Filed by Star Peak Energy Transition Corp. pursuant
to
Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: Star Peak Energy Transition
Corp.
Commission File No. 001-39455
Star Peak Energy Transition Corp. Reminds Stockholders
to Vote in Favor of Business Combination with Stem, Inc.
April 21, 2021, Evanston, Ill. –
Star Peak Energy Transition Corp. (“Star Peak” or “the Company”) (NYSE: STPK), a publicly traded special purpose
acquisition company, reminds its holders of common stock to vote in favor of the approval of the Company’s proposed business combination
with Stem, Inc. (“Stem”), a global leader in artificial intelligence (AI)-driven clean energy storage systems, and the related
proposals to be voted upon at the Company’s virtual Special Meeting on April 27, 2021.
The Special Meeting to approve the pending business
combination is scheduled for Tuesday, April 27, 2021, at 11:00 a.m. ET. It will be completely virtual and conducted via live webcast
via the following link: https://www.cstproxy.com/starpeakcorp/2021. Holders of Star Peak’s shares of common stock at the
close of business on the record date of March 4, 2021 are entitled to notice of the virtual Special Meeting and should vote before 11:59
p.m. ET on April 26, 2021.
If the proposals at the Special Meeting are approved,
the parties anticipate that the business combination will close shortly thereafter, subject to the satisfaction or waiver (as applicable)
of all other closing conditions.
It remains important that all holders who owned
Star Peak common stock as of March 4, 2021 – even if they have since sold – vote by the April 26, 2021 deadline to ensure
the deal proceeds in a timely manner.
There are three ways to vote: online, via telephone
or by mail. More information on how to vote can be found at https://stpk.starpeakcorp.com/vote. Holders of Star Peak common
stock who need assistance voting or have questions regarding the Special Meeting may contact Star Peak’s proxy solicitor, Morrow
Sodali, toll-free at (877) 787-9239 or email Morrow Sodali at STPK.info@investor.morrowsodali.com.
About Stem
Stem provides solutions that address the challenges
of today’s dynamic energy market. By combining advanced energy storage solutions with Athena™, a world-class artificial intelligence
(AI)-powered analytics platform, Stem enables customers and partners to optimize energy use by automatically switching between battery
power, onsite generation and grid power. Stem’s solutions help enterprise customers benefit from a clean, adaptive energy infrastructure
and achieve a wide variety of goals, including expense reduction, resilience, sustainability, environmental and corporate responsibility
and innovation. Stem also offers full support for solar partners interested in adding storage to standalone, community or commercial solar
projects – both behind and in front of the meter.
Headquartered in Millbrae, Calif., Stem is directly
funded by a consortium of leading investors including Activate Capital, Angeleno Group, BNP Paribas, Constellation Technology Ventures,
Copec, Iberdrola (Inversiones Financieras Perseo), GE Ventures, Magnesium Capital, Mithril Capital Management, Mitsui & Co. LTD.,
Ontario Teachers’ Pension Plan, RWE Supply & Trading, Temasek and Total Energy Ventures. For more information, visit www.stem.com.
About Star Peak Energy Transition Corp.
Star Peak is a blank check company incorporated
in Delaware for the purpose of effecting a merger, capital stock exchange, asset acquisition, share purchase, reorganization or similar
business combination with one or more businesses. Star Peak is led by a management team with extensive experience investing in the energy,
energy infrastructure and renewables sectors, including Chairman, Michael Morgan and Chief Executive Officer, Eric Scheyer. Michael Morgan
is Chairman and Chief Executive Officer at Triangle Peak Partners LP and currently serves as a director of Sunnova Energy International
(NYSE: NOVA) and lead director of Kinder Morgan, Inc. (NYSE: KMI), one of the largest energy infrastructure companies in North America,
a company he joined at its founding in 1997. Eric Scheyer is a Partner at Magnetar and has served as the Head of the Magnetar Energy
and Infrastructure Group since its inception in 2005. For more information, visit https://stpk.starpeakcorp.com/.
