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CO2 Energy Transition Corp.

CIK: 19566481 Annual ReportsLatest: 2025-03-31

10-K / March 31, 2025

Company Summary – CO2 Energy Transition Corp.

Overview

  • Type: Blank check company (special purpose acquisition company, SPAC)
  • Incorporation: September 2021, Delaware
  • Purpose: To effectuate a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more target businesses.
  • Primary Industry Focus: Energy industry with an emphasis on energy transition sectors, including renewable energy, emissions reduction, and lower-carbon fuels.

Business Focus and Strategy

  • Target Industry: Primarily energy companies with potential in:

    • Production, servicing, and transportation of Oil, Gas, and LNG
    • Wind, Solar, and Geothermal energy technologies and processes
    • CO2 emissions reduction in electrical generation industry:
      • Smart energy usage, peak power management
      • Mitigation of intermittent renewable power effects
      • Small-scale hydro
      • Efficiency technologies
      • Electric storage
    • Generation of low-carbon liquid fuels:
      • Biodiesel and renewable diesel
      • Recycling wastes
      • Electrofuels
      • Blue/Green Hydrogen
      • Ammonia
      • Sustainable aviation fuels
    • Energy Transition Service entities:
      • Measurement, testing, controls
      • Environmental and regulatory compliance
      • CO2 tax credits marketing/trading
      • Project development and operational services
      • Equipment and manufacturing
  • Initial Business Combination Criteria:

    • Enterprise value of $100 million – $1 billion
    • Strong environmental, regulatory, and growth potential
    • Experienced management team in energy transition
  • Core Industry Goals:

    • Focus on four categories:
      1. Traditional energy (Oil, Gas, LNG)
      2. CO2 emissions mitigation in electrical generation
      3. Lower-carbon liquid fuel production
      4. Energy transition services

Financial and Operational Details

  • Shares Outstanding (as of March 19, 2025): 9,585,750 shares of common stock

  • Securities Traded:

    • Common stock: NOEM (Nasdaq)
    • Warrants: NOEMW
    • Rights: NOEMR
    • Units: NOEMU
  • Initial Public Offering (IPO):

    • Date: November 22, 2024
    • Units sold: 6,900,000 at $10.00 each (including over-allotment)
    • Gross proceeds: approximately $69 million
    • Offering costs: ~$3.42 million
    • Net proceeds placed in trust account (U.S. Treasury securities) for future use in business combination
  • Trust Account:

    • Contains approximately $69 million (based on IPO proceeds)
    • Investment: U.S. government securities with 185-day maturities
  • Private Placement:

    • 265,000 units at $10.00 each
    • Gross proceeds: $2.65 million
    • Warrants: Non-redeemable, exercisable basis cash or cashless; not transferable until 30 days after initial business combination
  • Business Operation Status:

    • No operating history or revenue to date.
    • No current revenue or operations until a business combination is completed.
    • No customers or ongoing business activities at present.
  • Management and Employees:

    • Officers (4 named): Brady Rodgers, Harold R. DeMoss III, Mike Lessard, Mark Mathews
    • No full-time employees before initial business combination
    • Management devotes limited time; mostly non-exclusive engagements in other ventures

Additional Details

  • Target Acquisition Size: Enterprise value between $100 million and $1 billion.
  • Redemption and Liquidation:
    • Have a deadline of May 22, 2026 (or up to 24 months if extended).
    • No revenues or operations until a deal is completed.
    • No current assets or liabilities aside from the trust fund.
    • No current customers, revenues, or income reported.
    • No prior operational history for assessment.

This summary exclusively reflects the factual data provided and explicitly states that the company has not yet engaged in operations, generated revenues, or had customers as of the filing date.