FuelCell Energy Prices $15.4 Million Public Offering of Common Stock and Warrants
April 28 2017 - 9:25AM
FuelCell Energy, Inc. (Nasdaq:FCEL), a global leader in
delivering clean, innovative and affordable fuel cell solutions for
the supply, recovery and storage of energy, announced today that it
has priced an underwritten public offering of (i) 12,000,000 shares
of its common stock, (ii) Series C warrants to purchase 12,000,000
shares of its common stock and (iii) Series D warrants to purchase
12,000,000 shares of its common stock, for gross proceeds of
approximately $15.4 million, at a public offering price of $1.28
per share and accompanying warrants. The Series C warrants
have an exercise price of $1.60 per share, are immediately
exercisable and will expire on the fifth anniversary of the date of
issuance. The Series D warrants have an exercise price of
$1.28 per share, are immediately exercisable and will expire on the
first anniversary of the date of issuance. FuelCell has also
granted the underwriters a 30-day option to purchase (i) up to an
additional 1,800,000 shares of common stock, (ii) Series C warrants
to purchase up to an aggregate of 1,800,000 shares of common stock
and (iii) Series D warrants to purchase up to an aggregate of
1,800,000 shares of common stock. If the underwriters’ 30-day
option is exercised in full, it would result in additional gross
proceeds of approximately $2.3 million.
FuelCell Energy intends to use the net proceeds from this
offering for project development, project financing, working
capital and general corporate purposes. The offering is
expected to close on or about May 3, 2017, subject to the
satisfaction of customary closing conditions. Oppenheimer
& Co. Inc. is acting as the sole book-running manager for
the offering. Craig-Hallum Capital Group LLC is acting as the
co-manager for the offering.
A shelf registration statement relating to the above-described
securities was previously filed with and declared effective by the
U.S. Securities and Exchange Commission. A preliminary
prospectus supplement related to the offering was filed with the
Securities and Exchange Commission. The securities may be
offered only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement.
When available, copies of the final prospectus supplement
together with the base prospectus relating to this offering can be
obtained at the Securities and Exchange Commission’s website at
http://www.sec.gov or from Oppenheimer & Co. Inc.,
Attention: Syndicate Prospectus Department, 85 Broad Street, 26th
Floor, New York, New York 10004, by telephone at 212-667-8563, or
by e-mail at EquityProspectus@opco.com.
This press release does not constitute an offer to sell or the
solicitation of offers to buy any securities of FuelCell Energy,
and shall not constitute an offer, solicitation or sale of any
security 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.
Cautionary Language
This news release contains forward-looking statements within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, including, without limitation,
FuelCell’s expectations regarding completion of the public
offering, its use of the proceeds from the proposed offering and
other statements that are not purely statements of historical fact.
These forward-looking statements are made on the basis of the
current beliefs, expectations and assumptions of the management of
FuelCell and are subject to significant risks and uncertainty.
Investors are cautioned not to place undue reliance on any such
forward-looking statements. All such forward-looking statements
speak only as of the date they are made, and FuelCell undertakes no
obligation to update or revise these statements, whether as a
result of new information, future events or otherwise. Although
FuelCell believes that the expectations reflected in these
forward-looking statements are reasonable, these statements involve
many risks and uncertainties that may cause actual results to
differ materially from what may be expressed or implied in these
forward-looking statements. For a further discussion of risks
and uncertainties that could cause actual results to differ from
those expressed in these forward-looking statements, as well as
risks relating to the business of FuelCell in general, see the risk
disclosures in FuelCell’s filings with the Securities and Exchange
Commission.
About FuelCell EnergyFuelCell Energy
(NASDAQ:FCEL) delivers efficient, affordable and clean solutions
for the supply, recovery and storage of energy. We design,
manufacture, undertake project development, install, operate and
maintain megawatt-scale fuel cell systems, serving utilities,
industrial and large municipal power users with solutions that
include both utility-scale and on-site power generation, carbon
capture, local hydrogen production for transportation and industry,
and long duration energy storage. With SureSource™
installations on three continents and millions of megawatt hours of
ultra-clean power produced, FuelCell Energy is a global leader with
environmentally responsible power solutions. Visit us online
at www.fuelcellenergy.com and follow us on Twitter.
SureSource, SureSource 1500, SureSource 3000, SureSource 4000,
SureSource Recovery, SureSource Capture, SureSource Hydrogen,
SureSource Storage, SureSource Service, SureSource Capital,
FuelCell Energy, and FuelCell Energy logo are all trademarks of
FuelCell Energy, Inc.
Source: FuelCell Energy
Contact:
FuelCell Energy, Inc.
Kurt Goddard, Vice President Investor Relations
203-830-7494
ir@fce.com
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