Brenmiller Energy Announces Pricing of $1.05 Million Private Placement with Existing Institutional Shareholder

Rhea-AI Summary

Brenmiller Energy (Nasdaq: BNRG), a provider of thermal energy storage solutions, has announced a $1.05 million private placement with an existing institutional investor. The company will issue 1,000,000 ordinary shares at $1.05 per share, representing a 52% premium to the closing price on August 2, 2024. The investor has the right to make an additional investment for 1,000,000 shares if the stock price reaches $2.50 within 12 months. Proceeds will be used for general corporate purposes and working capital. The closing is subject to obtaining consent from an existing lender within 90 days. Brenmiller has agreed to file a registration statement with the SEC within 30 days of closing to register the resale of the shares.

Positive

• Private placement at a 52% premium to current share price
• Potential for additional investment if share price reaches $2.50
• Strengthens working capital position

Negative

• Dilution of existing shareholders
• Closing subject to obtaining consent from existing lender
• Small raise amount may indicate investor interest

Insights

Financial Analyst

Brenmiller Energy's $1.05 million private placement is a double-edged sword. On one hand, it provides much-needed working capital, potentially strengthening the company's financial position. The 52% premium on the share price suggests investor confidence in Brenmiller's future prospects. However, the relatively small size of the placement raises questions about the company's ability to secure larger investments.

The conditional nature of the deal, requiring consent from an existing lender, adds an element of uncertainty. The additional investment option at $2.50 per share could provide future upside but also indicates that significant share price appreciation is needed for this to materialize. Overall, while the placement offers short-term relief, it may not be sufficient to address long-term capital needs for a company in the capital-intensive thermal energy storage sector.

Market Research Analyst

This private placement reveals mixed signals about Brenmiller Energy's market position. The willingness of an existing institutional investor to increase their stake at a premium suggests some confidence in the company's technology and market potential. However, the modest size of the investment ($1.05 million) may indicate enthusiasm from the broader market.

The thermal energy storage sector is gaining importance in the renewable energy transition, but Brenmiller's ability to capitalize on this trend remains uncertain. The company's need for additional capital through this private placement, rather than securing larger public investments or strategic partnerships, might suggest challenges in scaling their operations or winning major contracts. Investors should closely monitor Brenmiller's progress in deploying its solutions and expanding its customer base to gauge its long-term viability in this competitive market.

ROSH HAAYIN, Israel--(BUSINESS WIRE)-- Brenmiller Energy Ltd. (“Brenmiller”, “Brenmiller Energy” or the “Company”) (Nasdaq: BNRG), a leading global provider of thermal energy storage (“TES”) solutions for industrial and utility markets, today announced it entered into a securities purchase agreement with one of the Company’s existing institutional investors for aggregate gross proceeds of approximately $1.05 million.

In connection with the private placement, the Company will issue to the investor 1,000,000 ordinary shares of the Company at a price of $1.05 per share (reflecting a 52% premium to the closing price for the Company’s ordinary shares on Nasdaq on August 2, 2024). The closing of the private placement is subject to certain conditions, including the Company obtaining consent from an existing lender within 90 days of signing the securities purchase agreement. Under the terms of the securities purchase agreement, the investor will also have the right to make a further investment for 1,000,000 additional ordinary shares (or ordinary share equivalents) in the event that the Company’s ordinary shares close at or above $2.50 per share within the next 12 months.

The Company intends to use the net proceeds from the private placement for general corporate purposes, including working capital.

The securities described above are being sold in a private placement and have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the “SEC”) or an applicable exemption from such registration requirements. The securities purchase agreement with the investor provides for registration rights for the ordinary shares and the Company has agreed to file a registration statement with the SEC to register the resale of the ordinary shares within thirty (30) days of closing.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About bGen™

Brenmiller’s TES system, bGen™, converts electricity into heat to power sustainable industrial processes at a price that is competitive with natural gas. The bGen charges by capturing low-cost electricity from renewables or the grid and stores it in crushed rocks. It then discharges steam, hot water, or hot air on demand according to customer requirements. The bGen also supports the development of utility-scale renewables by providing critical flexibility and grid-balancing capabilities. In 2023, bGen™ was named among TIME’s Best Inventions in the Green Energy category.

About Brenmiller Energy Ltd.

Brenmiller Energy helps energy-intensive industries and power producers end their reliance on fossil fuel boilers. Brenmiller’s patented bGen™ thermal battery is a modular and scalable energy storage system that turns renewable electricity into zero-emission heat. It charges using low-cost renewable electricity and discharges a continuous supply of heat on demand and according to its customers’ needs. The most experienced thermal battery developer on the market, Brenmiller operates the world’s only gigafactory for thermal battery production and is trusted by leading multinational energy companies. For more information visit the Company’s website at https://bren-energy.com/ and follow the Company on X (formerly Twitter) and LinkedIn.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Statements that are not statements of historical fact may be deemed to be forward-looking statements. For example, the Company is using forward-looking statements in this press release when it discusses: the timing for the lender consent, expected closing and registration rights related to the private placement offering and the intended use of proceeds from the private placement offering. Without limiting the generality of the foregoing, words such as “plan,” “project,” “potential,” “seek,” “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “estimate” or “continue” are intended to identify forward-looking statements. Readers are cautioned that certain important factors may affect the Company’s actual results and could cause such results to differ materially from any forward-looking statements that may be made in this press release. Factors that may affect the Company’s results include, but are not limited to: the Company’s planned level of revenues and capital expenditures; risks associated with the adequacy of existing cash resources; the demand for and market acceptance of our products; impact of competitive products and prices; product development, commercialization or technological difficulties; the success or failure of negotiations; trade, legal, social and economic risks; and political, economic and military instability in the Middle East, specifically in Israel. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s Annual Report on Form 20-F for the year ended December 31, 2023 filed with the SEC on March 18, 2024, which is available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240805036298/en/

Media:

Tori Bentkover

brenmillerenergy@antennagroup.com

Source: Brenmiller Energy Ltd.

FAQ

What is the size of Brenmiller Energy's (BNRG) recent private placement?

Brenmiller Energy (BNRG) announced a private placement of approximately $1.05 million with an existing institutional investor.

At what price per share is Brenmiller Energy (BNRG) issuing new shares in the private placement?

Brenmiller Energy (BNRG) is issuing 1,000,000 ordinary shares at a price of $1.05 per share in the private placement.

What premium does the private placement price represent for Brenmiller Energy (BNRG)?

The private placement price of $1.05 per share represents a 52% premium to Brenmiller Energy's (BNRG) closing price on August 2, 2024.

What conditions must be met for Brenmiller Energy's (BNRG) private placement to close?

Brenmiller Energy (BNRG) must obtain consent from an existing lender within 90 days of signing the securities purchase agreement for the private placement to close.