Atlas Energy Solutions Inc. (NYSE: AESI) (“Atlas” or the
“Company”) today announced the pricing of an upsized underwritten
public offering (the “Offering”) of an aggregate of 11,500,000
shares of its common stock, par value $0.01 per share (“common
stock”), at a public offering price of $23.00 per share, for total
gross proceeds of $264.5 million. In connection with the Offering,
the Company has granted the underwriters the option to purchase up
to an additional 1,725,000 shares of common stock on the same terms
and conditions within 30 days.
The Offering is expected to close on February 3, 2025, subject
to customary closing conditions.
The Company intends to use the net proceeds it receives from the
Offering (i) to repay indebtedness, which may include a portion of
its secured PIK toggle seller note and outstanding borrowings under
its credit facility and term loan credit facility, (ii) to fund a
portion of the cash consideration for the Company’s previously
announced acquisition of Moser Engine Service, Inc. (d/b/a Moser
Energy Systems) (the “Moser Acquisition”), including the election
to pay the aggregate transaction consideration in cash in lieu of
the issuance of stock consideration (the “Cash Option”) or, if the
Cash Option has not been exercised, redemption of the stock
consideration, if exercised by the Company, subject to market
conditions, and (iii) the remainder, if any, for general corporate
purposes, including power-related growth capital expenditures
following completion of the Moser Acquisition. The Company expects
to close the Moser Acquisition in the first quarter of 2025,
subject to customary closing conditions and regulatory approvals.
The Moser Acquisition is not contingent upon the completion of this
Offering and this Offering is not contingent upon the completion of
the Moser Acquisition.
Goldman Sachs & Co. LLC and Piper Sandler & Co. are
acting as lead book-running managers for the Offering. Barclays
Capital Inc., BofA Securities, Inc. and Johnson Rice & Company
L.L.C. are acting as book-running managers. Capital One Securities,
Inc., Drexel Hamilton, LLC, PEP Advisory LLC, Perella Weinberg
Partners LP, Raymond James & Associates, Inc., Stephens Inc.
and The Benchmark Company, LLC are acting as co-managers. The
Offering is subject to market and other conditions, and there can
be no assurance as to whether or when the Offering may be
completed, or as to the actual size or terms of the Offering.
The Offering will be made only by means of a prospectus
supplement and the accompanying base prospectus, The Offering is
being conducted pursuant to an effective shelf registration
statement on Form S-3 (the “Registration Statement”), which was
filed with the U.S. Securities and Exchange Commission (the “SEC”)
on May 15, 2024, that became effective upon filing and the
corresponding prospectus. A preliminary prospectus supplement
thereto has been filed with the SEC. Before investing, prospective
investors should read the prospectus supplement, the accompanying
base prospectus and the documents incorporated by reference therein
for more complete information about the Company and the Offering.
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 the accompanying base prospectus related
to this Offering, and the final prospectus supplement, when
available, may be obtained by contacting:
Goldman Sachs & Co. LLC Attn: Prospectus Department 200 West
Street New York, NY 10282 Telephone: 1-866-471-2526
Prospectus-ny@ny.email.gs.com
Piper Sandler & Co. Attn: Prospectus Department 800 Nicollet
Mall, J12S03 Minneapolis, Minnesota 55402 Telephone: 1-800-747-3924
Prospectus@psc.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 without registration or
qualification under the securities laws of any such state or
jurisdiction.
About Atlas Energy Solutions
Atlas Energy Solutions Inc. is a leading proppant producer and
proppant logistics provider, serving primarily the Permian Basin of
West Texas and New Mexico. We operate 14 proppant production
facilities across the Permian Basin with a combined annual
production capacity of 29 million tons, including both large-scale
in-basin facilities and smaller distributed mining units. We manage
a portfolio of leading-edge logistics assets, which includes our
42-mile Dune Express conveyor system. In addition to our conveyor
infrastructure, we manage a fleet of over 120 trucks, which are
capable of delivering expanded payloads due to our
custom-manufactured trailers and patented drop-depot process. Our
approach to managing both our proppant production and proppant
logistics operations is intently focused on leveraging technology,
automation and remote operations to drive efficiencies.
