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| CIK | 1848020 |
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 Black Mountain Acquisition Cor Units, each consisting of one share of Class A common stock and three quarters of one warrant
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 7, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Black Mountain Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 09216A108 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designa |
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| February 7, 2024 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Black Mountain Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 09216A108 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) C |
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| January 19, 2024 |
SC 13G/A 1 p24-0124sc13ga.htm BLACK MOUNTAIN ACQUISITION CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Black Mountain Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 09216A108 (CUSIP Number) December 31, 2023 (Date of event which requires |
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| December 22, 2023 |
15-12G 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: 001-40907 Black Mountain Acquisition Corp. (Exact name of registrant |
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| December 12, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the Common Stock, Units, and Warrants (the "Securities") of Black Mountain Acquisition Corp. |
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| December 11, 2023 |
Black Mountain Acquisition Corp. Announces Anticipated Redemption of Public Shares and Dissolution Exhibit 99.1 Black Mountain Acquisition Corp. Announces Anticipated Redemption of Public Shares and Dissolution FORT WORTH, TX, December 5, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that it will redeem all of its outstanding shares of Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), sold as part of the units |
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| December 11, 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): December 5, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or |
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| November 20, 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): November 14, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation o |
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| November 20, 2023 |
Exhibit 99.1 Black Mountain Acquisition Corp. Announces Stockholder Approval of Extension of Deadline to Complete Initial Business Combination FORT WORTH, TX, November 17, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that its stockholders approved an extension of the date by which it has to consummate its initial business combination (the “D |
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| November 20, 2023 |
Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. November 17, 2023 Black Mountain 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 “Black Mountain Acquisition Corp.” The original certificate of incorporation of |
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| November 20, 2023 |
SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT Exhibit 10.2 SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This Second Amended and Restated Investment Management Trust Agreement (this “Agreement”) is made effective as of November 17, 2023 by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”) and amends an |
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| November 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 17, 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): November 16, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation o |
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| November 14, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 13, 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): November 13, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation o |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 8, 2023 |
Form of Non-Redemption Agreement EX-10.1 2 d590086dex101.htm EX-10.1 Exhibit 10.1 NON-REDEMPTION AGREEMENT This Non-Redemption Agreement (this “Agreement”) is entered as of [•], 2023 by and among Black Mountain Acquisition Corp., a Delaware corporation (“BMAC”), Black Mountain Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned investors (collectively, the “Investor”). RECITALS WHEREAS, the Spon |
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| November 8, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): November 8, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or |
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| October 24, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| October 13, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| October 13, 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): October 13, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or |
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| October 13, 2023 |
Exhibit 99.1 Black Mountain Acquisition Corp. Announces Extension of Deadline to Complete Initial Business Combination FORT WORTH, TX, October 13, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that its board of directors has elected to extend the date by which it has to consummate an initial business combination by one additional month from O |
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| October 13, 2023 |
Exhibit 10.1 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 PURPOSES 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE |
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| September 15, 2023 |
Exhibit 99.1 Black Mountain Acquisition Corp. Announces Extension of Deadline to Complete Initial Business Combination FORT WORTH, TX, September 14, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that its board of directors has elected to extend the date by which it has to consummate an initial business combination by one additional month from |
