M&A - Excelerate Energy, Inc.
Form Type: 424B5
Filing Date: 2025-04-02
Corporate Action: Acquisition
Type: New
Accession Number: 000119312525070708
Filing Summary: Excelerate Energy, Inc. is offering 6,956,522 shares of Class A Common Stock at a public offering price of $26.50 per share. The anticipated total proceeds, before expenses, amount to approximately $176,052,181. The offering takes place alongside a significant strategic acquisition involving a Purchase Agreement made on March 26, 2025, to acquire Atlantic Energy Holdings LLC and New Fortress Energy, Inc.'s business in Jamaica for approximately $1.055 billion in cash. This acquisition includes three operational facilities: the Montego Bay LNG Terminal, the Old Harbour LNG Terminal, and the Clarendon CHP Plant. Key benefits include enhanced long-term revenue through contracted agreements, strategic geographic expansion, and an expected immediate accentuation in earnings per share. The acquisition aims to solidify Excelerate’s position as a significant provider of last-mile LNG infrastructure in Jamaica, catering to a growing market whose natural gas generation is vital for electricity supply.
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Additional details:
Number Of Shares Offered: 6956522
Offering Price Per Share: 26.5
Total Public Offering Proceeds: 184347833
Underwriting Discounts: 8295652
Proceeds Before Expenses: 176052181
Acquisition Price: 1055000000
Acquired Facilities: ["Montego Bay LNG Terminal","Old Harbour LNG Terminal","Clarendon CHP Plant"]
Anticipated Close Date: 2025-06-01
Form Type: 424B5
Filing Date: 2025-03-31
Corporate Action: Acquisition
Type: New
Accession Number: 000119312525068732
Filing Summary: Excelerate Energy, Inc. is proposing an offering of $150 million of its Class A Common Stock through a preliminary prospectus supplement dated March 31, 2025. The offering supports a significant acquisition involving an agreement made on March 26, 2025, to acquire the business operations of Atlantic Energy Holdings LLC and New Fortress Energy, Inc. in Jamaica for approximately $1.055 billion in cash. This acquisition includes three facilities: Montego Bay LNG Terminal, Old Harbour LNG Terminal, and Clarendon CHP Plant, which are integral to enhancing Excelerate's LNG regasification capabilities and geographic market diversification. The transaction is anticipated to close in the second quarter of 2025, contingent upon customary closing conditions. Excelerate expects that this acquisition will bolster its revenue and cash flow through long-term contracted agreements, with 86% of the revenue being take-or-pay and significantly enhancing its operating cash flow and market position in Jamaica's natural gas and electricity generation market.
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Additional details:
Shares Offered: $150,000,000
Underwriters Option: $22,500,000
Pending Acquisition Amount: $1.055 billion
Pending Acquisition Terms: debt-free and cash-free
Form Type: 8-K
Filing Date: 2025-03-27
Corporate Action: Acquisition
Type: New
Accession Number: 000095017025045717
Filing Summary: On March 26, 2025, Excelerate Energy Limited Partnership, a subsidiary of Excelerate Energy, Inc., entered into an equity and asset purchase agreement with Atlantic Energy Holdings LLC and New Fortress Energy Inc. to acquire their business in Jamaica for an aggregate initial purchase price of $1.055 billion, in cash, subject to certain adjustments. The transaction is anticipated to close in the second quarter of 2025, pending satisfaction of customary closing conditions. The purchase agreement includes termination rights, specifically if the closing does not occur by July 24, 2025, with potential extension options. On March 27, 2025, a press release and supplemental information regarding the transaction were issued by the company. Furthermore, a commitment letter for a $850 million senior secured bridge term loan facility was entered into, intended to finance the acquisition and related expenses, contingent upon customary conditions.
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Additional details:
Item 1.01: Equity and Asset Purchase Agreement
Item 1.01 Purchase Price: $1.055 billion
Item 1.01 Transaction Closing Date: Second quarter of 2025
Item 7.01 Press Release Date: 2025-03-27
Item 7.01 Investor Presentation Date: 2025-03-27
Item 8.01 Commitment Letter Amount: $850 million
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