Lineage Announces Full Exercise of the Underwriters’ Option to Purchase Additional Shares, Increasing Gross Proceeds to $5.1 Billion

Rhea-AI Summary

Lineage (Nasdaq: LINE) announced that underwriters fully exercised their option to purchase an additional 8,532,307 shares at $78.00 per share, increasing the total shares sold to 65,414,358 and gross proceeds to approximately $5.1 billion. The option closing is set for July 31, 2024. Trading on Nasdaq began on July 25, 2024 under the ticker 'LINE'. Morgan Stanley, Goldman Sachs, BofA Securities, J.P. Morgan, and Wells Fargo Securities were joint lead book-running managers. The IPO was made through a prospectus, with copies available from the lead managers. A registration statement was declared effective by the SEC on July 24, 2024.

Positive

• Successful IPO with gross proceeds of approximately $5.1 billion
• Full exercise of underwriters' option to purchase additional shares
• Listing on Nasdaq Global Select Market
• Strong support from multiple prominent financial institutions as underwriters

Negative

• None.

Insights

Financial Analyst

Lineage's successful IPO and the full exercise of the underwriters' option to purchase additional shares mark a significant milestone for the company. The total gross proceeds of $5.1 billion from the sale of 65,414,358 shares at $78.00 per share indicate strong investor confidence and demand for Lineage's stock.

This substantial capital raise positions Lineage favorably in terms of financial flexibility. The company can potentially use these funds for various strategic initiatives, including expansion, research and development, debt reduction, or acquisitions. The successful IPO also enhances Lineage's public profile, which could lead to increased business opportunities and partnerships.

However, investors should consider the following factors:

• The large number of shares issued may lead to potential dilution for existing shareholders.
• The company will face increased scrutiny and reporting requirements as a public entity.
• The stock price may experience volatility in the short term as the market adjusts to the new offering.

Overall, while the successful IPO and option exercise are positive indicators, investors should closely monitor how Lineage utilizes this capital and its ability to deliver value in the competitive marketplace.

Market Research Analyst

Lineage's IPO success, particularly the full exercise of the underwriters' option, signals robust market appetite for the company's shares. This overallotment, often called the 'greenshoe option,' is a bullish indicator, suggesting demand exceeded initial expectations.

The impressive $5.1 billion raised places Lineage among the larger IPOs of recent years, potentially influencing market sentiment towards new listings in the industrial sector. This successful debut may encourage other companies in similar industries to consider going public, potentially leading to a wave of IPOs in related sectors.

The involvement of numerous high-profile underwriters, including Morgan Stanley, Goldman Sachs and JP Morgan, lends credibility to the offering and may attract institutional investors. This broad underwriter participation also suggests a wide distribution of shares, which could contribute to liquidity in the secondary market.

Investors should watch for:

• Post-IPO performance as an indicator of market confidence in the industrial sector
• Potential impact on competitors' valuations
• How Lineage's public status might influence industry dynamics and M&A activity

While the successful IPO is encouraging, it's important to monitor how Lineage transitions into its role as a public company and delivers on growth expectations to maintain investor confidence.

Legal Expert

The successful completion of Lineage's IPO, including the full exercise of the underwriters' option, demonstrates meticulous compliance with SEC regulations and effective coordination among legal and financial teams. The inclusion of a diverse group of underwriters, from major banks to smaller, specialized firms, suggests a well-structured offering designed to maximize market reach and regulatory compliance.

Key legal considerations for investors include:

• The effectiveness of the registration statement on July 24, 2024, indicating SEC approval of the offering documents.
• The prospectus availability, ensuring investors have access to comprehensive company information as required by securities laws.
• The clear disclosure of the offering's terms, including the price and number of shares, adhering to transparency requirements.

The mention of the prospectus and its availability through various underwriters underscores Lineage's commitment to providing investors with necessary information for informed decision-making, aligning with SEC disclosure requirements.

Investors should be aware that while the IPO process appears to have followed regulatory guidelines, they retain the right to pursue legal action if material misstatements or omissions are discovered in the offering documents. As Lineage transitions to a public company, it will face ongoing compliance obligations, including regular SEC filings and adherence to Nasdaq listing standards, which will be important for maintaining investor trust and regulatory good standing.