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| September 15, 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): September 14, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation |
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| September 15, 2023 |
Exhibit 10.1 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 PURPOSES 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE |
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| August 16, 2023 |
Exhibit 99.1 Black Mountain Acquisition Corp. Announces Extension of Deadline to Complete Initial Business Combination FORT WORTH, TX, August 16, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that its board of directors has elected to extend the date by which it has to consummate an initial business combination by one additional month from Au |
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| August 16, 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): August 16, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or |
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| August 16, 2023 |
EX-10.1 Exhibit 10.1 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 PURPOSES 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANC |
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| August 14, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ 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: 00 |
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| July 18, 2023 |
EX-10.1 Exhibit 10.1 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 PURPOSES 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANC |
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| July 18, 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): July 17, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or or |
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| July 18, 2023 |
EX-99.1 Exhibit 99.1 Black Mountain Acquisition Corp. Announces Extension of Deadline to Complete Initial Business Combination FORT WORTH, TX, July 18, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that its board of directors has elected to extend the date by which it has to consummate an initial business combination by one additional month f |
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| June 20, 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 16, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or or |
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| June 20, 2023 |
EX-10.1 Exhibit 10.1 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 PURPOSES 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANC |
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| June 20, 2023 |
Exhibit 99.1 Black Mountain Acquisition Corp. Announces Extension of Deadline to Complete Initial Business Combination FORT WORTH, TX, June 19, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that its board of directors has elected to extend the date by which it has to consummate an initial business combination by one additional month from June |
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| May 19, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ 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: 0 |
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| May 15, 2023 |
NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-40907 (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Rep |
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| May 2, 2023 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* BLACK MOUNTAIN ACQUISITION CORP. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 09216A 108 (CUSIP Number) April 10, 2023 (Date of Event Which Requires Filing of this Statement) Check the appro |
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| April 18, 2023 |
EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. April 17, 2023 Black Mountain 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 “Black Mountain Acquisition Corp.” The original certificate of incorporatio |
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| April 18, 2023 |
EX-10.2 Exhibit 10.2 AMENDED AND RESTATED INVESTMENT MANAGEMENT TRUST AGREEMENT This Amended and Restated Investment Management Trust Agreement (this “Agreement”) is made effective as of April 17, 2023 by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”) and amends and restate |
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| April 18, 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): April 14, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or o |
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| April 18, 2023 |
EX-10.1 Exhibit 10.1 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 PURPOSES 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANC |
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| April 18, 2023 |
EX-99.1 Exhibit 99.1 Black Mountain Acquisition Corp. Announces Stockholder Approval of Extension of Deadline to Complete Initial Business Combination FORT WORTH, TX, April 14, 2023 – Black Mountain Acquisition Corp. (the “Company”) (NYSE: BMAC, BMAC.U, BMAC WS) announced today that its stockholders approved an extension of the date by which it has to consummate its initial business combination, a |
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| April 11, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| April 10, 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): April 10, 2023 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation or o |
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| April 10, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| March 31, 2023 |
Power of Attorney (included on signature page of this Annual Report on Form 10-K). Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ 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 001-409 |
