TLG One (NYSE:TLGA) announced in an 8-K this morning that it has signed a forward purchase agreement (FPA) with Meteora Capital Partners to support its combination with Electriq Power.
Meteora will purchase up to 9.9% of TLG One’s outstanding shares and may waive this ownership restriction at its discretion. In general, it will pay the combined company $3 million for its purchases within a day of the close of TLG One’s combination with Electriq Power.
From there on, Meteora may sell shares for prices of $6.67 or better in the first six months following close, or any price thereafter. It will not pay any early termination fees on shares sold in this fashion until proceeds cover the initial $3 million prepayment.
From then on, Meteora may terminate the FPA’s coverage of shares, sell them on the open market, and provide proceeds to the combined company at a price equal to the two-week VWAP of the shares going into the sale.
Once the agreement has matured, Meteora is to be paid either $0.75 per share in cash or $1 per share in shares for each share it still holds under the agreement absent any earlier terminations. Meteora has also agreed not to redeem 100,000 shares that it holds with an extension vote coming up at 10 am ET July 27.
As of July 21, TLG One shareholders had requested the redemption of 98.6% of the SPAC’s shares, but they may still reverse these decisions.
TLG One initially announced its $620 million combination with Electriq Power in November 2022. The West Palm Beach, Florida-based company provides intelligent energy storage and management solutions for residential and businesses across the US.
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