The Port of Brownsville, Texas, the largest land-owning public port
authority in the United States, last month submitted an application
seeking $15 million in funding under the U.S. Department of
Transportation’s (“DOT”) Charging and Fueling Infrastructure
Discretionary Grant Program (“CFI”). Global Hydrogen Energy
LLC (“Global Hydrogen”) was selected as the Port’s private hydrogen
project development partner. Grant award decisions are
expected later this summer.
If selected by DOT for this competitive grant,
the Port and Global Hydrogen will work with a team of experienced
local partners to construct hydrogen infrastructure, capable
of generating and dispensing tons of hydrogen per day, which will
be made available to the Port’s tenants, to commercial businesses
and to the public. The low-carbon hydrogen produced by this
project has the potential to reduce net carbon dioxide (CO2)
emissions of the Port and end users of the hydrogen by up to
several thousand tons per year through its use as an energy carrier
for fleets of fuel-cell electric heavy duty vehicles, such as
long-haul trucks, transit buses, locomotive rail and refuse
collection trucks, which are transitioning to zero emission
powertrains.
The DOT’s competitive CFI program, created by
the Infrastructure Investment and Jobs Act, passed in 2021,
provides $2.5 billion over five years to deploy alternative fueling
infrastructure, such as hydrogen infrastructure, in publicly
accessible locations near population centers.
The Port of Brownsville, officially known as the
Brownsville Navigation District (the “BND”), holds the distinction
of being both the largest land-owning public port authority in the
United States and the nation’s only deep-water seaport located on
the U.S.-Mexico border. The BND is also a significant truck
and rail destination, as the nation’s 11th and 12th most-trafficked
port when measured by truck and commercial rail border crossings,
respectively. In 2021, the BND processed approximately 8.9 million
short tons of domestic and foreign cargo.
“Global Hydrogen is pleased to have been
selected as the Brownsville Navigation District’s private hydrogen
development partner and we look forward to continuing to work with
the Port’s Commissioners and executive leadership. If the BND is
selected for this grant, we believe establishing hydrogen
infrastructure in Brownsville will provide significant
opportunities for the public and other key constituents as we seek
to accelerate towards a zero emission transportation future,” said
William B. Nance, Founder and Chief Executive Officer of Global
Hydrogen.
Global Hydrogen, which seeks to be a leader in
the sustainable energy transition as a next-generation industrial
gas supplier, previously announced on May 15, 2023 that it had
entered into a definitive agreement for a business combination with
Dune Acquisition Corporation (Nasdaq: DUNEU, DUNE, DUNEW) (“Dune”),
a special purpose acquisition company, which would result in Global
Hydrogen becoming a publicly listed company. 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 The Nasdaq Capital Market under the new ticker
symbol “HGAS”.
About Global Hydrogen
Headquartered in New York and founded in 2023,
Global Hydrogen seeks to be a leader in the sustainable energy
transition as a next-generation industrial gas supplier. Global
Hydrogen is a 100% minority-owned business that targets both
privately and publicly-funded hydrogen development and carbon
recovery projects, including projects supported by local, county,
state, and national-level governments. 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. For additional information, visit
globalhydrogen.co.
About Dune Acquisition
Corporation
Dune Acquisition Corporation was founded by its
Chief Executive Officer, Carter Glatt, to effect a merger, capital
stock exchange, asset acquisition, stock purchase, reorganization
or similar business combination with one or more businesses.
Additional Information and Where to Find
It
The proposed business combination with Global
Hydrogen (the “Business Combination”) will be submitted to Dune’s
stockholders for their consideration. On July 17, 2023, Dune filed
with the Securities and Exchange Commission (the “SEC”) a revised
preliminary proxy statement (the “Revised Preliminary Proxy
Statement”) in connection with the proposed Business Combination.
This document does not contain all the information that should be
considered in regard to the proposed Business Combination
and is not intended to form the basis of any investment
decision or any other decision in respect of the proposed Business
Combination. Dune’s stockholders, Global Hydrogen’s unitholders and
other interested persons are advised to read the Revised
Preliminary Proxy Statement and any further amendments thereto and
the definitive proxy statement and other documents filed in
connection with the proposed Business Combination, when available,
as these materials contain, and will contain, as applicable,
important information about Global Hydrogen, Dune and the proposed
Business Combination. When available, the definitive proxy
statement and other relevant materials for the proposed Business
Combination will be mailed to stockholders of Dune as of a record
date to be established for voting on the proposed Business
Combination. Dune stockholders and Global Hydrogen unitholders are
also able to obtain copies of the Revised Preliminary Proxy
Statement, and will be able to obtain copies of the definitive
proxy statement and other documents filed with the SEC, when
available, without charge, at the SEC’s website at www.sec.gov, or
by directing a request to Dune’s secretary at 700 S. Rosemary
Avenue, Suite 204, West Palm Beach, FL 33401, (917) 742-1904.
Participants in
Solicitation
Dune and its directors and executive officers
may be deemed participants in the solicitation of proxies from
Dune’s stockholders with respect to the proposed Business
Combination. A list of the names of those directors and executive
officers and a description of their interests in Dune is contained
in Dune’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2022, which was filed with the SEC on April 10, 2023,
as amended by Amendment No. 1 to Dune’s Annual Report on Form
10-K/A, which was filed with the SEC on July 17, 2023, each of
which is available free of charge at the SEC’s website at
www.sec.gov. To the extent such holdings of Dune’s securities may
have changed since that time, such changes have been or will be
reflected on Statements of Change in Ownership on Form 4 filed with
the SEC. Additional information regarding the interests of such
participants is contained in the Revised Preliminary Proxy
Statement, and will be contained in any further amendments to the
Revised Preliminary Proxy Statement and the definitive proxy
statement and other documents filed in connection with the proposed
Business Combination, when available. These documents can be
obtained free of charge from the sources indicated above.