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| March 24, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| March 24, 2023 |
PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 22, 2023 |
PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 22, 2023 |
Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, Texas 76102 CORRESP Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, Texas 76102 March 22, 2023 Division of Corporation Finance Office of Real Estate & Construction United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Black Mountain Acquisition Corp. Preliminary Proxy Statement on Schedule 14A Filed March |
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| March 14, 2023 |
PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Black Mountain Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 09216A108 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate th |
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| February 13, 2023 |
SC 13G 1 d430188dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Black Mountain Acquisition Corp (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 09216A108 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Sta |
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| February 2, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Black Mountain Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 09216A108 (CUSIP Number) December 31, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate |
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| November 10, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| August 12, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ 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: 00 |
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| May 16, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ 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: 0 |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Black Mountain Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 09216A108 (CUSIP Number) May 6, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pu |
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| April 14, 2022 |
Description of Securities of the Company. Exhibit 4.5 DESCRIPTION OF SECURITIES The following description of Black Mountain Acquisition Corp.?s (the ?Company,? ?we,? ?us? or ?our?) units, Class A common stock, $0.0001 par value per share (?Class A common stock? or ?public shares?), Class B common stock, $0.0001 par value per share (?Class B common stock? or ?founder shares? and, together with the Class A common stock, ?common stock?), und |
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| April 14, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? 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 001-409 |
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| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-40907 (Check One) ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report o |
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| February 14, 2022 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EXHIBIT 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned ackn |
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| February 14, 2022 |
Black Mountain Sponsor LLC - SC 13G SC 13G 1 d305251dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* BLACK MOUNTAIN ACQUISITION CORP. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 09216A 108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this S |
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| February 7, 2022 |
SC 13G/A 1 bmacu13ga31dec2021.htm CUSIP NO. 09216A108 SCHEDULE 13G/A PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* BLACK MOUNTAIN ACQUISITION CORP. - (Name of Issuer) Class A common stock, par value |
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| November 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition P |
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| November 30, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 10, 2021 |
Exhibit 99.1 Black Mountain Acquisition Corp. Announces Separate Trading of its Class A Common Stock and Warrants, Commencing November 12, 2021 Fort Worth, Texas, November 9, 2021 ? Black Mountain Acquisition Corp. (the ?Company?) today announced that commencing November 12, 2021, holders of the units sold in the Company?s initial public offering may elect to separately trade the shares of Class A |
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| November 10, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): November 9, 2021 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation) ( |
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| October 28, 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 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 21, 2021 BLACK MOUNTAIN ACQUISITION CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation) ( |
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| October 28, 2021 |
ADAGE CAPITAL PARTNERS GP, L.L.C. - BLACK MOUNTAIN ACQUISITION CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Black Mountain Acquisition Corp. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 09216A207** (CUSIP Number) October 18, 2021 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate |
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| October 28, 2021 |
Exhibit 99.1 BLACK MOUNTAIN ACQUISITION CORP. PRO FORMA BALANCE SHEET October 18, 2021 Proforma Adjustments As Adjusted (unaudited) (unaudited) Assets: Current assets: Cash $ 1,960,476 $ ? $ 1,960,476 Prepaid expenses 248,932 ? 248,932 Total current assets 2,209,408 ? 2,209,408 Prepaid expenses, non-current 219,452 ? 219,452 Cash held in Trust Account 244,800,000 36,000,000 (a ) 281,520,000 (720,0 |
