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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Zimmer Energy Transition Acquisition Corp - Class A
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
| June 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-40500 ZIMMER ENERGY TRANSITION ACQUISITION CORP. (Exact name of registra |
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| June 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Zimmer Energy Transition Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 989570106 (CUSIP NUMBER) Barbara Burger Zimmer Partners, LP 9 West 57th Street, 33rd Floor New York, NY 10019 (21 |
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| June 5, 2023 |
Exhibit 99.1 Zimmer Energy Transition Acquisition Corp. Announces Redemption of Public Shares and Subsequent Dissolution NEW YORK-(June 2, 2023)-Zimmer Energy Transition Acquisition Corp. (the “Company”) (NASDAQ: ZTAQU; ZT; ZTAQW) today announced that it will redeem all of its outstanding shares of common stock that were included in the units issued in its initial public offering (the “public shar |
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| June 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2023 ZIMMER ENERGY TRANSITION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40500 86-2286053 (State or other jurisdiction of incorporat |
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| May 12, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40500 ZIMMER ENERGY |
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| April 13, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40500 ZIMMER ENE |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC File Number: 001-40500 CUSIP Number: 989570 106; 989570 114; 989570 205 (Check one): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2022 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transitio |
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| November 14, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 12, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 13, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 29, 2022 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 29, 2022 |
Description of Securities of Zimmer Energy Transition Acquisition Corp. Exhibit 4.5 DESCRIPTION OF SECURITIES The following is a summary of the material terms of our securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), as of December 31, 2021, and provisions of our amended and restated certificate of incorporation and bylaws. The summary is subject to and qualified in its entirety by reference to our amended a |
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| February 14, 2022 |
ZT / Zimmer Energy Transition Acquisition Corp. Class A / Covalis Capital Llp Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2022 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zimmer Energy Transition Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 989570106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| February 14, 2022 |
ZT / Zimmer Energy Transition Acquisition Corp. Class A / Slate Path Capital LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2021 ZIMMER ENERGY TRANSITION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40500 86-2286053 (State or other jurisdiction |
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| November 12, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 16, 2021 |
Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 5, 2021 |
EX-99.1 2 tm2124089d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Zimmer Energy Transition Acquisition Corp. Announces the Separate Trading of its Shares of Class A Common Stock and Warrants Commencing August 6, 2021 New York, August 5, 2021 – Zimmer Energy Transition Acquisition Corp. (the “Company”) (NASDAQ: ZTAQU) announced that, commencing August 6, 2021, holders of the 34,500,000 units sold in the Co |
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| August 5, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2021 ZIMMER ENERGY TRANSITION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40500 86-2286053 (State or other jurisdiction of |
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| July 30, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40500 ZIMMER ENERGY |
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| June 29, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zimmer Energy Transition Acquisition Corp. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 989570 205 (CUSIP Number) June 18, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropri |
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| June 28, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Zimmer Energy Transition Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 989570205** (CUSIP Number) June 18, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to de |
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| June 25, 2021 |
ZTAQU / Zimmer Energy Transition Acquisition Corp. Units / Zimmer Partners, LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Zimmer Energy Transition Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 989570106 (CUSIP NUMBER) Barbara Burger Zimmer Partners, LP 9 West 57th Street, 33rd Floor New York, NY 10019 (212 |
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| June 24, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2021 ZIMMER ENERGY TRANSITION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40500 86-2286053 (State or other jurisdiction of i |
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| June 24, 2021 |
ZIMMER ENERGY TRANSITION ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT EX-99.1 2 tm2120337d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 ZIMMER ENERGY TRANSITION ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of June 18, 2021 F-3 Notes to Financial Statement F-4 F-1 Report of Independent Registered Public Accounting Firm Stockholders and Board of Directors Zimmer Energy Transition Acquisition C |
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| June 21, 2021 |
