Amprius Announces Expiration and Results of Offer to Exchange Relating to its Private Placement Warrants

Rhea-AI Summary

Amprius Technologies (NYSE: AMPX), a leader in next-generation lithium-ion batteries, has announced the completion of its Offer to Exchange for outstanding private placement warrants. The offer, which expired on July 23, 2024, saw 98% of the warrants validly tendered, totaling 15,600,000 warrants. In exchange, Amprius will issue 3,073,200 shares of common stock on or about July 25, 2024.

The exchange offer was made under a Registration Statement on Form S-4, which the SEC declared effective on July 8, 2024. This move simplifies Amprius' capital structure by converting warrants into common stock, potentially reducing dilution risk for existing shareholders.

Positive

• High participation rate with 98% of private placement warrants tendered
• Successful completion of warrant exchange offer
• Simplification of capital structure

Negative

• Dilution of existing shareholders due to issuance of 3,073,200 new common shares

Insights

Financial Analyst

Amprius Technologies' decision to exchange private placement warrants for common stock is a strategic move that simplifies its capital structure and potentially mitigates future dilution concerns. Given the high acceptance rate of 98%, it seems that investors are confident in the value of the common stock over the warrants. This action reduces the potential overhang of 15,600,000 warrants that could have been converted at a higher exercise price of $11.50 per share. Issuing 3,073,200 shares instead may also help stabilize the stock price by reducing potential volatility from warrant exercises.

From a financial perspective, this consolidation can be seen as a positive step that aligns the interests of existing shareholders with the company's long-term goals. For retail investors, this move conveys a message of the company's confidence in its stock's current valuation and its strategic direction. However, it’s important to monitor how this increase in common shares might impact the stock's market performance in the short term.

Legal Expert

The successful completion of the Offer to Exchange, as well as the SEC's approval of the Registration Statement on Form S-4, underscore the company's ability to navigate regulatory requirements effectively. The legal implications of this action are significant. By converting warrants into shares, Amprius enhances its compliance with securities laws, potentially reducing legal risks associated with the exercise of a large volume of warrants. This move can be seen as a proactive measure to avoid legal complications in the future.

For retail investors, it's important to understand that such transactions, once approved and declared effective by the SEC, often reflect a well-organized legal framework within the company. This can add an element of trust and stability from a compliance standpoint.

FREMONT, Calif.--(BUSINESS WIRE)-- Amprius Technologies, Inc. (“Amprius” or the “Company”) (NYSE: AMPX), a leader in next-generation lithium-ion batteries with its Silicon Anode Platform, today announced the expiration and results of its previously announced offer to exchange (the “Offer to Exchange”) relating to its outstanding private placement warrants with an exercise price of $11.50 per share of common stock. The Offer to Exchange expired at 5:00 p.m. Eastern time on July 23, 2024.

By the expiration time of the Offer to Exchange, 15,600,000 private placement warrants were validly tendered and not validly withdrawn, which represented 98% of such warrants. The Company has accepted all validly tendered warrants and will issue an aggregate of 3,073,200 shares of its common stock in exchange for the validly tendered private placement warrants on or about July 25, 2024.

This press release shall not constitute an offer to exchange, the solicitation of an offer to exchange or the solicitation of an offer to purchase any securities, nor shall there be any exchange or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. A Registration Statement on Form S-4 filed with the Securities and Exchange Commission (the “SEC”) registering the offering of the shares of common stock issuable in the Offer to Exchange was declared effective by the SEC on July 8, 2024.

About Amprius Technologies, Inc.

Amprius Technologies, Inc. is a leading manufacturer of high-energy and high-power lithium-ion batteries, producing the industry’s highest-known energy density cells. The company’s commercially available SiMaxx™ batteries deliver up to 450 Wh/kg and 1,150 Wh/L, with third-party validation of 500Wh/kg and 1,300 Wh/L. Amprius expanded its product portfolio to include the SiCore™ platform in 2024, significantly enhancing its ability to serve additional customer applications. The company’s corporate headquarters is in Fremont, California, where it maintains an R&D lab and a MWh scale manufacturing facility for the fabrication of silicon anodes and cells. To serve customer demand, Amprius entered into several agreements to secure over 500MW/h of contract manufacturing available today and entered into a lease agreement for a GWh scale facility in Brighton, Colorado.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240724827211/en/

Investors

Tom Colton, Greg Bradbury

Gateway Group, Inc.

949-574-3860

IR@amprius.com

Media

Zach Kadletz, Brenlyn Motlagh

Gateway Group, Inc.

949-574-3860

Amprius@gateway-grp.com

Source: Amprius Technologies, Inc.

FAQ

What was the participation rate in Amprius Technologies' (AMPX) warrant exchange offer?

The participation rate in Amprius Technologies' (AMPX) warrant exchange offer was 98%, with 15,600,000 private placement warrants validly tendered.

How many new common shares will Amprius Technologies (AMPX) issue as a result of the warrant exchange?

Amprius Technologies (AMPX) will issue 3,073,200 new common shares as a result of the warrant exchange offer.

When did the Amprius Technologies (AMPX) warrant exchange offer expire?

The Amprius Technologies (AMPX) warrant exchange offer expired at 5:00 p.m. Eastern time on July 23, 2024.

When will Amprius Technologies (AMPX) issue the new common shares from the warrant exchange?

Amprius Technologies (AMPX) will issue the new common shares from the warrant exchange on or about July 25, 2024.