other
circumstances that could give rise to the termination of the
Business Combination Agreement and Plan of Reorganization (the
“BCA”); (ii) the outcome of any legal proceedings that may be
instituted against Athena Pubco B.V., a Dutch limited liability
company (the “Athena Pubco”) and/or Allego following the
announcement of the BCA and the transactions contemplated therein;
(iii) the inability to complete the proposed business combination,
including due to failure to obtain approval of the stockholders of
Spartan, certain regulatory approvals, or the satisfaction of other
conditions to closing in the BCA; (iv) the occurrence of any event,
change, or other circumstance that could give rise to the
termination of the BCA or could otherwise cause the transaction to
fail to close; (v) the impact of the COVID-19 pandemic on Allego’s
business and/or the ability of the parties to complete the proposed
business combination; (vi) the inability to obtain or maintain the
listing of Athena Pubco’s common shares on the New York Stock
Exchange following the proposed business combination; (vii) the
risk that the proposed business combination disrupts current plans
and operations as a result of the announcement and consummation of
the proposed business combination; (viii) the ability to recognize
the anticipated benefits of the proposed business combination,
which may be affected by, among other things, competition, the
ability of Allego to grow and manage growth profitably, and to
retain its key employees; (ix) costs related to the proposed
business combination; (x) changes in applicable laws or
regulations; and (xi) the possibility that Allego, Spartan or
Athena Pubco may be adversely affected by other economic, business,
and/or competitive factors. The foregoing list of factors is not
exclusive. Additional information concerning certain of these and
other risk factors is contained in Spartan’s most recent filings
with the SEC and in the registration statement on Form F-4 (the
“Form F-4”), including the proxy statement/prospectus forming a
part thereof filed by Athena Pubco in connection with the proposed
business combination on September 30, 2021. All subsequent written
and oral forward-looking statements concerning Spartan, Allego or
Athena Pubco, the transactions described herein or other matters
and attributable to Spartan, Allego, Athena Pubco or any person
acting on their behalf are expressly qualified in their entirety by
the cautionary statements above. Readers are cautioned not to place
undue reliance upon any forward-looking statements, which speak
only as of the date made. Each of Spartan, Allego and Athena Pubco
expressly disclaims any obligations or undertaking to release
publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in their expectations with
respect thereto or any change in events, conditions, or
circumstances on which any statement is based, except as required
by law.
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 proposed business combination and shall not
constitute an offer to sell or a solicitation of an offer to buy
the securities of Spartan, Athena Pubco or Allego, nor shall there
be any sale of any such 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 such
state or jurisdiction. No offer of securities shall be made except
by means of a prospectus meeting the requirements of Section 10 of
the Securities Act of 1933, as amended, or exemptions
therefrom.
Important Information About the Proposed Business Combination
and Where to Find It.
In connection with the proposed business combination, a
registration statement on Form F-4 was filed by Athena Pubco with
the SEC on September 30, 2021. Once declared effective, the Form
F-4 will include a definitive proxy statement to be distributed to
holders of Spartan’s common stock in connection with Spartan’s
solicitation for proxies for the vote by Spartan’s stockholders in
connection with the proposed business combination and other matters
as described in the Form F-4, as well as a prospectus of Athena
Pubco relating to the offer of the securities to be issued in
connection with the completion of the business combination.
Spartan, Allego and Athena Pubco urge investors, stockholders and
other interested persons to read the Form F-4, including the proxy
statement/prospectus incorporated by reference therein, as well as
other documents filed with the SEC in connection with the proposed
business combination, as these materials contain important
information about Allego, Spartan, and the proposed business
combination. Such persons can also read Spartan’s final prospectus
dated February 8, 2021 (SEC File No. 333-252866), for a description
of the security holdings of Spartan’s officers and directors and
their respective interests as security holders in the consummation
of the proposed business combination. After the Form F-4 has been
filed and declared effective, the definitive proxy
statement/prospectus will be mailed to Spartan’s stockholders as of
a record date to be established for voting on the proposed business
combination. Stockholders will also be able to obtain copies of
such documents, without charge, once available, at the SEC’s
website at www.sec.gov, or by directing a request to: Spartan
Acquisition Corp. III, 9 West 57th Street, 43rd Floor, New York, NY
10019, or (212) 515-3200. These documents, once available, can also
be obtained, without charge, at the SEC’s web site
(http://www.sec.gov).
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN
APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY
AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS
OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION
CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
Participants in the Solicitation.
Spartan, Allego, Athena Pubco and their respective directors,
executive officers and other members of their management and
employees, under SEC rules, may be deemed to be participants in the
solicitation of proxies of Spartan’s stockholders in connection
with the proposed business combination. Investors and security
holders may obtain more detailed information regarding the names,
affiliations and interests of Spartan’s directors and executive
officers in Spartan’s final prospectus dated February 8, 2021 (SEC
File No. 333-252866), which was filed with the SEC on February 10,
2021. Information regarding the persons who may, under SEC rules,
be deemed participants in the solicitation of proxies of Spartan’s
stockholders in connection with the proposed business combination
will be set forth in the proxy statement/prospectus for the
proposed business combination when available. Information
concerning the interests of Spartan’s, Athena Pubco’s and Allego’s
participants in the solicitation, which may, in some cases, be
different than those of Spartan’s, Athena Pubco’s and Allego’s
equity holders generally, will be set forth in the proxy
statement/prospectus relating to the proposed business combination
when it becomes available.
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For Allego Investors investors@allego.eu Media
allegoPR@icrinc.com
For Meridiam FTI Consulting
meridiamsc@fticonsulting.com
For Spartan Acquisition Corp. III Investors
info@spartanspacIII.com Media Communciations@apollo.com
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