Excelerate Energy Announces Pricing of Upsized Public Offering of Class A Common Stock
Excelerate Energy, Inc. (NYSE:EE) ("Excelerate" or the "Company") today announced the pricing of its previously announced underwritten registered public offering of 6,956,522 shares of Class A common stock at a public offering price per share of $26.50. The size of the offering increased from the previously announced $150,000,000 of shares of common stock to $184,347,833 of shares of the company's common stock, which represents the gross proceeds of the offering before the underwriting discount and estimated offering expenses. Additionally, the Company has granted the underwriters a 30-day option to purchase up to an additional 1,043,478 shares of its Class A common stock at the public offering price less the underwriting discounts and commissions. The offering is expected to close on or about April 2, 2025, subject to market and other customary closing conditions.
The Company intends to use the net proceeds from this offering, together with the expected incurrence of approximately $650 million aggregate principal amount of senior indebtedness, subject to market conditions, and cash on hand, to fund the consideration payable by the Company in the previously-announced pending acquisition of New Fortress Energy, Inc.'s (NASDAQ:NFE) business in Jamaica for $1.055 billion, subject to certain adjustments. The closing of the offering is not conditioned upon the closing of the pending acquisition.
Barclays and Morgan Stanley are acting as lead book-running managers. Credit Agricole CIB, DNB Markets, Jefferies and Wells Fargo Securities are acting as joint book-running managers. BNP PARIBAS and Raymond James are acting as co-managers.
The shares described above are being offered by the Company pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-271850), as amended, including a base prospectus, that was previously filed by the Company with the Securities and Exchange Commission (the "SEC") and that was declared effective by the SEC on May 24, 2023. The offering will be made only by means of a preliminary prospectus supplement and the accompanying base prospectus, which are available for free on the SEC's website located at www.sec.gov. A final prospectus relating to the offering will be filed with the SEC and may be obtained, when available, by contacting: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, emailing [email protected] or calling (888) 603-5847; or Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any shares of the Company's common stock or any other security, nor is there any offer or 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 EXCELERATE ENERGY, INC.
Excelerate Energy, Inc. is a U.S.-based LNG company located in The Woodlands, Texas. Excelerate is changing the way the world accesses cleaner forms of energy by providing integrated services along the LNG value chain with the objective of delivering rapid-to-market and reliable LNG solutions to customers. The Company offers a full range of services across the LNG value chain. Excelerate has a presence in Abu Dhabi, Antwerp, Boston, Buenos Aires, Chattogram, Dhaka, Doha, Dubai, Hanoi, Helsinki, London, Rio de Janeiro, Singapore, and Washington, DC.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995 as contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended, about Excelerate and our industry that involve substantial risks and uncertainties. All statements other than statements of historical fact contained in this press release, including, without limitation, statements regarding: the consummation of the offering and the satisfaction of customary closing conditions with respect to the offering; the anticipated use of the net proceeds of the proposed offering; the grant to the underwriters of the option to purchase additional shares; and the pending acquisition. In some cases, you can identify forward-looking statements by terminology such as "anticipate," "believe," "consider," "contemplate," "continue," "could," "estimate," "expect," "intend," "may," "opportunity," "plan," "potential," "predict," "project," "shall," "should," "target," "will," or "would," or the negative of these words or other similar terms or expressions. You should not rely on forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this press release primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including, but not limited to, the following: the risk that the proposed offering will not be consummated; the price and availability of financing; our ability to fund and close the pending acquisition; the anticipated timing and terms of the pending acquisition; our ability to realize the anticipated benefits of the pending acquisition; our ability to manage the risks of the pending acquisition; unplanned issues, including time delays, unforeseen expenses, cost inflation, materials or labor shortages, which could result in delayed receipt of payment or existing or anticipated project cancellations; the competitive market for liquified natural gas ("LNG") regasification services; changes in the supply of and demand for and price of LNG and natural gas and LNG regasification capacity; and those detailed in Excelerate's most recent Annual Report on Form 10-K and other filings with the SEC. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. All forward-looking statements, expressed or implied, included in this press release and any oral statements made in connection with this press release are expressly qualified in their entirety by the foregoing cautionary statements. Excelerate undertakes no obligation to 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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