We are a low-cost producer of various high-quality, locally
sourced proppants used during the well completion process. We offer
both dry and damp sand, and carry various mesh sizes including 100
mesh and 40/70 mesh. Proppant is a key component necessary to
facilitate the recovery of hydrocarbons from oil and natural gas
wells.
Our logistics platform is designed to increase the efficiency,
safety and sustainability of the oil and natural gas industry
within the Permian Basin. Proppant logistics is increasingly a
differentiating factor affecting customer choice among proppant
producers. The cost of delivering sand, even short distances, can
be a significant component of customer spending on their well
completions given the substantial volumes that are utilized in
modern well designs.
We continue to invest in and pursue leading-edge technologies,
including autonomous trucking, digital infrastructure, and
artificial intelligence, to support opportunities to gain
efficiencies in our operations. These technology-focused
investments aim to improve our cost structure and also combine to
produce beneficial environmental and community impacts.
While our core business is fundamentally aligned with a lower
emissions economy, our core obligation has been, and will always
be, to our stockholders. We recognize that maximizing value for our
stockholders requires that we optimize the outcomes for our broader
stakeholders, including our employees and the communities in which
we operate. We are proud of the fact that our approach to
innovation in the hydrocarbon industry while operating in an
environmentally responsible manner creates immense value. Since our
founding in 2017, our core mission has been to improve human
beings’ access to the hydrocarbons that power our lives while also
delivering differentiated social and environmental progress. Our
Atlas team has driven innovation and has produced industry-leading
environmental benefits by reducing energy consumption, emissions,
and our aerial footprint. We call this Sustainable Environmental
and Social Progress.
We were founded in 2017 by Ben M. “Bud” Brigham, our Executive
Chairman, and are led by an entrepreneurial team with a history of
constructive disruption bringing significant and complementary
experience to this enterprise, including the perspective of
longtime E&P operators, which provides for an elevated
understanding of the end users of our products and services. Our
executive management team has a proven track record with a history
of generating positive returns and value creation. Our experience
as E&P operators was instrumental to our understanding of the
opportunity created by in-basin sand production and supply in the
Permian Basin, which we view as North America’s premier shale
resource and which we believe will remain its most active through
economic cycles.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended (the “Securities Act”), and Section 21E of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). Statements
that are predictive or prospective in nature, that depend upon or
refer to future events or conditions or that include the words
“may,” “assume,” “forecast,” “position,” “strategy,” “potential,”
“continue,” “could,” “will,” “plan,” “project,” “budget,”
“predict,” “pursue,” “target,” “seek,” “objective,” “believe,”
“expect,” “anticipate,” “intend,” “estimate” and other expressions
that are predictions of or indicate future events and trends and
that do not relate to historical matters identify forward-looking
statements. Examples of forward-looking statements include, but are
not limited to, statements regarding the size and terms of the
Offering and our use of proceeds from the Offering; Atlas’s plans
to finance the Moser Acquisition; and the receipt of all necessary
approvals to close the Moser Acquisition and the timing associated
therewith.
Actual results could differ materially from those anticipated in
these forward-looking statements as a result of certain factors,
including, but not limited to, those discussed or referenced in our
filings made from time to time with the SEC, including those
discussed in the Registration Statement and the prospectus
supplement relating to this Offering, under the heading “Risk
Factors” in our Annual Report on Form 10-K, filed with the SEC on
February 27, 2024, and any subsequently filed Quarterly Reports on
Form 10-Q and Current Reports on Form 8-K, including those
discussed in Exhibit 99.3 to our Current Report on Form 8-K filed
on January 27, 2025. Readers are cautioned not to place undue
reliance on forward-looking statements, which speak only as of the
date hereof. Factors or events that could cause our actual results
to differ may emerge from time to time, and it is not possible for
us to predict all of them. We undertake no obligation to publicly
update or revise any forward-looking statement, whether as a result
of new information, future developments or otherwise, except as may
be required by law.
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Investor Contact Kyle Turlington 5918 W Courtyard Drive,
Suite #500 Austin, Texas 78730 United States T: 512-220-1200
IR@atlas.energy
New Atlas Holdco (NYSE:AESI)
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부터 1월(1) 2025 으로 2월(2) 2025
New Atlas Holdco (NYSE:AESI)
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부터 2월(2) 2024 으로 2월(2) 2025