NOVI, Mich.--(BUSINESS WIRE)-- Lineage, Inc. (the “Company”) (Nasdaq: LINE) today announced that the underwriters of its previously announced initial public offering have fully exercised their option to purchase an additional 8,532,307 shares of the Company’s common stock at the initial public offering price of $78.00 per share, less underwriting discounts and commissions. The option closing will settle on July 31, 2024, subject to customary conditions. After giving effect to the option closing, the Company sold a total of 65,414,358 shares of its common stock in the offering, representing gross proceeds of approximately $5.1 billion, prior to underwriting discounts and commissions and estimated expenses payable by the Company.

The Company’s common stock began trading on the Nasdaq Global Select Market on July 25, 2024 under the ticker symbol "LINE".

Morgan Stanley, Goldman Sachs & Co. LLC, BofA Securities, J.P. Morgan and Wells Fargo Securities acted as joint lead book-running managers for the offering. RBC Capital Markets, LLC, Rabo Securities USA, Inc., Scotia Capital (USA) Inc., UBS Securities LLC, Capital One Securities, Inc., Truist Securities, Inc., Evercore ISI, Robert W. Baird & Co. Incorporated, KeyBanc Capital Markets Inc., Mizuho Securities USA LLC, PNC Capital Markets LLC, Deutsche Bank Securities Inc., CBRE Capital Advisors, Inc., HSBC Securities (USA) Inc., Piper Sandler & Co. and Regions Securities LLC acted as joint book-running managers for the offering. Blaylock Van, LLC, Cabrera Capital Markets LLC, C.L. King & Associates, Inc., Drexel Hamilton, LLC, Guzman & Company, Loop Capital Markets LLC, Roberts & Ryan Investments, Inc. and R. Seelaus & Co., LLC acted as co-managers.

A registration statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission on July 24, 2024. The offering was made only by means of a prospectus. Copies of the final prospectus related to this offering may be obtained from Morgan Stanley, Prospectus Department, 180 Varick Street, New York, New York 10014, or email: prospectus@morganstanley.com; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316, or email: prospectus-ny@ny.email.gs.com; BofA Securities, NC1-022-02-25, 201 North Tryon Street, Charlotte, North Carolina 28255-0001, Attention: Prospectus Department, email: dg.prospectus_requests@bofa.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; and Wells Fargo Securities, 90 South 7th Street, 5th Floor, Minneapolis, MN 55402, at 800-645-3751 (option #5) or email a request to WFScustomerservice@wellsfargo.com.

About Lineage

Lineage, Inc. is the world’s largest global temperature-controlled warehouse REIT with a network of over 480 strategically located facilities totaling over 84.1 million square feet and 3.0 billion cubic feet of capacity across countries in North America, Europe, and Asia-Pacific. Coupling end-to-end supply chain solutions and technology, Lineage partners with some of the world’s largest food and beverage producers, retailers, and distributors to help increase distribution efficiency, advance sustainability, minimize supply chain waste, and, most importantly, feed the world.

Forward-Looking Statements

Certain statements contained in this press release may be considered 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. Lineage intends for all such forward-looking statements to be covered by the applicable safe harbor provisions for forward-looking statements contained in those acts. Such forward-looking statements can generally be identified by Lineage’s use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” “seek,” “objective,” “goal,” “strategy,” “plan,” “focus,” “priority,” “should,” “could,” “potential,” “possible,” “look forward,” “optimistic,” or other similar words. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Such statements are subject to certain risks and uncertainties, including known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of Lineage’s performance in future periods. Except as required by law, Lineage does not undertake any obligation to update or revise any forward-looking statements contained in this release.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240730461580/en/

Investor Relations Contact

Evan Barbosa

VP, Investor Relations

ir@onelineage.com

Media Contact

Megan Hendricksen

VP, Global Marketing & Communications

pr@onelineage.com

Source: Lineage, Inc.

FAQ

What was the total number of shares sold in Lineage's IPO, including the underwriters' option?

Lineage sold a total of 65,414,358 shares of its common stock in the offering, including the fully exercised underwriters' option.

What were the gross proceeds from Lineage's IPO (LINE)?

The gross proceeds from Lineage's IPO, including the exercised option, were approximately $5.1 billion.

When did Lineage (LINE) begin trading on the Nasdaq?

Lineage's common stock began trading on the Nasdaq Global Select Market on July 25, 2024, under the ticker symbol 'LINE'.

What was the initial public offering price for Lineage (LINE) shares?

The initial public offering price for Lineage shares was $78.00 per share.