Infrastructure and Energy Alternatives, Inc. Closes Public Offering of Common Stock and Pre-Funded Warrants
August 02 2021 - 5:04PM
Infrastructure and Energy Alternatives, Inc. (“IEA”) (NASDAQ: “IEA”
or the “Company”) today announced the closing of its underwritten
public offering of common stock and pre-funded warrants to purchase
shares of common stock.
At closing, IEA issued 10,547,866 shares of its common stock and
pre-funded warrants to purchase 7,747,589 additional shares of its
common stock. The number of shares of common stock included
2,386,364 shares purchased by the underwriters upon exercise of an
over-allotment option granted to them in the offering by IEA.
The shares of common stock and pre-funded warrants were sold at
a price to the public of $11.00 per share of common stock and
$10.9999 per pre-funded warrant. The underwriting discounts and
commissions for shares of common purchased by public investors was
$0.66 per share of common stock. All of the pre-funded warrants
were issued to ASOF Holdings I, L.P. (“ASOF”), a fund managed by
the Private Equity Group of Ares Management Corporation. The shares
of common stock and pre-funded warrants were issued separately. The
pre-funded warrants do not have a term and may be exercised for a
price of $0.0001 per share immediately upon issuance. The
pre-funded warrants were certificated and were delivered by
physical delivery at closing. There is no established public
trading market for the pre-funded warrants, and IEA does not expect
a market to develop. The underwriters did not receive any discount
or commissions for shares of common stock or pre-funded warrants
purchased by ASOF.
The net proceeds to IEA from the offering, after deducting
underwriting discounts and commissions and offering expenses
payable by IEA, and including proceeds from the exercise of the
over-allotment option, were approximately $196.3 million. IEA will
use all of the net proceeds from the offering to repurchase and
redeem a portion of its outstanding Series B Preferred Stock and
pay the associated redemption premium as described in the final
prospectus supplement relating to the offering.
Guggenheim Securities, LLC, acted as book-running manager and
representative of the underwriters for the offering. BMO Capital
Markets, CIBC Capital Markets and Fifth Third Securities acted as
joint book-runners for the offering. D.A. Davidson & Co. and
Thompson Davis acted as co-managers for the offering.
The securities described were offered by IEA pursuant to a shelf
registration statement on Form S-3 (No. 333-251148), including a
base prospectus, previously filed with and declared effective by
the Securities and Exchange Commission (the “SEC”). The securities
were offered only by means of a prospectus. A preliminary
prospectus supplement and a final prospectus supplement relating to
and describing the terms of the offering have been filed with the
SEC. The final prospectus supplement is available on the SEC’s
website located at www.sec.gov. Copies of the final prospectus
supplement and the accompanying base prospectus relating to the
securities being offered may also be obtained by contacting
Guggenheim Securities, LLC, Attention: Equity Syndicate
Department, 330 Madison Avenue, 8th Floor, New York, New York
10017, by telephone at (212) 518-9544, or by email at
GSEquityProspectusDelivery@guggenheimpartners.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
About IEA
Infrastructure and Energy Alternatives, Inc. is a leading
infrastructure construction company with renewable energy and
specialty civil expertise. Headquartered in Indianapolis, Indiana,
with operations throughout the country, IEA’s service offering
spans the entire construction process. IEA offers a full spectrum
of delivery models including full engineering, procurement, and
construction, turnkey, design-build, balance of plant, and
subcontracting services. IEA is one of the larger providers in the
renewable energy industry and has completed more than 240 utility
scale wind and solar projects across North America. In the
heavy-civil space, IEA offers a number of specialty services
including environmental remediation, industrial maintenance,
specialty transportation infrastructure and other site development
for public and private projects. For more information, please visit
IEA’s website at www.iea.net or follow IEA
on Facebook, LinkedIn and Twitter for the
latest IEA news and events.
Cautionary Note Regarding Forward-Looking
Statements
This release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
The use of words such as “anticipate,” “expect,” “could,” “may,”
“intend,” “plan” and “believe,” among others, generally identify
forward-looking statements. These forward-looking statements may
include, but are not limited to, statements regarding the offering,
such as the intended use of net proceeds from the offering. These
forward-looking statements are based on currently available
operating, financial, economic and other information, and are
subject to a number of risks and uncertainties. Readers are
cautioned that these forward-looking statements are only
predictions and may differ materially from actual future events or
results. A variety of factors, many of which are beyond our
control, could cause actual future results or events to differ
materially from those projected in the forward-looking statements
in this release. For a full description of the risks and
uncertainties which could cause actual results to differ from our
forward-looking statements, please refer to IEA’s periodic filings
with the SEC including those described as “Risk Factors” in IEA’s
annual report on Form 10-K filed on March 8, 2021 and any quarterly
reports on Form 10-Q filed thereafter. IEA does not undertake any
obligation to update forward-looking statements whether as a result
of new information, future events or otherwise, except as may be
required under applicable securities laws.
Contacts: |
|
|
|
Peter J. Moerbeek |
Kimberly Esterkin |
Chief Financial Officer |
ADDO Investor Relations |
Pete.Moerbeek@iea.net |
iea@addo.com |
765-828-2568 |
310-829-5400 |
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