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| October 25, 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 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2021 BLACK MOUNTAIN ACQUISITION CORP. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40907 86-2013849 (State or other jurisdiction of incorporation) ( |
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| October 25, 2021 |
Exhibit 99.1 BLACK MOUNTAIN ACQUISITION CORP. INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of October 18, 2021 F-3 Notes to Balance Sheet F-4 F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Shareholders and Board of Directors of Black Mountain Acquisition Corp. Opinion on the Financial Statement We have audited th |
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| October 22, 2021 |
=============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| October 19, 2021 |
Black Mountain Acquisition Corp. Announces Pricing Upsized $240,000,000 Initial Public Offering Exhibit 99.1 Black Mountain Acquisition Corp. Announces Pricing Upsized $240,000,000 Initial Public Offering FORT WORTH? October 14, 2021 ? Black Mountain Acquisition Corp. (the ?Company?) announced today the pricing of its upsized initial public offering (the ?IPO?) of 24,000,000 units at a price of $10.00 per unit. The units will be listed on the New York Stock Exchange (the ?NYSE?) and trade un |
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| October 19, 2021 |
Exhibit 10.5 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of October 13, 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Black Mountain Acquisition Corp., a Delaware corporation (the ?Company?), and Black Mountain Sponsor LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS |
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| October 19, 2021 |
Exhibit 10.6 BLACK MOUNTAIN ACQUISITION CORP. 425 Houston Street, Suite 400 Fort Worth, TX 76102 October 13, 2021 Black Mountain Sponsor LLC 425 Houston Street, Suite 400 Fort Worth, TX 76102 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between Black Mountain Acquisition Corp. (the ?Company?) and Black Mountain Sponsor LLC (?Sponsor?), dated as of the date hereof, |
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| October 19, 2021 |
EX-10.3 5 d236615dex103.htm EX-10.3 Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of October 13, 2021 by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registrati |
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| October 19, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. October 13, 2021 Black Mountain 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 ?Black Mountain Acquisition Corp.? The original certificate of incorporation of the Cor |
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| October 19, 2021 |
EX-10.4 6 d236615dex104.htm EX-10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 13, 2021, is made and entered into by and among Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), Black Mountain Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under H |
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| October 19, 2021 |
EX-10.2 4 d236615dex102.htm EX-10.2 Exhibit 10.2 October 13, 2021 Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, TX 76102 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 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 Agr |
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| October 19, 2021 |
8-K 1 d236615d8k.htm 8-K 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): October 13, 2021 BLACK MOUNTAIN ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-40907 86-2013849 (State of incorporation |
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| October 19, 2021 |
Exhibit 4.1 WARRANT AGREEMENT between BLACK MOUNTAIN ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated as of October 13, 2021 This WARRANT AGREEMENT (this ?Agreement?), dated as of October 13, 2021 is by and between Black Mountain Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent |
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| October 15, 2021 |
$240,000,000 Black Mountain Acquisition Corp. 24,000,000 Units 424B4 1 d228213d424b4.htm 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration Nos. 333-259469 and 333-260233 PROSPECTUS $240,000,000 Black Mountain Acquisition Corp. 24,000,000 Units Black Mountain 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 c |
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| October 13, 2021 |
As filed with the U.S. Securities and Exchange Commission on October 13, 2021 As filed with the U.S. Securities and Exchange Commission on October 13, 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 Black Mountain Acquisition Corp. (Exact Name of Registrant as Specified in its Charter) Delaware 6770 86-2013849 (State or other jurisdiction of incorporation or o |
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| October 13, 2021 |
UNITED STATES 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 Black Mountain Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 86-2013849 (State of incorporation or organization) (I.R.S. Employer Identification No.) 425 Houst |
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| October 8, 2021 |
Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, Texas 76102 CORRESP 1 filename1.htm Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, Texas 76102 October 8, 2021 VIA EDGAR Office of Real Estate & Construction United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention:Office of Real Estate & Construction Re: Black Mountain Acquisition Corp. Form S-1 Regis |
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| October 8, 2021 |
EARLYBIRDCAPITAL, INC. 366 Madison Avenue | 8th Floor New York, NY 10017 CORRESP 1 filename1.htm EARLYBIRDCAPITAL, INC. 366 Madison Avenue | 8th Floor New York, NY 10017 October 8, 2021 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Re: Black Mountain Acquisition Corp. Registration Statement on Form S-1 Registration No. 333-259469 Gentlemen: In connection with the Registration Statement o |
