Reported Late Monday Feb 6, LanzaTech Announces AMCI Stockholder Approval For Their Business Combination As Well As Additional PIPE Investments And Forward Purchase Agreement; Entered Into $100M Forward Purchase Agreement To Enhance Financial Flexibility

AMCI Stockholders have approved the previously announced business combination with LanzaTech at the Special Meeting held on February 6, 2023
 

Entered into $100 million forward purchase agreement to enhance financial flexibility

Secured $5 million of additional common equity PIPE investments from existing & new strategic investors

Transaction is anticipated to close promptly and LanzaTech is thereafter expected to commence trading on Nasdaq

CHICAGO and GREENWICH, Conn., Feb. 06, 2023 (GLOBE NEWSWIRE) -- AMCI Acquisition Corp. II ("AMCI") (NASDAQ:AMCI), a publicly-traded special purpose acquisition company, and LanzaTech NZ, Inc. ("LanzaTech"), an innovative carbon capture and transformation company that converts waste carbon into materials such as sustainable fuels, fabrics, packaging and other products that people use in their daily lives, today announced that AMCI's stockholders have approved their business combination (the "Business Combination"). The company also announced it has entered into a $100 million forward purchase agreement with ACM ARRT H LLC to enhance financial flexibility. AMCI and LanzaTech also announced that they have received additional PIPE investments from existing and new PIPE investors.

"We are pleased to complete this transaction and solidify our partnership with LanzaTech. We appreciate the support of our stockholders at today's vote," said Nimesh Patel, Chief Executive Officer of AMCI Acquisition Corp. II. "We are proud to continue this journey with LanzaTech and are excited about what they will be able to accomplish on their mission of enabling a lower-carbon world."

"We are excited to reach this critical milestone in our corporate journey, made possible by the immeasurable and enduring support from our many partners across the globe," said Dr. Jennifer Holmgren, Chief Executive Officer of LanzaTech. "Once completed, our business combination with AMCI will mark a transformative step in LanzaTech's quest towards enabling a cleaner world. Our upsized PIPE illustrates the valuable support we continue to receive from new and existing strategic investors. We are confident that with our new public platform and financial resources, we will be able to accelerate and amplify our mission of creating a post pollution future for all."

Shareholder Approval for Business Combination

AMCI's stockholders of record as of the close of business on December 28, 2022 (the "AMCI Stockholders") voted to approve the previously proposed Business Combination and all other proposals presented at AMCI's special meeting of stockholders held on February 6, 2023 (the "Special Meeting"). Holders of approximately 86% of AMCI's issued and outstanding shares were present at the Special Meeting. Approximately 95% of the votes cast at the Special Meeting, representing approximately 82% of AMCI's outstanding shares, voted to approve the Business Combination. The results of the vote will be included in a Current Report on Form 8-K to be filed by AMCI with the U.S. Securities and Exchange Commission (the "SEC"). The Business Combination is expected to close upon the satisfaction of all closing conditions. Upon the closing of the Business Combination, AMCI will be renamed "LanzaTech Global, Inc." and its common stock is expected to be listed on Nasdaq under the ticker symbol "LNZA."

LanzaTech Enters into Forward Purchase Agreement to Enhance Financial Flexibility

Additionally, LanzaTech announced today that it has entered into a forward purchase agreement for up to $100 million with ACM ARRT H LLC. Please refer to AMCI's current report on Form 8-K, filed today with the SEC, for additional information.

LanzaTech and AMCI Secure $5 Million of Additional PIPE Investment

AMCI and LanzaTech announced that they have received additional common equity PIPE investments from an existing PIPE investor Oxy Low Carbon Ventures LLC as well as a new PIPE investor. The total additional PIPE investment is $5 million, increasing the previously announced common equity PIPE to $185 million.