Archaea Energy Inc. Announces Secondary Offering of Class A Common Stock by Selling Stockholder

Rhea-AI Summary

Archaea Energy Inc. (NYSE: LFG) has commenced an underwritten public offering of 12,993,603 shares of its Class A common stock by an existing stockholder, Aria Renewable Energy Systems LLC. The offering includes a 30-day option for underwriters to purchase an additional 1,949,040 shares. The company will not receive any proceeds from this sale. Barclays and Jefferies are the joint book-running managers for the offering. The registration statement has been approved by the SEC and further details can be accessed on the SEC website.

Positive

• No significant positive aspects identified.

Negative

• The company will not receive any proceeds from the share offering, potentially limiting its capital flexibility.
• Offering of shares by an existing stockholder may lead to dilution of share value for existing shareholders.

HOUSTON--(BUSINESS WIRE)-- Archaea Energy Inc. (the “Company”) (NYSE: LFG) today announced the commencement of an underwritten public offering of 12,993,603 shares of the Company’s Class A common stock (the “Offering”) by an existing stockholder of the Company, Aria Renewable Energy Systems LLC (the “Selling Stockholder”). The Selling Stockholder intends to grant 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 sale of the shares being offered by the Selling Stockholder.

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 will be 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 size thereof, 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.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220322006061/en/

ARCHAEA



Megan Light

mlight@archaea.energy

346-439-7589



Blake Schreiber

bschreiber@archaea.energy

346-440-1627

Source: Archaea Energy Inc.

FAQ

What is the recent offering by Archaea Energy (LFG)?

Archaea Energy has announced an underwritten public offering of 12,993,603 shares of its Class A common stock by Aria Renewable Energy Systems LLC.

How many additional shares can underwriters purchase in the LFG offering?

Underwriters have a 30-day option to purchase an additional 1,949,040 shares.

Who are the book-running managers for Archaea's offering?

Barclays and Jefferies are acting as the joint book-running managers for the offering.

Will Archaea Energy receive any proceeds from the recent offering?

No, Archaea Energy will not receive any proceeds from the sale of shares as the offering is conducted by an existing stockholder.

Where can I find more details about the Archaea Energy offering?

Details about the offering can be found in the registration statement filed with the SEC, accessible on their website.