Global Hydrogen Energy LLC, which seeks to be a leader in the sustainable energy transition as a next-generation industrial gas supplier, and Dune Acquisition Corporation, a special purpose acquisition company, have entered into a definitive agreement for a business combination, which would result in Global Hydrogen becoming a publicly listed company, according to a news release.
The combined company will be called Global Gas Corporation upon the closing of the business combination and its common stock is expected to be listed on Nasdaq under the new ticker symbol “HGAS”.
The announcement follows the Madrid-based hydrogen platform H2B2 Electrolysis Technologies reaching a deal last week to go public in a SPAC deal with RMG Acquisition Corp. III, valued at $750m.
Headquartered in New York, Global Hydrogen is led by Founder and Chief Executive Officer William B. Nance, who has over a decade of hydrogen and industrial gas experience, according to the release.
Global Hydrogen is a 100% minority-owned business that targets both private and publicly-funded hydrogen development and carbon recovery projects, including projects supported by local, county, state, and national- level governments, the release says. Global Hydrogen primarily targets renewable waste as feedstock to generate the industrial gases it sells, and seeks arrangements with owners of wastewater treatment plants, food waste processing facilities, agricultural farms, and landfills as well as producers and distributors of renewable natural gas.
Nance, who is also a director at Dune Acquisition, commented, “The transition to a zero emission transportation future is underway. Global Hydrogen sees a large addressable market for hydrogen and carbon recovery infrastructure and rapidly growing demand for low carbon hydrogen and recovered carbon dioxide and oxygen. The partnership we announced with Dune will enable us to continue executing our strategy providing attractively priced energy carrier molecules near population centers, where they are needed most.”
Carter Glatt, founder and CEO of Dune, added, “We are excited to partner with William and Global Hydrogen as they tackle global decarbonization efforts by providing low carbon, clean hydrogen and carbon dioxide generated from local waste biogas and renewable feedstock. With both public and private sector support seeking to achieve net zero emission targets, Global Hydrogen is operating at the heart of powerful secular tailwinds and will be well-positioned to be a leader in the clean economy.”
Under the terms of the Unit Purchase Agreement, Dune will complete a business combination with Global Hydrogen at a pro forma combined enterprise value of approximately $112m (assuming no redemptions by Dune public stockholders and a Dune common share value of $10 per share). The Board of Directors of Dune has received an independent fairness opinion.
The Board of Directors of Dune and the managers and unitholders of Global Hydrogen have each unanimously approved the proposed business combination, which is expected to close in the second half of 2023 and remains subject to approval by Dune’s stockholders and customary closing conditions. Nance was recused from, and did not participate in, the consideration or approval of the proposed business combination by the Dune Board of Directors, the news release states.
Winston & Strawn LLP and Sidley Austin LLP are serving as legal advisors to Dune. Alston & Bird LLP is serving as legal advisor to Global Hydrogen.