Global Hydrogen and its managers and executive
officers may also be deemed to be participants in the solicitation
of proxies from Dune’s stockholders with respect to the proposed
Business Combination. A list of the names of such managers and
executive officers and information regarding their interests in the
proposed Business Combination are contained in the Revised
Preliminary Proxy Statement, and will be contained in any further
amendments to the Revised Preliminary Proxy Statement and the
definitive proxy statement and other documents filed in connection
with the proposed Business Combination, when available.
Cautionary Note Regarding Forward-Looking
Statements
This press release contains certain
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995. Forward-looking
statements may be identified by the use of words such as
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”
“intend,” “may,” “might,” “plan,” “possible,” “potential,”
“predict,” “project,” “should,” “would,” “will,” “shall,” “seek,”
“result,” “become,” “target” or other similar expressions that
predict or indicate future events or trends or that are not
statements of historical matters, but the absence of these words
does not mean a statement is not forward looking. Indications of,
and guidance or outlook on, future earnings, dividends or financial
position or performance are also forward-looking statements. These
forward-looking statements include, but are not limited to: (1)
references with respect to the anticipated benefits of the proposed
Business Combination and inferences of closing timing; (2) the
anticipated benefits and expected timing of the grant award
decisions in connection with the BND’s funding application to DOT;
(3) current and future potential commercial and customer
relationships; and (4) anticipated demand for the combined
company’s product and service offerings. These statements are based
on various assumptions, whether or not identified in this press
release, and on the current expectations of Dune’s and Global
Hydrogen’s management and are not predictions of actual
performance. 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.
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.
Forward-looking statements are predictions, projections and other
statements about future events that are based on current
expectations and assumptions and, as a result, are subject to risks
and uncertainties. Most of these factors are outside Dune’s and
Global Hydrogen’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 definitive Unit Purchase
Agreement dated May 14, 2023 governing the Business Combination
between Dune and Global Hydrogen (the “Purchase Agreement”); (ii)
the outcome of any legal proceedings that may be instituted against
Dune and Global Hydrogen following the announcement of the Purchase
Agreement and the transactions contemplated thereby; (iii) the
inability of the parties to timely or successfully complete the
proposed Business Combination, including due to failure to obtain
approval of the stockholders of Dune, redemptions by Dune’s
stockholders, certain regulatory approvals or the satisfaction of
other conditions to closing in the Purchase Agreement; (iv) risks
relating to the uncertainty of the projected financial information
with respect to Global Hydrogen; (v) the occurrence of any event,
change or other circumstance that could give rise to the
termination of the Purchase Agreement or could otherwise cause the
transaction to fail to close; (vi) the impact of the COVID-19
pandemic on Global Hydrogen’s business and/or the ability of the
parties to complete the proposed Business Combination; (vii) the
inability to maintain the listing of Dune’s shares on The Nasdaq
Capital Market following the proposed Business Combination; (viii)
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; (ix) the ability
to recognize the anticipated benefits of the proposed Business
Combination, which may be affected by, among other things,
competition, the ability of Global Hydrogen to grow and manage
growth profitably, sell and expand its product and service
offerings, implement its growth strategy and retain its key
employees; (x) risks relating to Global Hydrogen’s operations and
business, including the combined company’s ability to raise
financing, hire employees, secure supplier, customer and other
commercial contracts, obtain licenses and information technology
and protect itself against cybersecurity risks; (xi) intense
competition and competitive pressures from other companies
worldwide in the industries in which the combined company will
operate; (xii) litigation and the ability to adequately protect the
combined company’s intellectual property rights; (xiii) costs
related to the proposed Business Combination; (xiv) changes in
applicable laws or regulations; and (xv) the possibility that
Global Hydrogen or Dune may be adversely affected by other
economic, business and/or competitive factors. The foregoing list
of factors is not exhaustive, and there may be additional risks
that neither Dune nor Global Hydrogen presently know or that Dune
and Global Hydrogen currently believe are immaterial that could
also cause actual results to differ from those contained in the
forward-looking statements. Additional information concerning
certain of these and other risk factors is contained in Dune’s most
recent filings with the SEC, including Dune’s Annual Report on Form
10-K for the fiscal year ended December 31, 2022, which was filed
with the SEC on April 10, 2023, as amended by Amendment No. 1 to
Dune’s Annual Report on Form 10-K/A, which was filed with the SEC
on July 17, 2023, and in those documents that Dune has filed, or
will file, with the SEC. These filings identify and address other
important risks and uncertainties that could cause actual events
and results to differ materially from those contained herein. In
addition, forward-looking statements reflect Dune’s and Global
Hydrogen’s expectations, plans or forecasts of future events and
views as of the date of this press release. Dune and Global
Hydrogen anticipate that subsequent events and developments will
cause Dune’s and Global Hydrogen’s assessments to change. All
subsequent written and oral forward-looking statements concerning
Dune and Global Hydrogen, the transactions related to the proposed
Business Combination or other matters attributable to Dune, Global
Hydrogen 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.
While Dune and Global Hydrogen may elect to update these
forward-looking statements at some point in the future, each of
Dune and Global Hydrogen 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. These forward-looking statements should not be
relied upon as representing Dune’s and Global Hydrogen’s
assessments as of any date subsequent to the date of this press
release. Accordingly, undue reliance should not be placed upon the
forward-looking statements.
Contacts
Dune Acquisition Corporationir@duneacq.com(917)
742-1904
William B. NanceGlobal Hydrogen Energy
LLCir@globalhydrogen.co
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