Exhibit 10.7 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this ?Agreement?) is entered into as of June 11, 2021, by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Bluescape Resources Company LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the Company was incorporated for the purpose of effecting a merger, capit |
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| June 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2021 ZIMMER ENERGY TRANSITION ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40500 86-2286053 (State or other jurisdiction of i |
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| June 21, 2021 |
Exhibit 10.3 June 15, 2021 Zimmer Energy Transition Acquisition Corp. 9 West 57th Street 33rd Floor New York, NY 10019 (212) 710-2347 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and among Zimmer Energy Transition Acquisition Corp., |
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| June 21, 2021 |
Exhibit 4.1 WARRANT AGREEMENT between ZIMMER ENERGY TRANSITION ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of June 15, 2021, is by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warra |
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| June 21, 2021 |
Exhibit 99.2 Zimmer Energy Transition Acquisition Corp. Announces Closing of $345 Million Initial Public Offering Including Full Exercise of Underwriters? Over-Allotment Option NEW YORK ? (BUSINESS WIRE)?Zimmer Energy Transition Acquisition Corp. (Nasdaq:ZTAQU) (the ?Company?), a blank check company led by Stuart J. Zimmer, today announced the closing of its initial public offering of 34,500,000 u |
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| June 21, 2021 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of June 15, 2021, is made and entered into by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), ZETA Sponsor LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under Holders on the signature page hereto (ea |
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| June 21, 2021 |
Exhibit 10.1 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of June 15, 2021 by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, Fil |
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| June 21, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ZIMMER ENERGY TRANSITION ACQUISITION CORP. June 15, 2021 Zimmer Energy Transition Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Zimmer Energy Transition Acquisition Corp.?. The original certificate |
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| June 21, 2021 |
Exhibit 10.4 Zimmer Energy Transition Acquisition Corp. 9 West 57th Street, 33rd Floor New York, NY 10019 June 15, 2021 Zimmer Partners, LP 9 West 57th Street, 33rd Floor New York, NY 10019 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Zimmer Partners, LP, a De |
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| June 21, 2021 |
Exhibit 10.6 FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this ?Agreement?) is entered into as of June 11, 2021, by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and ZP Master Utility Fund, Ltd., a Cayman Islands exempted limited company (the ?Purchaser?). WHEREAS, the Company was incorporated for the purpose of effecting a merger, cap |
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| June 21, 2021 |
Zimmer Energy Transition Acquisition Corp. Announces Pricing of $300 Million Initial Public Offering Exhibit 99.1 Zimmer Energy Transition Acquisition Corp. Announces Pricing of $300 Million Initial Public Offering NEW YORK-(BUSINESS WIRE) ? Zimmer Energy Transition Acquisition Corp. (the ?Company?), a blank check company led by Stuart J. Zimmer, today announced the pricing of its initial public offering of 30,000,000 units at a price of $10.00 per unit. The units will be listed for trading on Th |
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| June 21, 2021 |
Exhibit 1.1 30,000,000 Units Zimmer Energy Transition Acquisition Corp. UNDERWRITING AGREEMENT June 15, 2021 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 As Representatives of the several Underwriters listed in Schedule I to the Agreement Ladies and Gentlemen: 1. Introductory. Zimmer Energy Transition |
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| June 21, 2021 |
EX-10.5 9 tm218925d13ex10-5.htm EXHIBIT 10.5 exhibit 10.5 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of June 15, 2021 by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), and (“Indemnitee”). RECITALS WHEREAS, the Board of Directors of the Company (the “Board”) has determined that it is reasonable, prudent and nec |
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| June 17, 2021 |
ZIMMER ENERGY TRANSITION ACQUISITION CORP. 30,000,000 Units TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(4) ?Registration No. 333-254940? PROSPECTUS $300,000,000 ZIMMER ENERGY TRANSITION ACQUISITION CORP. 30,000,000 Units Zimmer Energy Transition Acquisition Corp. 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 mo |
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| June 14, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ZIMMER ENERGY TRANSITION ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 86-2286053 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 9 West 5 |
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| June 7, 2021 |
Form of Forward Purchase Agreement between the Registrant and Bluescape Resources Company LLC.* Exhibit 10.10 FORM OF FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this ?Agreement?) is entered into as of [], 2021, by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Bluescape Resources Company LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the Company was incorporated for the purpose of effecting a merger, c |
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| June 7, 2021 |
Form of Letter Agreement among the Registrant and its officers and directors and sponsor.* Exhibit 10.2 [?], 2021 Zimmer Energy Transition Acquisition Corp. 9 West 57th Street 33rd Floor New York, NY 10019 (212) 710-2347 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and among Zimmer Energy Transition Acquisition Corp., a D |
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| June 7, 2021 |