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| September 24, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.** EX-4.4 6 bmog-ex4421.htm EX-4.4 Exhibit 4.4 FORM OF WARRANT AGREEMENT between BLACK MOUNTAIN ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated as of [ ], 2021 This WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2021 is by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corp |
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| September 24, 2021 |
EX-4.1 4 bmog-ex4123.htm EX-4.1 Exhibit 4.1 [Form of Unit Certificate] NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] BLACK MOUNTAIN ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND THREE QUARTERS OF ONE REDEEMABLE WARRANT 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 o |
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| September 24, 2021 |
Form of Registration Rights Agreement among the Registrant and certain security holders.** EX-10.4 10 bmog-ex10412.htm EX-10.4 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), Black Mountain Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holders |
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| September 24, 2021 |
Form of Private Placement Warrants Purchase Agreement between the Registrant and sponsor.** EX-10.6 11 bmog-ex10611.htm EX-10.6 Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Black Mountain Sponsor LLC, a Delaware limited liability compa |
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| September 24, 2021 |
Form of Underwriting Agreement.** EX-1.1 2 bmog-ex1177.htm EX-1.1 Exhibit 1.1 20,000,000 Units BLACK MOUNTAIN ACQUISITION CORP. UNDERWRITING AGREEMENT New York, New York , 2021 EarlyBirdCapital, Inc. 366 Madison Avenue New York, New York 10017 Stephens Inc. 300 Crescent Court Dallas, Texas 75201 As Representatives of the Underwriters named on Schedule A hereto Ladies and Gentlemen: Black Mountain Acquisition Corp., a Delaware corp |
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| September 24, 2021 |
Form of Amended and Restated Certificate of Incorporation of the Registrant.** EX-3.2 3 bmog-ex327.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. [ ], 2021 Black Mountain 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 “Black Mountain Acquisition Corp.” The original certificate of i |
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| September 24, 2021 |
Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of [ ], 2021 by and between Black Mountain 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 (File No. 333-2594 |
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| September 24, 2021 |
As filed with the U.S. Securities and Exchange Commission on September 24, 2021 S-1/A 1 bmog-s1a.htm S-1/A As filed with the U.S. Securities and Exchange Commission on September 24, 2021 Registration No. 333-259469 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 Black Mountain Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-2013 |
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| September 24, 2021 |
Form of Letter Agreement among the Registrant and its officers and directors and sponsor.** EX-10.2 8 bmog-ex10215.htm EX-10.2 Exhibit 10.2 [ ], 2021 Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, TX 76102 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 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”) |
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| September 24, 2021 |
EX-4.3 5 bmog-ex4317.htm EX-4.3 Exhibit 4.3 Warrants THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW BLACK MOUNTAIN ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP [ ] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the regis |
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| September 10, 2021 |
Specimen Warrant Certificate.* EX-4.3 7 bmog-ex4310.htm EX-4.3 Exhibit 4.3 Warrants THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW BLACK MOUNTAIN ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP [ ] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the regis |
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| September 10, 2021 |
Form of Sponsor Warrants Purchase Agreement between the Registrant and sponsor.* EX-10.6 15 bmog-ex10630.htm EX-10.6 Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (as it may from time to time be amended, this “Agreement”), is entered into by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Black Mountain Sponsor LLC, a Delaware limited liability compa |
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| September 10, 2021 |
EX-10.3 12 bmog-ex10331.htm EX-10.3 Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [ ], 2021 by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s registration stat |
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| September 10, 2021 |
Form of Administrative Services Agreement.* EX-10.8 17 bmog-ex1089.htm EX-10.8 Exhibit 10.8 BLACK MOUNTAIN ACQUISITION CORP. 425 Houston Street, Suite 400 Fort Worth, TX 76102 [ ], 2021 Black Mountain Sponsor LLC 425 Houston Street, Suite 400 Fort Worth, TX 76102 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between Black Mountain Acquisition Corp. (the “Company”) and Black Mountain Sponsor LLC (“Sponsor”), d |
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| September 10, 2021 |
Form of Amended and Restated Certificate of Incorporation.* Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. [ ], 2021 Black Mountain 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 ?Black Mountain Acquisition Corp.? The original certificate of incorporation of the Corporation |
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| September 10, 2021 |
