Frequently Asked Questions DCRN

WHAT IS DECARBONIZATION PLUS ACQUISITION CORPORATION II?

Decarbonization Plus Acquisition Corporation II is a special purpose acquisition company (SPAC), or “blank check” company, formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

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HOW DO I INVEST IN DECARBONIZATION PLUS ACQUISITION CORPORATION II?

There are several ways to invest in Decarbonization Plus Acquisition Corporation II. Decarbonization Plus Acquisition Corporation II’s securities are publicly traded on the NASDAQ exchange under the ticker symbols “DCRN”, “DCRNW” and “DCRNU.” Decarbonization Plus Acquisition Corporation II’s Class A common stock trades under DCRN, its warrants trade under DCRNW and its units trade under DCRNU.

Holders of warrants, which trade under the symbol DCRNW, will have the right, but not the obligation, to purchase one share of Class A common stock in Decarbonization Plus Acquisition Corporation II, which trade under the symbol DCRN, after the warrants become exercisable, at a price of $11.50 per share.

Holders of units, which trade under the symbol DCRNU, are entitled to one share of Class A common stock, along with one-third of one warrant. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Accordingly, unless you purchase at least three units, you will not be able to receive or trade a whole warrant.

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HAS DECARBONIZATION PLUS ACQUISITION CORPORATION II ANNOUNCED A TARGET COMPANY WITH WHICH IT PLANS TO MERGE?

Yes. On May 26, 2021, Decarbonization Plus Acquisition Corporation II announced its intention to merge with Tritium, a Brisbane, Australia-based designer and manufacturer of proprietary hardware and software for DC fast chargers for electric vehicles

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WHAT WILL HAPPEN TO MY SHARES OF DECARBONIZATION PLUS ACQUISITION CORPORATION II WHEN IT COMPLETES A MERGER WITH TRITIUM? DO I NEED TO DO ANYTHING TO KEEP MY INVESTMENT?

As a result of the business combination, (i) each share of Class A Common Stock of Decarbonization Plus Acquisition Corporation II (the “Class A Common Stock”) will be exchanged for an Ordinary Share of NewCo, the new parent company following the business combination and (ii) the warrants of Decarbonization Plus Acquisition Corporation II (“DCRN warrants”) will be exchanged for substantially similar warrants of NewCo and exercisable for NewCo Ordinary Shares. In connection with the closing of the business combination, (i) Decarbonization Plus Acquisition Corporation II’s units will automatically separate into the component securities and will no longer trade as a separate security, (ii) following the exchange of Class A Common Stock for NewCo Ordinary Shares and the exchange of the DCRN warrants for NewCo’s warrants described above, all of Decarbonization Plus Acquisition Corporation II’s common stock, units and warrants will be delisted from Nasdaq and will cease to be publicly traded and (iii) NewCo will list its ordinary shares and warrants for trading on Nasdaq under the symbols “DCFC” and “DCFC WS,” respectively. You do not need to do anything to effect this exchange or to keep your investment.

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