M&A - Alternus Clean Energy, Inc.

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Form Type: 8-K

Filing Date: 2025-05-13

Corporate Action: Acquisition

Type: New

Accession Number: 000121390025042329

Filing Summary: On May 7, 2025, Alternus Clean Energy, Inc. entered into a Share Purchase Agreement for the sale of its wholly-owned subsidiary AEG MH 02 Limited, which includes all of its subsidiaries. The transaction involved OBN Real Estate Limited as the Majority Buyer acquiring 75.5% of MH02 and BVP Green Bond 2018 Limited as the Minority Buyer acquiring 24.5%. The total consideration includes the assumption of approximately $19 million in debt, forbearance on claims by the Majority Buyer until MH02’s solar projects are ready to build, and the right for the Company to purchase these solar projects at a fair market value. Additionally, the Company issued 10,660,000 shares of restricted common stock to the Minority Buyer, resulting in the removal of approximately $22.6 million in debt and enhancing shareholders' equity by about $14.4 million.

Additional details:

Item 1 01: Share Purchase Agreement executed on May 7, 2025


Total Debt Assumed: $19,000,000


Majority Buyer Percentage: 75.5%


Minority Buyer Percentage: 24.5%


Shares Issued To Minority Buyer: 10,660,000


Debt Removed: $22.6 million


Shareholder Equity Increase: $14.4 million


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