Specimen Class A Common Stock Certificate.* Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] BLACK MOUNTAIN 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 BLACK MOUNTAIN ACQUISITION CORP. (THE ?CORPORATION?) transferable on the books of |
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| September 10, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant.* Exhibit 4.4 FORM OF WARRANT AGREEMENT between BLACK MOUNTAIN ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated as of [ ], 2021 This WARRANT AGREEMENT (this ?Agreement?), dated as of [ ], 2021 is by and between Black Mountain Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ? |
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| September 10, 2021 |
EX-99.1 19 bmog-ex991253.htm EX-99.1 Exhibit 99.1 Consent of Director Nominee Black Mountain Acquisition Corp. Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Registration Statement on Form S-1 (the “Registration Statement”) of Black Mountain Acquisition Corp., the undersigned hereby consents to being name |
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| September 10, 2021 |
Exhibit 99.2 Consent of Director Nominee Black Mountain Acquisition Corp. Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-1 (the ?Registration Statement?) of Black Mountain Acquisition Corp., the undersigned hereby consents to being named and described as a director nominee |
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| September 10, 2021 |
Form of Indemnification Agreement.* EX-10.7 16 bmog-ex10716.htm EX-10.7 Exhibit 10.7 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between BLACK MOUNTAIN ACQUISITION CORP., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors or officers un |
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| September 10, 2021 |
As filed with the U.S. Securities and Exchange Commission on September 10, 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 Black Mountain Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 6770 86-2013849 (State or Other Jurisdiction of Incorporation or |
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| September 10, 2021 |
Exhibit 4.1 [Form of Unit Certificate] NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] BLACK MOUNTAIN ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE REDEEMABLE WARRANT 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 stock, par value $0.0001 per shar |
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| September 10, 2021 |
Form of Registration Rights Agreement among the Registrant and certain security holders.* Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [ ], 2021, is made and entered into by and among Black Mountain Acquisition Corp., a Delaware corporation (the ?Company?), Black Mountain Sponsor LLC, a Delaware limited liability company (the ?Sponsor?), and the undersigned parties listed under Holders on the signature page hereto (each s |
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| September 10, 2021 |
EX-3.3 4 bmog-ex33249.htm EX-3.3 Exhibit 3.3 BYLAWS OF BLACK MOUNTAIN ACQUISITION CORP. (THE “CORPORATION”) Article I OFFICES Section 1.1Registered 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 Co |
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| September 10, 2021 |
Promissory Note, dated as of February 10, 2021, issued to sponsor by the Registrant.* Exhibit 10.1 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| September 10, 2021 |
Form of Letter Agreement among the Registrant and its officers and directors and sponsor.* EX-10.2 11 bmog-ex10232.htm EX-10.2 Exhibit 10.2 [ ], 2021 Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, TX 76102 EarlyBirdCapital, Inc. 366 Madison Ave 8th Floor New York, NY 10017 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”) |
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| September 10, 2021 |
EX-10.5 14 bmog-ex105248.htm EX-10.5 Exhibit 10.5 SECURITIES SUBSCRIPTION AGREEMENT This Securities Subscription Agreement (this “Agreement”), effective as of February 10, 2021, is made and entered into by and between Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), and Black Mountain Sponsor LLC, a Delaware limited liability company (the “Buyer”). RECITALS: WHEREAS, the B |
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| September 10, 2021 |
Exhibit 99.3 Consent of Director Nominee Black Mountain Acquisition Corp. Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-1 (the ?Registration Statement?) of Black Mountain Acquisition Corp., the undersigned hereby consents to being named and described as a director nominee |
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| September 10, 2021 |
Certificate of Incorporation of the Registrant. Exhibit 3.1 CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. THE UNDERSIGNED, acting as the incorporator of a corporation under and in accordance with the General Corporation Law of the State of Delaware, as the same exists or may hereafter be amended from time to time (the ?DGCL?), hereby adopts the following Certificate of Incorporation (this ?Certificate?) for such corporation: |
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| July 9, 2021 |
As confidentially submitted to the U.S. Securities and Exchange Commission on July 8, 2021 This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Confidential Draft Submission No. 2 FORM S-1 R |
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| July 9, 2021 |
INVESTMENT MANAGEMENT TRUST AGREEMENT EX-10 8 filename8.htm Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [ ], 2021 by and between Black Mountain 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 |
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| July 9, 2021 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. [ ], 2021 EX-3 2 filename2.htm Exhibit 3.2 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. [ ], 2021 Black Mountain 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 “Black Mountain Acquisition Corp.” The original certificate of incorporati |
