Orrick Advising Technologies New Energy on London Stock Exchange Main Market de-SPAC

THE COMPANIES

Orrick previously advised Codex Acquisitions plc (which has been re-registered as "Technologies New Energy plc"), a clean and renewable energy-focused special purpose acquisition company (SPAC), on its incorporation in England & Wales in October 2021 and subsequent listing on the Main Market of the LSE in March 2022.

Technologies New Energy S.A. (TNE), which was incorporated in Portugal in January 2018, is a global supplier of state-of-the-art solutions and projects to enable a faster energy transition, decarbonisation goals and digital transformation at scale. Its business is formed of three units, which broadly undertake the following activities:

1. Consultancy - consultancy services for third-party clients on the design and regulatory pathway for renewable energy projects;
2. Contracting - operating and maintenance contracting services for third-party clients on the construction and installation of renewable energy projects; and
3. Portfolio management - preparation of a proprietary portfolio of renewable energy projects based on a TNE-specific hybrid biorefinery technology concept from inception to the ready-to-build stage.

THE DEAL

The deal is structured as a de-SPAC and reverse takeover, with an associated primary financing, triggering the requirement for a prospectus on the enlarged entity, which is treated as a new applicant by the UK Financial Conduct Authority (FCA).

THE IMPACT

The prospectus was published today, and ordinary shares are expected to be admitted to listing on the Official List of the FCA and to trading on the Main Market of the LSE on 30 April 2025.

THE TEAM

The Orrick team is led by Ed Dyson and Ed Lukins, supported by Jonathan Rosen, Faraaz Samadi, Emma Zarb, Anna O'Kelly, Lucy Mann, Charlie Sheldon, and James Labovitch.