In connection with the consummation of the initial public offering, we entered into a
forward purchase agreement with our sponsor pursuant to which it agreed to purchase up to 25,000,000 Class A ordinary shares, plus up to 8,333,333 warrants, for a purchase price of $10.00 per forward purchase unit, or an aggregate purchase
price of up to $250,000,000 in a private placement that will close substantially concurrently with the closing of our initial business combination. Our sponsor will purchase a number of forward purchase units that will result in gross proceeds to us
necessary to enable us to consummate our initial business combination and pay related fees and expenses, after first applying amounts available to us from the trust account (after paying the deferred underwriting discounts and commissions and giving
effect to any redemptions of public shares) and any other financing source obtained by us for such purpose at or prior to the consummation of our initial business combination, plus any additional amounts mutually agreed by us and our sponsor to be
retained by the post-business combination company for working capital or other purposes. Our sponsors obligation to purchase forward purchase units is conditioned on, among other things, our completing an initial business combination with a
company engaged in a business that is within the investment objectives of CIEP and on the business combination (including the target assets or business, and the terms of the business combination) being reasonably acceptable to CIEP. The investment
objective of CIEP is to make equity investments in energy companies (excluding power generation, transmission and renewable energy) that are primarily based or operating outside of North America. In addition, the forward purchase agreement provides
that without the consent of our sponsor, we may not issue any securities in connection with our initial business combination other than the forward purchase securities.
In determining whether a business combination target is reasonably acceptable to CIEP, we expect that CIEP would consider many of the same
criteria as we will consider, but will consider whether the investment is an appropriate investment for CIEP.
We currently maintain our
executive offices at 1001 Pennsylvania Avenue N.W., Suite 220 South, Washington, D.C. 20004. The cost for our use of this space is included in the up to $20,000 per month fee we will pay to our sponsor for office space, administrative and support
services, commencing on the date that our securities are first listed on the NYSE. Upon completion of our initial business combination or our liquidation, we will cease paying these monthly fees. During the year ended December 31, 2018, the fee
in connection with such services was $240,000.
Other than the monthly administrative fees, no compensation of any kind, including
finders fees, will be paid by us to our sponsor, officers and directors, or any of their respective affiliates, for services rendered prior to or in connection with the completion of an initial business combination. However, these individuals
will be reimbursed for any
out-of-pocket
expenses incurred in connection with activities on our behalf such as identifying potential target businesses and performing due
diligence on suitable business combinations. Our audit committee will review on a quarterly basis all payments that were made to our sponsor, officers, directors or our or their affiliates.
Our sponsor previously loaned to us $300,000. This loan was
non-interest
bearing and unsecured. The
loan was repaid in full in March 2018.
In addition, in order to finance transaction costs in connection with an intended initial business
combination, our sponsor, officers, directors or their respective affiliates may, but are not obligated to, loan us funds as may be required on a
non-interest
basis. If we complete an initial business
combination, we would repay such loaned amounts. In the event that our initial business combination does not close, we may use a portion of the working capital held outside the trust account to repay such loaned amounts but no proceeds from our
trust account would be used for such repayment. Up to $1,500,000 of such loans may be convertible into warrants of the post business combination entity at a price of $1.50 per warrant at the option of the lender. The warrants would be identical to
the private placement warrants. Prior to the completion of our initial business combination, we do not expect to seek loans from other third parties as we do not believe third parties will be willing to loan such funds and provide a waiver against
any and all rights to seek access to funds in our trust account. The terms of any such loans have not been determined, and no written agreement exists with respect thereto.
After our initial business combination, members of our management team who remain with us may be paid consulting, management or other fees
from the combined company with any and all amounts being fully disclosed to our shareholders, to the extent then known, in the proxy solicitation or tender offer materials, as applicable, furnished to our shareholders. It is unlikely the amount of
such compensation will be known at the time of distribution of such tender offer materials or at the time of a shareholder meeting held to consider our initial business combination, as applicable, as it will be up to the directors of the
post-combination business to determine executive and director compensation.
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