Power & Digital Infrastructure Acquisition II Corp. Unit Details

Ticker: AIRJW · Form: 8-K · Filed: Mar 5, 2024 · CIK: 1855474

Power & Digital Infrastructure Acquisition II Corp. 8-K Filing Summary
FieldDetail
CompanyPower & Digital Infrastructure Acquisition II Corp. (AIRJW)
Form Type8-K
Filed DateMar 5, 2024
Risk Levellow
Pages9
Reading Time11 min
Key Dollar Amounts$0.0001, $11.50, $50,000,000, $10
Sentimentneutral

Sentiment: neutral

Topics: spac, unit-details, warrants

TL;DR

PDII units are common stock + half a warrant, exercise price $11.50.

AI Summary

Power & Digital Infrastructure Acquisition II Corp. filed an 8-K on March 4, 2024, reporting on the details of its units, which consist of common stock and redeemable warrants. Each unit includes one share of Class A common stock and half of one redeemable warrant, with each whole warrant exercisable for one share of common stock at an exercise price of $11.50.

Why It Matters

This filing provides crucial details about the structure and exercise terms of the company's units, which is important for investors to understand their potential holdings and rights.

Risk Assessment

Risk Level: low — This is a routine 8-K filing detailing the composition of units and warrant terms, not indicating any significant new risks.

Key Numbers

  • 1/2 — Warrants per Unit (Each unit includes half a redeemable warrant.)
  • $11.50 — Warrant Exercise Price (Each whole warrant is exercisable for one share of common stock at this price.)

Key Players & Entities

  • Power & Digital Infrastructure Acquisition II Corp. (company) — Registrant
  • March 4, 2024 (date) — Date of earliest event reported
  • $11.50 (dollar_amount) — Warrant exercise price

FAQ

What are the components of a Power & Digital Infrastructure Acquisition II Corp. unit?

Each unit consists of one share of Class A common stock and one-half of one redeemable warrant.

What is the exercise price for the warrants included in the units?

The exercise price for each whole warrant is $11.50.

What is the par value of the Class A common stock?

The par value of the Class A common stock is $0.0001 per share.

What is the filing date of this Current Report on Form 8-K?

The filing date is March 5, 2024, and the earliest event reported is March 4, 2024.

What is the Commission File Number for Power & Digital Infrastructure Acquisition II Corp.?

The Commission File Number is 001-41151.

Filing Stats: 2,667 words · 11 min read · ~9 pages · Grade level 17.2 · Accepted 2024-03-04 18:01:32

Key Financial Figures

  • $0.0001 — t LLC Class A common stock, par value $0.0001 per share XPDB The Nasdaq Stock Mar
  • $11.50 — A Common Stock at an exercise price of $11.50 XPDBW The Nasdaq Stock Market LLC
  • $50,000,000 — on Proceeds expected at Closing to over $50,000,000. Pursuant to the Subscription Agreement
  • $10 — rice per Public Share was approximately $10.84, based on funds in the Trust Account

Filing Documents

01 Other Events

Item 8.01 Other Events On August 9, 2023, Power & Digital Infrastructure Acquisition II Corp. (" XPDB " or the "Company") filed with the U.S. Securities and Exchange Commission (the " SEC ") a registration statement on Form S-4 (No. 333-273821), which contained a preliminary prospectus of XPDB and a preliminary proxy statement for the solicitation of proxies in connection with the vote on the transactions contemplated by that certain Agreement and Plan of Merger (as amended, the " Merger Agreement ") by and among, XPDB, XPDB Merger Sub, LLC, a Delaware limited liability company and wholly owned subsidiary of XPDB (" Merger Sub "), and Montana Technologies LLC, a Delaware limited liability company (" Montana Technologies "), pursuant to which Merger Sub will merge with and into Montana Technologies, with Montana Technologies surviving the Merger as a wholly owned subsidiary of XPDB (the " Merger " and, along with the transactions contemplated in the Merger Agreement, the " Transactions ") and other matters to be presented at the special meeting of XPDB stockholders to be held on March 8, 2024 (the " Special Meeting "). On January 17, 2024, the SEC declared the registration statement effective and XPDB filed a definitive proxy XPDB has determined to voluntarily supplement the Proxy Statement with the supplemental disclosures set forth below. Supplemental Disclosures to the Proxy Statement The following supplemental information should be read in conjunction with the Proxy Statement, which should be read in its entirety. All page references are to pages in the Proxy Statement, and terms used below, unless otherwise defined, have the meanings set forth in the Proxy Statement. Underlined text shows text being added to a referenced disclosure in the Proxy Statement. The Proxy Statement is hereby amended as follows: Recent Developments Capital Raise and Aggregate Transaction Proceeds

Forward-looking Statements

Forward-looking Statements Certain statements in this communication (" Communication ") may be considered "forward-looking securities laws with respect to the proposed business combination between XPDB and Montana, including statements regarding the benefits of the proposed business combination, the anticipated timing of the proposed business combination, the likelihood and ability of the parties to successfully consummate the proposed business combination, the amount of funds available in the trust account as a result of shareholder redemptions or otherwise, the impact, cost and performance of the AirJoule tm technology once commercialized, the services offered by Montana and the markets in which Montana operates, business strategies, debt levels, industry environment, potential growth opportunities and the effects of regulations. These forward-looking statements generally are identified by the words "believe," "predict," "project," "potential," "expect," "anticipate," "estimate," "intend," "strategy," "future," "forecast," "opportunity," "plan," "may," "should," "will," "would," "should," "will be," "will continue," "will likely result," and similar expressions (including the negative versions of such words or expressions). 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. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including but not limited to: (i) the risk that the proposed business combination may not be completed in a timely manner or at all, which may adversely affect the price of XPDB securities; (ii) the risk that the proposed business combination may not be completed by XPDB's business combination deadline

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: March 4, 2024 POWER & DIGITAL INFRASTRUCTURE ACQUISITION II CORP. By: /s/ Patrick C. Eilers Name: Patrick C. Eilers Title: Chief Executive Officer 4

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