Eos Energy Enterprises, Inc. (NASDAQ: EOSE) (“Eos”), a leading
provider of safe, scalable, efficient, and sustainable zinc-powered
energy storage systems, today announced that Koch Strategic
Platforms (“KSP”), a subsidiary of Koch Investments Group, will
make a $100 million investment in convertible senior notes to
support the Company’s strategic growth initiatives.
“As we continue to build out our commercial team, expand our
opportunity pipeline and optimize our manufacturing processes and
technology, it will be extremely helpful to have an experienced and
proven strategic partner that recognizes the tremendous market
opportunity we have ahead of us,” said Joe Mastrangelo, CEO of Eos.
“Koch brings a strong track record of investing in disruptive
technology companies and we look forward to deploying this capital
to accelerate growth and continue to drive shareholder value.”
“Long duration energy storage is quickly emerging as a critical
component of the renewable energy value chain,” said Jeremy Bezdek,
managing director of Koch Strategic Platforms. “Eos’ world-class
leadership team and versatile technology provide us with great
confidence in the Company’s future growth and ability to succeed in
this rapidly growing market.”
Eos is a leading manufacturer of long duration (3-12 hour)
energy storage solutions featuring its proprietary Znyth®
technology. This zinc-powered battery addresses the variability of
renewable energy sources by providing reliable power to
applications across the energy supply chain, including utilities,
and industrial and commercial sites. Eos’s Pittsburgh-based
manufacturing facility, suite of support services and majority
domestically sourced supply chain, enable it to scale up its
production to serve the needs of customers and communities around
the world.
Terms of the TransactionUnder the terms of the
investment, a subsidiary of KSP will purchase $100 million in
aggregate principal amount of Eos’ convertible senior notes (the
“Notes”). The Notes will have an initial conversion price of
approximately $20.00 per share of Eos’ Common Stock (the “Common
Stock”), subject to customary anti-dilution adjustments. Eos will
settle its conversion obligations through the delivery of shares of
Common Stock, cash, or a combination of cash and shares of Common
Stock, at Eos’ election. The Notes will mature in June 2026, unless
earlier repurchased, redeemed or converted. Interest on the Notes
will be paid semi-annually, and Eos is permitted to pay interest on
the Notes in cash or through the issuance of additional Notes, at
its election. Interest payments made in cash will be based on an
interest rate of 5.0% per year, and interest payments made by
issuing additional Notes will be based on an interest rate of 6.0%
per year.
Additional information regarding this announcement may be found
in a Form 8-K that will be filed with the U.S. Securities and
Exchange Commission.
AdvisorsB. Riley Securities, Inc. is acting as
placement agent on behalf of Eos. BofA Securities, Inc. is acting
as financial advisor to Eos, and Davis Polk & Wardwell LLP is
serving as Eos’ legal advisor in the transaction.
Stinson LLP is serving as legal advisor to Koch Strategic
Platforms.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any of these securities and shall not constitute
an offer, solicitation, or sale in any jurisdiction in which such
offer, solicitation, or sale is unlawful. The notes and any shares
of Eos common stock issuable upon conversion of the notes have not
been registered under the Securities Act of 1933, as amended, or
any state securities laws and may not be offered or sold in the
United States absent registration or an applicable exemption from
the registration requirements.
About Eos Eos Energy Enterprises, Inc. is
accelerating the shift to clean energy with positively ingenious
solutions that transform how the world stores power. Our
breakthrough Znyth® aqueous zinc battery was designed to overcome
the limitations of conventional lithium-ion technology. Safe,
scalable, efficient, sustainable — and manufactured in the
U.S. — it's the core of our innovative systems
that today provide utility, industrial, and commercial customers
with a proven, reliable energy storage alternative for 3- to 12-
hour applications. Eos was founded in 2008 and is headquartered in
Edison, New Jersey. For more information about Eos (NASDAQ: EOSE),
visit eose.com.
About Koch Strategic PlatformsWith offices in
Atlanta and Wichita, KSP desires to be the preferred investment
partner of growth focused, strategic companies who are innovating
in industries with disruptive potential. Created in 2020, the KSP
team pursues public and private investments with companies where
long-term mutual benefit can be realized.
https://www.kochind.com/
Forward-Looking StatementsThis press release
includes certain statements that may constitute "forward-looking
statements" for purposes of the federal securities laws.
Forward-looking statements include, but are not limited to,
statements that refer to projections, forecasts or other
characterizations of future events or circumstances, including any
underlying assumptions. The words "anticipate," "believe,"
"continue," "could," "estimate," "expect," "intends," "may,"
"might," "plan," "possible," "potential," "predict," "project,"
"should," "would" and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. Forward-looking
statements may include, for example, statements about: the
investment by KSP and benefits thereof, the future financial
performance of Eos; Eos’s plans for expansion and acquisitions; and
changes in Eos's strategy, future operations, financial position,
estimated revenues, and losses, projected costs, prospects, plans
and objectives of management. These forward-looking statements are
based on information available as of the date of this press
release, and current expectations, forecasts and assumptions, and
involve a number of judgments, risks and uncertainties.
Accordingly, forward-looking statements should not be relied upon
as representing the parties' views as of any subsequent date, and
Eos 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. You should not place undue reliance on these forward-looking
statements. As a result of a number of known and unknown risks and
uncertainties, actual results or performance may be materially
different from those expressed or implied by these forward-looking
statements. Some factors that could cause actual results to differ
include, but are not limited to: (1) the outcome of any legal
proceedings that may be instituted against Eos; (2) the ability to
maintain the listing of Eos’s shares of common stock on NASDAQ; (3)
the ability of Eos’s business to grow and manage growth profitably,
maintain relationships with customers and suppliers and retain its
management and key employees; (4) changes in applicable laws or
regulations; (5) the possibility that Eos may be adversely affected
by other economic, business, and/or competitive factors; and (6)
other risks and uncertainties indicated from time to time in the
Annual Report on Form 10-K filed by Eos with the Securities and
Exchange Commission (“SEC”) for the year ended December 31, 2020,
including those under the heading "Risk Factors" therein, and other
factors identified in Eos’s prior and future SEC filings with the
SEC, available at www.sec.gov.
Contacts |
Investors: ir@eose.comMedia: media@eose.com |
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