ClimateRock amends merger with GreenRock: reduces consideration, removes cash condition, extends deadline to May 2025

ClimateRock

Removed $15M minimum cash closing condition; outside date extended from March 31, 2024 to May 2, 2025.
Total consideration reduced from 44,658,000 to 32,000,000 Holdings ordinary shares; escrow shares cut to 4,000,000.
Escrow shares fully released if GreenRock FY2025 adjusted EBITDA reaches $25M; otherwise forfeited.
GreenRock must acquire TEP Renewables and WindshareFund entities (via Accretion) prior to closing.
Amendment executed November 6, 2024; deal structure revised to facilitate completion.

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