Form of Underwriting Agreement.* EX-1.1 2 tm218925d7ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 30,000,000 Units Zimmer Energy Transition Acquisition Corp. UNDERWRITING AGREEMENT [•], 2021 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 As Representatives of the several Underwriters listed in Schedule I to the Agreement Ladies and Gentlemen: 1. In |
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| June 7, 2021 |
Form of Forward Purchase Agreement between the Registrant and ZP Master Utility Fund, Ltd.* Exhibit 10.9 FORM OF FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this ?Agreement?) is entered into as of [?], 2021, by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and ZP Master Utility Fund, Ltd., a Cayman Islands exempted limited company (the ?Purchaser?). WHEREAS, the Company was incorporated for the purpose of effecting a merger, |
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| June 7, 2021 |
Form of Registration Rights Agreement among the Registrant and certain security holders.* EX-10.4 7 tm218925d7ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), ZETA Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties liste |
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| June 7, 2021 |
Exhibit 10.3 FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [?], 2021 by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, |
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| June 7, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.* Exhibit 4.4 FORM OF WARRANT AGREEMENT between ZIMMER ENERGY TRANSITION ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [?], 2021, is by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?W |
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| June 7, 2021 |
As filed with the U.S. Securities and Exchange Commission on June 7, 2021 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on June 7, 2021 Registration No. 333-254940? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? Zimmer Energy Transition Acquisition Corp. (Exact name of registrant as specified in its charter) ? Delaware (State |
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| May 17, 2021 |
Form of Forward Purchase Agreement between the Registrant and Bluescape Resources Company LLC.* Exhibit 10.10 FORM OF FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this ?Agreement?) is entered into as of [], 2021, by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Bluescape Resources Company LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the Company was incorporated for the purpose of effecting a merger, c |
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| May 17, 2021 |
As filed with the U.S. Securities and Exchange Commission on May 14, 2021 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on May 14, 2021 Registration No. 333-254940? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? Zimmer Energy Transition Acquisition Corp. (Exact name of registrant as specified in its charter) ? Delaware (State |
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| May 17, 2021 |
EX-10.6 3 tm218925d4ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of May 6, 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), and ZETA Sponsor LLC, a Delaware limited lia |
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| April 1, 2021 |
Consent of Kimberly M. Blank.** EX-99.3 23 tm218925d2ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE In connection with the filing by Zimmer Energy Transition Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 under the Securities Act, to b |
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| April 1, 2021 |
Form of Audit Committee Charter.** Exhibit 99.1 FORM OF CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF ZIMMER ENERGY TRANSITION ACQUISITION CORP. I. PURPOSE The Audit Committee (the ?Committee?) is appointed by the Board of Directors (the ?Board?) of Zimmer Energy Transition Acquisition Corp. (the ?Company?) to oversee the accounting and financial reporting processes of the Company and the audits of the Company?s finan |
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| April 1, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and sponsor.** Exhibit 10.6 FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, effective as of [?], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and ZETA Sponsor LLC, a Delaware limited liability company (the ?Purchaser?). WHER |
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| April 1, 2021 |
EX-10.3 12 tm218925d2ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2021 by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the |
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| April 1, 2021 |
Form of Letter Agreement among the Registrant and its officers and directors and sponsor.** Exhibit 10.2 [?], 2021 Zimmer Energy Transition Acquisition Corp. 9 West 57th Street 33rd Floor New York, NY 10019 (212) 710-2347 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and among Zimmer Energy Transition Acquisition Corp., a D |
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| April 1, 2021 |
Form of Registration Rights Agreement among the Registrant and certain security holders.** EX-10.4 13 tm218925d2ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 FORM OF REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), ZETA Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties list |
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| April 1, 2021 |
Specimen Class A Common Stock Certificate.** EX-4.2 7 tm218925d2ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 NUMBER C-[●] SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [●] ZIMMER ENERGY TRANSITION ACQUISITION CORP. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF ZIMMER ENERGY TRANSITION AC |
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| April 1, 2021 |
Form of Compensation Committee Charter.** Exhibit 99.2 form of CHARTER OF THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF ZIMMER ENERGY TRANSITION ACQUISITION corp. I. PURPOSES The Compensation Committee (the ?Committee?) is appointed by the Board of Directors (the ?Board?) of Zimmer Energy Transition Acquisition Corp. (the ?Company?) for the purposes of (a) discharging the Board?s responsibilities relating to the compensation of |
