AMENDED & RESTATED BUSINESS COMBINATION AGREEMENT BY AND AMONG TortoiseEcofin Acquisition Corp. III, TRTL Holding Corp., OEE Merger Sub Inc., TRTL III First Merger Sub Inc., AND One Energy Enterprises Inc. DATED AS OF FEBRUARY 14, 2024Business Combination Agreement • February 21st, 2024 • TortoiseEcofin Acquisition Corp. III • Blank checks • Delaware
Contract Type FiledFebruary 21st, 2024 Company Industry JurisdictionThis AMENDED AND RESTATED BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of February 14, 2024, is made by and among (i) TortoiseEcofin Acquisition Corp. III, a Cayman Islands exempted company incorporated with limited liability (“TortoiseCorp III”), (ii) TRTL Holding Corp., a Delaware corporation and a wholly owned subsidiary of TortoiseCorp III (“Pubco”), (iii) TRTL III First Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Pubco (“TRTL Merger Sub”), (iv) OEE Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Pubco (“Company Merger Sub” and together with TRTL Merger Sub, the “Merger Subs”), and (v) One Energy Enterprises Inc., a Delaware corporation (the “Company”). TortoiseCorp III, Pubco, the Merger Subs and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.
BUSINESS COMBINATION AGREEMENT BY AND AMONG TortoiseEcofin Acquisition Corp. III, TRTL III Merger Sub Inc., AND One Energy Enterprises Inc. DATED AS OF AUGUST 14, 2023Business Combination Agreement • August 18th, 2023 • TortoiseEcofin Acquisition Corp. III • Blank checks • Delaware
Contract Type FiledAugust 18th, 2023 Company Industry JurisdictionThis BUSINESS COMBINATION AGREEMENT (this “Agreement”), dated as of August 14, 2023, is made by and among (i) TortoiseEcofin Acquisition Corp. III, a Cayman Islands exempted company incorporated with limited liability (“TortoiseCorp III”), (ii) TRTL III Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of TortoiseCorp III (“Merger Sub”), and (iii) One Energy Enterprises Inc., a Delaware corporation (the “Company”). TortoiseCorp III, Merger Sub and the Company shall be referred to herein from time to time collectively as the “Parties”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1.1.