Exhibit 4.1
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| | NUMBER SAILSM SECURITIES U- |
SEE REVERSE FOR CERTAIN DEFINITIONS | | CUSIP |
ST ENERGY TRANSITION I LTD.
SAILSM (STAKEHOLDER ALIGNED INITIAL LISTING) SECURITY CONSISTING OF ONE CLASS A SHARE AND ONE-HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE CLASS A SHARE
THIS CERTIFIES THAT is the owner of SAILSM securities.
Each SAILSM security (“SAILSM security”) consists of one (1) Class A Share, par value $0.0001 per share (“Class A Shares”), of ST Energy Transition I Ltd., a Bermuda exempted company limited by shares (the “Company”), and one-half (1/2) of one redeemable warrant (the “Warrant”). Each whole Warrant entitles the holder to purchase one (1) Class A Share (subject to adjustment) for $11.50 per share (subject to adjustment). Only whole Warrants are exercisable. Each Warrant will become exercisable thirty (30) days after the Company’s completion of a merger, share exchange, asset acquisition, share purchase, reorganization or other similar business combination with one or more businesses (each a “Business Combination”) and will expire, unless exercised before 5:00 p.m., New York City Time, on the date that is five (5) years after the date on which the Company completes its initial Business Combination, or earlier upon redemption or liquidation. The Class A Shares and Warrants comprising the SAILSM securities represented by this certificate will begin separate trading on , 2021, unless Morgan Stanley & Co. LLC elects to allow separate trading earlier, subject to the Company’s filing of a Current Report on Form 8-K with the Securities and Exchange Commission containing an audited balance sheet reflecting the Company’s receipt of the gross proceeds of its initial public offering (the “Audit 8-K”) and, if the separation date is earlier than trading on , 2021, issuing a press release announcing when separate trading will begin. The Company shall file the Audit 8-K. No fractional Warrants will be issued upon separation of the SAILSM securities. The terms of the Warrants are governed by a Warrant Agreement, dated as of , 2021, between the Company and Continental Stock Transfer & Trust Company, as Warrant Agent, and are subject to the terms and provisions contained therein, all of which terms and provisions the holder of this certificate consents to by acceptance hereof. Copies of the Warrant Agreement are on file at the office of the Warrant Agent at One State Street, 30th Floor, New York, New York 10004, and are available to any Warrant holder on written request and without cost.
Upon the consummation of the Business Combination, the SAILSM securities represented by this certificate will automatically separate into the Ordinary Shares and Warrants comprising such SAILSM securities.
This certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar of the Company.
This certificate shall be governed by and construed in accordance with the laws of the State of New York.
Witness the facsimile signature of its duly authorized officers.
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Chief Executive Officer | | | | Chief Financial Officer |
ST Energy Transition I Ltd.