Allego Holding B.V. (“Allego” or the “Company”), a leading
pan-European electric vehicle charging network, which recently
announced its proposed business combination with Apollo-affiliated
Spartan Acquisition Corp. III, a publicly traded special purpose
acquisition company (NYSE: SPAQ) (“Spartan”), today announced that
its affiliate, Athena Pubco B.V. (“Athena Pubco”) filed a
registration statement on Form F-4 (the “Registration Statement”)
with the U.S. Securities and Exchange Commission (“SEC”) on
September 30, 2021.
The Registration Statement contains a preliminary proxy
statement/prospectus in connection with the previously announced
proposed business combination. While the Registration Statement has
not yet become effective and the information therein is subject to
change, it provides important information about Allego and Spartan,
as well as the proposed business combination.
In July 2021, Spartan entered into a business combination
agreement with Allego, pursuant to which, following consummation of
the business combination contemplated therein, the combined company
will be listed on the New York Stock Exchange (“NYSE”) under the
ticker symbol “ALLG”. Completion of the transaction is subject to
approval by Spartan’s stockholders, the Registration Statement
being declared effective by the SEC, and other customary closing
conditions.
Upon completion of the proposed business combination, Athena
Pubco is expected to receive approximately $702 million in total
gross proceeds from a combination of a fully committed PIPE
offering of $150 million, along with approximately $552 million of
cash held in trust, assuming no redemptions. The proceeds from the
proposed business combination will be used to fund the Company’s
future growth through the deployment of additional public electric
vehicle (“EV”) charging sites, as it focuses on delivering fast and
ultra-fast chargers and continues to build its technology moat, and
for general corporate purposes.
Allego is a leading EV charging company in Europe and has
deployed over 26,000 charging ports across 12,000 public and
private locations, spanning 12 European countries. The Company’s
charging network includes fast, ultra-fast, and AC charging
equipment. The Company takes a two-pronged approach to delivering
charging solutions by providing an owned and operated public
charging network with 100% renewable energy in addition to
providing charging solutions for business to business customers,
including leading retail and auto brands. The Company’s charging
solutions business provides design, installation, operations and
maintenance of chargers owned by third parties.
Allego’s chargers are open to all EV brands, with the ability to
charge light vehicles, vans and e-trucks, which promotes increasing
utilization rates across its locations. Allego has developed a rich
portfolio of partnerships with strategic partners, including
municipalities, more than 50 real estate owners and 15 OEMs. As
additional fleets shift to EVs, Allego expects to leverage its
expansive network of fast and ultra-fast chargers to service these
customers, which see above average use-rates.
Mathieu Bonnet, Chief Executive Officer of Allego, commented,
“We are pleased to have reached this next step in the transaction
process. The proceeds received from this transaction are expected
to accelerate our leadership position within the European EV
charging market as OEMs continuously look to replace traditional
internal combustion engines with EVs. Our expanded footprint will
help ease the automotive markets’ transition to EVs by providing
more accessibility to charging stations, all while maintaining a
strong financial position throughout the growth phase.”
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 (“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 NYSE 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. 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, when available, 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 will 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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version on businesswire.com: https://www.businesswire.com/news/home/20211006005940/en/
For Allego Investors investors@allego.eu Media
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Investors info@spartanspacIII.com Media
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