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Archaea Energy Inc. Announces Pricing of Secondary Offering of Class A Common Stock by Selling Stockholder
Rhea-AI Impact
(Neutral)
Rhea-AI Sentiment
(Neutral)
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Rhea-AI Summary
Archaea Energy Inc. (NYSE: LFG) has priced an underwritten public offering of 12,993,603 shares of its Class A common stock at $17.75 per share, set to close around March 25, 2022. This offering, made by existing stockholder Aria Renewable Energy Systems LLC, does not yield any proceeds for the company. Additionally, the underwriter has a 30-day option to purchase up to 1,949,040 additional shares. The SEC has declared the company's registration statement effective for this offering.
Positive
No proceeds to Archaea from the offering may suggest a focus on shareholder liquidity.
Negative
Large stock offering could dilute current shareholders' equity.
The absence of proceeds from the offering may signal lack of immediate capital needs or growth initiatives.
HOUSTON--(BUSINESS WIRE)--
Archaea Energy Inc. (the “Company”) (NYSE: LFG) today announced the pricing of the previously announced underwritten public offering of 12,993,603 shares of the Company’s Class A common stock by an existing stockholder of the Company, Aria Renewable Energy Systems LLC (the “Selling Stockholder”), at a price to the public of $17.75 per share (the “Offering”). The Offering is expected to close on or about March 25, 2022, subject to the satisfaction of customary closing conditions. In addition, the Selling Stockholder has granted the underwriters a 30-day option to purchase up to an additional 1,949,040 shares of the Company’s Class A common stock. The Offering consists entirely of shares of Class A common stock to be sold by the Selling Stockholder, and the Company will not receive any proceeds from the Offering, including from any exercise by the underwriters of their option to purchase additional shares of the Company’s Class A common stock.
Barclays and Jefferies are acting as joint book-running managers for the Offering.
The Company has filed a registration statement on Form S-1 (Registration No. 333-260094) (including a base prospectus), which has been declared effective by the Securities and Exchange Commission (“SEC”). The Company has also filed a preliminary prospectus supplement with the SEC for the Offering. The Offering is being made only by means of a prospectus supplement and an accompanying prospectus. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the preliminary prospectus supplement and accompanying prospectus, as well as copies of the final prospectus supplement once available, may be obtained by contacting: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847 or by email at Barclaysprospectus@broadridge.com, or Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York 10022, by telephone at (877) 821-7388 or by email at prospectus_department@jefferies.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, 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 ARCHAEA
Archaea Energy Inc. is one of the largest RNG producers in the U.S., with an industry-leading platform and expertise in developing, constructing, and operating RNG facilities to capture waste emissions and convert them into low carbon fuel. Archaea’s innovative, technology-driven approach is backed by significant gas processing expertise, enabling Archaea to deliver RNG projects that are expected to have higher uptime and efficiency, faster project timelines, and lower development costs. Archaea partners with landfill and farm owners to help them transform potential sources of emissions into RNG, transforming their facilities into renewable energy centers. Archaea’s differentiated commercial strategy is focused on long-term contracts that provide commercial partners a reliable, non-intermittent, sustainable decarbonizing solution to displace fossil fuels.
FORWARD-LOOKING STATEMENTS
This press release contains certain statements that may include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements that do not relate strictly to historical or current facts are forward-looking and usually identified by the use of words such as “anticipate,” “estimate,” “could,” “would,” “should,” “will,” “may,” “forecast,” “approximate,” “expect,” “project,” “intend,” “plan,” “believe” and other similar words. Statements regarding the Offering, including the expected closing, are forward-looking statements and are subject to known and unknown risks and uncertainties that may cause actual results to differ materially from those expressed in such forward-looking statements. These risks and uncertainties include, but are not limited to, general market conditions and the ability to satisfy customary closing conditions related to the Offering. Other risks and uncertainties relating to the Company are described under Part I, Item 1A, “Risk Factors,” and elsewhere in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 and other documents filed or to be filed with the SEC by the Company. In addition, the Company may be subject to currently unforeseen risks that may have a materially adverse impact on it. Forward-looking statements are based on current expectations, estimates, projections, targets, opinions and/or beliefs of the Company, and any forward-looking statement speaks only as of the date on which such statement is made. The Company does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
