0001213900-21-037510.txt : 20210719 0001213900-21-037510.hdr.sgml : 20210719 20210719163443 ACCESSION NUMBER: 0001213900-21-037510 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20210719 FILED AS OF DATE: 20210719 DATE AS OF CHANGE: 20210719 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TortoiseEcofin Investments, LLC CENTRAL INDEX KEY: 0001730884 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40633 FILM NUMBER: 211098286 BUSINESS ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 BUSINESS PHONE: 913-981-1020 MAIL ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 FORMER NAME: FORMER CONFORMED NAME: Tortoise Investments, LLC DATE OF NAME CHANGE: 20180208 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TortoiseEcofin Sponsor III LLC CENTRAL INDEX KEY: 0001847113 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40633 FILM NUMBER: 211098288 BUSINESS ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 BUSINESS PHONE: (913) 981-1020 MAIL ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TortoiseEcofin Borrower LLC CENTRAL INDEX KEY: 0001735321 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40633 FILM NUMBER: 211098287 BUSINESS ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 BUSINESS PHONE: 9139811020 MAIL ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 FORMER NAME: FORMER CONFORMED NAME: Tortoise Borrower LLC DATE OF NAME CHANGE: 20180323 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TortoiseEcofin Acquisition Corp. III CENTRAL INDEX KEY: 0001847112 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 BUSINESS PHONE: (913) 981-1020 MAIL ADDRESS: STREET 1: 5100 W. 115TH PLACE CITY: LEAWOOD STATE: KS ZIP: 66211 3 1 ownership.xml X0206 3 2021-07-19 0 0001847112 TortoiseEcofin Acquisition Corp. III TRTL 0001847113 TortoiseEcofin Sponsor III LLC 6363 COLLEGE BOULEVARD OVERLAND PARK KS 66211 0 0 1 0 0001735321 TortoiseEcofin Borrower LLC 6363 COLLEGE BOULEVARD OVERLAND PARK KS 66211 0 0 1 0 0001730884 TortoiseEcofin Investments, LLC 6363 COLLEGE BOULEVARD OVERLAND PARK KS 66211 0 0 1 0 Class B Ordinary Shares Class A Ordinary Shares 8625000 I See footnote The Class B Ordinary Shares are convertible into the Issuer's Class A Ordinary Shares on a one-for-one basis, subject to adjustment pursuant to certain anti-dilution rights and have no expiration date. Includes 1,125,000 Class B Ordinary Shares that are subject to forfeiture if the underwriters in the Issuer's initial public offering do not exercise their over-allotment option. TortoiseEcofin Sponsor III LLC is the record holder of the shares reported herein. TortoiseEcofin Borrower LLC is the managing member of TortoiseEcofin Sponsor III LLC. TortoiseEcofin Parent Holdco LLC is the sole member of TortoiseEcofin Borrower LLC, and TortoiseEcofin Investments, LLC is the sole member of TortoiseEcofin Parent Holdco LLC. Accordingly, TortoiseEcofin Borrower LLC and TortoiseEcofin Investments, LLC may be deemed to have or share beneficial ownership of the ordinary shares held directly by TortoiseEcofin Sponsor III LLC. The address of each of TortoiseEcofin Borrower LLC and TortoiseEcofin Investments, LLC is 6363 College Boulevard, Overland Park, Kansas 66211. Exhibit List: Exhibit 24.1 - Power of Attorney (TortoiseEcofin Sponsor III LLC), Exhibit 24.2 - Power of Attorney (TortoiseEcofin Borrower LLC) and Exhibit 24.3 - Power of Attorney (TortoiseEcofin Investments, LLC) /s/ TortoiseEcofin Sponsor III LLC, by Steven C. Schnitzer as Attorney-in-Fact 2021-07-19 /s/ TortoiseEcofin Borrower LLC, by Steven C. Schnitzer as Attorney-in-Fact 2021-07-19 /s/ TortoiseEcofin Investments, LLC, by Steven C. Schnitzer as Attorney-in-Fact 2021-07-19 EX-24.1 2 ea144407ex24-1_tortoise3.htm POWER OF ATTORNEY

Exhibit 24.1

 

POWER OF ATTORNEY

 

July 19, 2021

 

Know all by these presents, that the undersigned hereby constitutes and appoints Vincent T. Cubbage and Steven C. Schnitzer of TortoiseEcofin Acquisition Corp. III (the “Company”) or any of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 

1. prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

 

2. execute for and on behalf of the undersigned with respect to the Company, Schedules 13D and 13G and Forms 3, 4 and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

3. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

 

4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

[Signature Page Follows]

 

   

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date first written above.

 

  TORTOISEECOFIN SPONSOR III LLC
  By: TORTOISEECOFIN BORROWER LLC, its managing member
   
  By: /s/ Michelle Johnston                           
  Name:  Michelle Johnston
  Title: Chief Financial Officer

 

[Signature Page to Power of Attorney for Section 16 Filings] 

 

 

 

 

 

 

 

 EX-24.2 3 ea144407ex24-2_tortoise3.htm POWER OF ATTORNEY

Exhibit 24.2

 

POWER OF ATTORNEY

 

July 19, 2021

 

Know all by these presents, that the undersigned hereby constitutes and appoints Vincent T. Cubbage and Steven C. Schnitzer of TortoiseEcofin Acquisition Corp. III (the “Company”) or any of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 

1. prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

 

2. execute for and on behalf of the undersigned with respect to the Company, Schedules 13D and 13G and Forms 3, 4 and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

3. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

 

4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

[Signature Page Follows]

 

 

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date first written above.

 

  TORTOISEECOFIN BORROWER LLC
     
  By: /s/ Michelle Johnston
  Name: Michelle Johnston
  Title: Chief Financial Officer

 

[Signature Page to Power of Attorney for Section 16 Filings]

 

 

 

 

 EX-24.3 4 ea144407ex24-3_tortoise3.htm POWER OF ATTORNEY

Exhibit 24.3

 

POWER OF ATTORNEY

 

July 19, 2021

 

Know all by these presents, that the undersigned hereby constitutes and appoints Vincent T. Cubbage and Steven C. Schnitzer of TortoiseEcofin Acquisition Corp. III (the “Company”) or any of them signing singly, and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

 

1. prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

 

2. execute for and on behalf of the undersigned with respect to the Company, Schedules 13D and 13G and Forms 3, 4 and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

 

3. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4 or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

 

4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

 

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

 

[Signature Page Follows]

 

   

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date first written above.

 

  TORTOISEECOFIN investments, LLC

 

  By: /s/ Michelle Johnston
  Name:  Michelle Johnston
  Title: Chief Financial Officer

 

[Signature Page to Power of Attorney for Section 16 Filings]