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| July 9, 2021 |
BLACK MOUNTAIN ACQUISITION CORP. 425 Houston Street, Suite 400 Fort Worth, TX 76102 [ ], 2021 EX-10 12 filename12.htm Exhibit 10.8 BLACK MOUNTAIN ACQUISITION CORP. 425 Houston Street, Suite 400 Fort Worth, TX 76102 [ ], 2021 Black Mountain Sponsor LLC 425 Houston Street, Suite 400 Fort Worth, TX 76102 Re: Administrative Services Agreement Gentlemen: This letter agreement by and between Black Mountain Acquisition Corp. (the “Company”) and Black Mountain Sponsor LLC (“Sponsor”), dated as of |
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| July 9, 2021 |
EX-10 11 filename11.htm Exhibit 10.7 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of [ ], 2021, by and between BLACK MOUNTAIN ACQUISITION CORP., a Delaware corporation (the “Company”), and [ ] (the “Indemnitee”). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors or officers unless they ar |
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| July 9, 2021 |
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT Exhibit 10.6 PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [ ], 2021 (as it may from time to time be amended, this ?Agreement?), is entered into by and between Black Mountain Acquisition Corp., a Delaware corporation (the ?Company?), and Black Mountain Sponsor LLC, a Delaware limited liability company (the ?Purchaser?). WHEREAS, the C |
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| July 9, 2021 |
EX-4 3 filename3.htm Exhibit 4.1 [Form of Unit Certificate] NUMBER UNITS U- SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] BLACK MOUNTAIN ACQUISITION CORP. UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE-[ ] OF ONE REDEEMABLE WARRANT 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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| July 9, 2021 |
Exhibit 10.2 [ ], 2021 Black Mountain Acquisition Corp. 425 Houston Street, Suite 400 Fort Worth, TX 76102 EarlyBirdCapital Inc. 366 Madison Avenue 8th Floor New York, NY 10017 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”) entered into by and among Black M |
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| July 9, 2021 |
Exhibit 4.3 Warrants THIS WARRANT SHALL BE NULL AND VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW BLACK MOUNTAIN ACQUISITION CORP. Incorporated Under the Laws of the State of Delaware CUSIP [ ] Warrant Certificate This Warrant Certificate certifies that , or registered assigns, is the registered holder of warrant(s) evide |
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| July 9, 2021 |
EX-4 4 filename4.htm Exhibit 4.2 NUMBER C- SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] BLACK MOUNTAIN 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 BLACK MOUNTAIN ACQUISITION CORP. (THE “CORPORATION”) transfe |
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| July 9, 2021 |
Exhibit 4.4 FORM OF WARRANT AGREEMENT between BLACK MOUNTAIN ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated as of [ ], 2021 This WARRANT AGREEMENT (this ?Agreement?), dated as of [ ], 2021 is by and between Black Mountain Acquisition Corp., a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ? |
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| July 9, 2021 |
EX-10 9 filename9.htm Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2021, is made and entered into by and among Black Mountain Acquisition Corp., a Delaware corporation (the “Company”), Black Mountain Sponsor LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holders on the signatu |
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| July 8, 2021 |
Black Mountain Acquisition Corp. 425 Houston Street, Suite 400, Fort Worth, Texas 76102 Black Mountain Acquisition Corp. 425 Houston Street, Suite 400, Fort Worth, Texas 76102 July 8, 2021 Office of Real Estate & Construction United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Black Mountain Acquisition Corp. Draft Registration Statement on Form S-1 Filed March 30, 2021 Ladies and Gentlemen: Set forth bel |
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| March 30, 2021 |
DRS 1 filename1.htm As confidentially submitted to the U.S. Securities and Exchange Commission on March 29, 2021 This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Confidential Draft Submi |
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| March 30, 2021 |
SECURITIES SUBSCRIPTION AGREEMENT Exhibit 10.5 SECURITIES SUBSCRIPTION AGREEMENT This Securities Subscription Agreement (this ?Agreement?), effective as of February 10, 2021, is made and entered into by and between Black Mountain Acquisition Corp., a Delaware corporation (the ?Company?), and Black Mountain Sponsor LLC, a Delaware limited liability company (the ?Buyer?). RECITALS: WHEREAS, the Buyer wishes to subscribe for and purc |
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| March 30, 2021 |
BYLAWS OF BLACK MOUNTAIN ACQUISITION CORP. (THE “CORPORATION”) Article I OFFICES Exhibit 3.3 BYLAWS OF BLACK MOUNTAIN ACQUISITION CORP. (THE “CORPORATION”) Article I OFFICES Section 1.1Registered 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 Corporation’s registered agent in t |
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| March 30, 2021 |
Exhibit 10.1 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 REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| March 30, 2021 |
CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. Exhibit 3.1 CERTIFICATE OF INCORPORATION OF BLACK MOUNTAIN ACQUISITION CORP. THE UNDERSIGNED, acting as the incorporator of a corporation under and in accordance with the General Corporation Law of the State of Delaware, as the same exists or may hereafter be amended from time to time (the ?DGCL?), hereby adopts the following Certificate of Incorporation (this ?Certificate?) for such corporation: |