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| April 1, 2021 |
Promissory Note, dated as of March 12, 2021, issued to sponsor by the Registrant.** EX-10.1 10 tm218925d2ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 Execution Version THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASO |
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| April 1, 2021 |
TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on March 31, 2021 Registration No. 333-????? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ? Zimmer Energy Transition Acquisition Corp. (Exact name of registrant as specified in its charter) ? Delaware (State or Other Jurisdict |
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| April 1, 2021 |
Certificate of Incorporation of the Registrant.** EX-3.1 3 tm218925d2ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF Zimmer energy transition acquisition corp. February 25, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (the “Certificate”), and does hereby certify as follows: Article I NAME The name of the corp |
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| April 1, 2021 |
Exhibit 14.1 FORM OF CODE OF ETHICS OF ZIMMER ENERGY TRANSITION ACQUISITION CORP. 1. Introduction The Board of Directors of Zimmer Energy Transition Acquisition Corp. (the ?Board?) has adopted this code of ethics (this ?Code?), as amended from time to time by the Board and which is applicable to all of the Company?s (and its subsidiaries?) directors, officers and employees (to the extent that empl |
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| April 1, 2021 |
Specimen Warrant Certificate.** Exhibit 4.3 [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW ZIMMER ENERGY TRANSITION ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP [?] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, |
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| April 1, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.** Exhibit 4.4 FORM OF WARRANT AGREEMENT between ZIMMER ENERGY TRANSITION ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this ?Agreement?), dated as of [?], 2021, is by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?W |
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| April 1, 2021 |
Exhibit 99.4 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE In connection with the filing by Zimmer Energy Transition Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of direc |
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| April 1, 2021 |
Securities Subscription Agreement, dated March 12, 2021, between the Registrant and sponsor.** Exhibit 10.5 Execution Version Zimmer Energy Transition Acquisition Corp. 9 West 57th Street, 33rd Floor New York, NY 10019 March 12, 2021 ZETA Sponsor LLC 9 West 57th Street, 33rd Floor New York, NY 10019 RE: Securities Subscription Agreement Ladies and Gentlemen: Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), is pleased to accept the offer ZETA Sponsor LLC (t |
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| April 1, 2021 |
Consent of Benjamin M. Fink.** Exhibit 99.5 CONSENT TO BE NAMED AS A DIRECTOR NOMINEE In connection with the filing by Zimmer Energy Transition Acquisition Corp. of the Registration Statement on Form S-1 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the ?Securities Act?), I hereby consent, pursuant to Rule 438 under the Securities Act, to being named as a nominee to the board of direc |
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| April 1, 2021 |
Exhibit 4.1 NUMBER OF UNITS U-[?] SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [?] ZIMMER ENERGY TRANSITION ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-THIRD OF ONE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) share of Class A common s |
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| April 1, 2021 |
Exhibit 3.3 BYLAWS OF ZIMMER ENERGY TRANSITION ACQUISITION cORP. (THE ?CORPORATION?) March 31, 2021 Article I OFFICES Section 1.1. Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporat |
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| April 1, 2021 |
Form of Amended and Restated Certificate of Incorporation.** EX-3.2 4 tm218925d2ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ZIMMER ENERGY TRANSITION ACQUISITION CORP. [●], 2021 Zimmer Energy Transition Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Zimmer Energy Transition |
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| April 1, 2021 |
Form of Underwriting Agreement.** Exhibit 1.1 35,000,000 Units Zimmer Energy Transition Acquisition Corp. UNDERWRITING AGREEMENT [?], 2021 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 As Representatives of the several Underwriters listed in Schedule I to the Agreement Ladies and Gentlemen: 1. Introductory. Zimmer Energy Transition Acqu |
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| April 1, 2021 |
Form of Forward Purchase Agreement between the Registrant and ZP Master Utility Fund, Ltd.** EX-10.9 18 tm218925d2ex10-9.htm EXHIBIT 10.9 Exhibit 10.9 FORM OF FORWARD PURCHASE AGREEMENT This Forward Purchase Agreement (this “Agreement”) is entered into as of [∙], 2021, by and among Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), and ZP Master Utility Fund, Ltd., a Cayman Islands exempted limited company (the “Purchaser”). WHEREAS, the Company was incorp |
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| April 1, 2021 |
Form of Indemnity Agreement.** exhibit 10.7 FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [?] by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS WHEREAS, the Board of Directors of the Company (the ?Board?) has determined that it is reasonable, prudent and necessary for the Company contractually to obligate itself |
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| April 1, 2021 |
Form of Administrative Services Agreement.** Exhibit 10.8 Zimmer Energy Transition Acquisition Corp. 9 West 57th Street, 33rd Floor New York, NY 10019 [?], 2021 Zimmer Partners, LP 9 West 57th Street, 33rd Floor New York, NY 10019 Re: Administrative Services Agreement Ladies and Gentlemen: This letter agreement by and between Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the ?Company?), and Zimmer Partners, LP, a Delawa |