Additional Information
This communication is being made in respect of
a proposed merger transaction (the “proposed transactions”) involving Star Peak and Stem. The proposed transactions will be
submitted to stockholders of Star Peak for their consideration and approval at a special meeting of stockholders. In connection with the
proposed transactions, Star Peak has filed a Registration Statement on Form S-4 (the “Registration Statement”) with the Securities
and Exchange Commission (“SEC”), which includes a definitive proxy statement / prospectus / written consent solicitation that
has been distributed to Star Peak stockholders in connection with Star Peak’s solicitation for proxies for the vote by Star Peak’s
stockholders in connection with the proposed transactions and other matters as described in such Registration Statement, as well as the
prospectus relating to the offer of the securities. Star Peak has mailed a definitive proxy statement / prospectus / written consent solicitation
and other relevant documents to its stockholders as of the record date established for voting on the proposed transactions. Investors
and security holders of Star Peak are advised to read the definitive proxy statement / prospectus / written consent solicitation in connection
with Star Peak’s solicitation of proxies for its special meeting of stockholders to be held to approve the proposed transaction
because the proxy statement / prospectus / written consent solicitation contains important information about the proposed transaction
and the parties to the proposed transaction. Stockholders may also obtain copies of the definitive proxy statement / prospectus / written
consent solicitation, without charge at the SEC’s website at www.sec.gov or by directing a request to: Star Peak Energy Transition
Corp., 1603 Orrington Ave., 13 Floor Evanston, IL 60201.
This communication does not constitute an offer
to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale
of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements
of Section 10 of the Securities Act.
Participants in the Solicitation
Star Peak and Stem and their respective directors,
executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation
of proxies of Star Peak’s stockholders in connection with the proposed transaction. Information regarding the persons who may, under
SEC rules, be deemed participants in the solicitation of Star Peak s stockholders in connection with the proposed business combination
is set forth in Star Peak’s registration statement / proxy statement that has been filed with the SEC. Investors and security holders
may obtain more detailed information regarding the names and interests in the proposed transaction of Star Peak’s directors and
officers in Star Peak’s filings with the SEC, and such information is also in the Registration Statement that has been filed with
the SEC by Star Peak, which includes the definitive proxy statement / prospectus / written consent solicitation of Star Peak for the proposed
transaction.
Forward-Looking Statements
Certain statements in this communication may be
considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events of Star Peak or Stem’s
future financial or operating performance. For example, projections of future revenue and other metrics are forward-looking statements.
In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,”
“intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,”
“or“ or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject
to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such
forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable
by Star Peak and its management, and Stem and its management, as the case may be, are inherently uncertain factors that may cause actual
results to differ materially from current expectations include, but are not limited to: 1) the occurrence of any event, change or other
circumstances that could give rise to the termination of the definitive merger agreement with respect to the business combination; 2)
the outcome of any legal proceedings that may be instituted against Star Peak, the combined company or others following the announcement
of the business combination and any definitive agreements with respect thereto; 3) the inability to complete the business combination
due to the failure to obtain approval of the stockholders of Star Peak, to obtain financing to complete the business combination or to
satisfy other conditions to closing; 4) changes to the proposed structure of the business combination that may be required or appropriate
as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the business combination; 5) the ability
to meet the New York Stock Exchange’s listing standards following the consummation of the business combination; 6) the risk that
the business combination disrupts current plans and operations of Stem as a result of the announcement and consummation of the business
combination; 7) the ability to recognize the anticipated benefits of the business combination, which may be affected by, among other things,
competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers
and retain its management and key employees; 8) costs related to the business combination; 9) changes in applicable laws or regulations;
10) the possibility that Stem or the combined company may be adversely affected by other economic, business and/or competitive factors;
11) Stem’s estimates of its financial performance; 12) the impact of the novel coronavirus disease pandemic and its effect on business
and financial conditions; and 13) other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary
Note Regarding Forward-Looking Statements” in Star Peak’s Annual Report on Form 10-K for the year ended December 31, 2020.
Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein
will be achieved or that any of the contemplated results of such forward looking statements will be achieved. You should not place undue
reliance on forward-looking statements, which speak only as of the date they are made. Neither Star Peak nor Stem undertakes any duty
to update these forward-looking statements, except as otherwise required by law.
Contacts
Investor Contact – Stem
Ted
Durbin, Stem, Inc.
Marc Silverberg, ICR, Inc.
IR@stem.com
Media Contact – Stem
Cory
Ziskind, ICR, Inc.
stemPR@icrinc.com
Star Peak
Tricia Quinn
Courtney Kozel
info@starpeakcorp.com
847
905 4400
Source: Star Peak Energy Transition Corp.
Star Peak Energy Transit... (NYSE:STPK)
Historical Stock Chart
From Mar 2024 to Apr 2024
Star Peak Energy Transit... (NYSE:STPK)
Historical Stock Chart
From Apr 2023 to Apr 2024