Tortoise Acquisition Corp. II Announces August 25, 2021 Extraordinary General Meeting to Approve Business Combination with Volta Industries, Inc.
02 August 2021 - 4:46PM
Tortoise Acquisition Corp. II (NYSE: SNPR) (“TortoiseCorp II”)
today announced that the extraordinary general meeting of
shareholders (the “Extraordinary General Meeting”) to approve the
pending business combination between TortoiseCorp II and Volta
Industries, Inc. (“Volta Charging”), an industry leader in
commerce-centric electric vehicle (“EV”) charging networks with
over 1,700 EV chargers across 24 territories and states, is
scheduled to be held on Wednesday, August 25, 2021 at 11:00 AM
Eastern time. The Extraordinary General Meeting will be held in
person at the offices of Vinson & Elkins L.L.P., located at
1114 Avenue of the Americas, 32nd Floor, New York, NY 10036 and
virtually via live webcast. Holders of TortoiseCorp II’s Class A
ordinary shares and Class B ordinary shares at the close of
business on the record date of July 15, 2021 are entitled to notice
of the Extraordinary General Meeting and to vote at the virtual
Extraordinary General Meeting.
TortoiseCorp II filed its definitive proxy
statement/prospectus relating to its business combination with
Volta Charging (the “Proxy Statement/Prospectus”) with the U.S.
Securities and Exchange Commission (the “SEC”) and began mailing it
to shareholders on August 2, 2021. The Proxy Statement/Prospectus
is being mailed to TortoiseCorp II’s shareholders of record
as of the close of business on July 15, 2021.
Every vote is important and TortoiseCorp II
encourages all shareholders to make their voice heard by voting
online or by mail as soon as possible, regardless of the number of
shares held.
TortoiseCorp II shareholders who need assistance
in completing the proxy card, need additional copies of the Proxy
Statement/Prospectus, or have questions regarding the Extraordinary
General Meeting may contact TortoiseCorp II’s proxy solicitor,
Morrow Sodali LLC, by telephone at (800) 662-5200 (banks and
brokers call collect at (203) 658-9400) or by email at
SNPR.info@investor.morrowsodali.com.
About TortoiseCorp II
TortoiseCorp II is a special purpose acquisition
company formed for the purpose of effecting a merger, amalgamation,
share exchange, asset acquisition, share purchase, reorganization
or similar business combination with one or more businesses.
TortoiseCorp II’s expertise spans across the entire energy and
infrastructure value chain. TortoiseCorp II’s strategy is to
combine with a company to take advantage of the global
opportunities created by the energy transition including clean
energy generation and storage, alternative fuels and
transportation, technological advances and changes in energy
policies. To learn more, visit www.tortoisespac.com.
About Volta Charging
Volta Charging is an industry leader in commerce-centric EV
charging networks. Volta Charging’s vision is to build EV charging
networks that capitalize on and catalyze the shift from
combustion-powered miles to electric miles by placing stations
where consumers live, work, shop and play. By leveraging a
data-driven understanding of driver behavior to deliver EV charging
solutions that fit seamlessly into drivers’ daily routines, Volta
Charging’s goal is to benefit consumers, brands and real-estate
locations while helping to build the infrastructure of the future.
As part of Volta Charging’s unique EV charging offering, its
stations allow it to enhance its site hosts’ and strategic
partners’ core commercial interests, creating a new means for them
to benefit from the transformative shift to electric mobility. To
learn more, visit www.voltacharging.com.
Forward-Looking Statements
The information in this press release includes
“forward-looking statements” within the meaning of Section 27A of
the Securities Act of 1933, as amended (the “Securities Act”), and
Section 21E of the Securities Exchange Act of 1934, as amended. All
statements, other than statements of present or historical fact
included in this press release, regarding TortoiseCorp II’s
proposed acquisition of Volta Charging and TortoiseCorp II’s
ability to consummate the transaction are forward-looking
statements. When used in this press release, the words “could,”
“should,” “will,” “may,” “believe,” “anticipate,” “intend,”
“estimate,” “expect,” “project,” the negative of such terms and
other similar expressions are intended to identify forward-looking
statements, although not all forward-looking statements contain
such identifying words. These forward-looking statements are based
on management’s current expectations and assumptions about future
events and are based on currently available information as to the
outcome and timing of future events. Except as otherwise required
by applicable law, TortoiseCorp II disclaims any duty to update any
forward-looking statements, all of which are expressly qualified by
the statements in this section, to reflect events or circumstances
after the date of this press release. TortoiseCorp II cautions you
that these forward-looking statements are subject to numerous risks
and uncertainties, most of which are difficult to predict and many
of which are beyond the control of TortoiseCorp II. In addition,
TortoiseCorp II cautions you that the forward-looking statements
contained in this press release are subject to the following
factors: (i) the occurrence of any event, change or other
circumstances that could delay the business combination or give
rise to the termination of the agreements related thereto; (ii) the
outcome of any legal proceedings that may be instituted against
TortoiseCorp II or Volta Charging; (iii) the inability to complete
the business combination due to the failure to obtain approval of
the shareholders of TortoiseCorp II, or other conditions to closing
in the transaction agreement; (iv) the risk that the proposed
business combination disrupts TortoiseCorp II’s or Volta Charging’s
current plans and operations; (v) Volta Charging’s ability to
realize the anticipated benefits of the business combination, which
may be affected by, among other things, competition and the ability
of Volta Charging to grow and manage growth profitably following
the business combination; (vi) costs related to the business
combination; (vii) changes in applicable laws or regulations; and
(viii) the possibility that Volta Charging may be adversely
affected by other economic, business, and/or competitive factors.
Should one or more of the risks or uncertainties described in this
press release, or should underlying assumptions prove incorrect,
actual results and plans could different materially from those
expressed in any forward-looking statements. Additional information
concerning these and other factors that may impact the operations
and financial results of TortoiseCorp II and Volta Charging can be
found in TortoiseCorp II’s periodic filings with the SEC, including
TortoiseCorp II’s Annual Report on Form 10-K/A for the year ended
December 31, 2020 filed with the SEC on May 6, 2021 and Quarterly
Report on Form 10-Q for the three months ended March 31, 2021 filed
with the SEC on May 19, 2021, as well as TortoiseCorp II’s Proxy
Statement/Prospectus filed with the SEC. TortoiseCorp II’s SEC
filings are available publicly on the SEC’s website at
www.sec.gov.
No Offer or Solicitation
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or constitute a
solicitation of any vote or approval.
Important Information for Investors and Shareholders
In connection with the pending business combination,
TortoiseCorp II filed the registration statement on Form S-4 (the
“Registration Statement”), which includes the Proxy
Statement/Prospectus. The Registration Statement has been declared
effective by the SEC and the Proxy Statement/Prospectus is being
mailed to TortoiseCorp II’s shareholders. The Proxy
Statement/Prospectus is also available on the Investor Information
section of TortoiseCorp II’s website at www.tortoisespac.com, as
well as www.sec.gov. TortoiseCorp II shareholders are encouraged to
read the Proxy Statement/Prospectus, including, among other things,
the reasons for TortoiseCorp II’s Board of Directors’ unanimous
recommendation that shareholders vote “FOR” the business
combination and the other shareholder proposals set forth therein
as well as the background of the process that led to the pending
business combination with Volta Charging.
Participants in the Solicitation
TortoiseCorp II and its directors and officers may be deemed
participants in the solicitation of proxies of TortoiseCorp II’s
shareholders in connection with the pending business combination.
Security holders may obtain more detailed information regarding the
names, affiliations and interests of certain of TortoiseCorp II’s
executive officers and directors in the solicitation by reading
TortoiseCorp II’s Annual Report on Form 10-K for the fiscal year
ended December 31, 2020, as amended, the Proxy Statement/Prospectus
and other relevant materials filed with the SEC in connection with
the pending business combination when they become available.
Information concerning the interests of TortoiseCorp II’s
participants in the solicitation, which may, in some cases, be
different than those of their shareholders generally, are set forth
in the Proxy Statement/Prospectus.
Investor Contact:Morrow Sodali LLCDonna Corso or Ryan
Loveless(800) 662-5200(Banks and Brokers call collect at (203)
658-9400)SNPR.info@investor.morrowsodali.com
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