Atlas Energy Solutions Inc. (NYSE: AESI) (“Atlas” or the
“Company”) today announced the commencement of an underwritten
public offering (the “Offering”) of an aggregate of 10,000,000
shares of its common stock, par value $0.01 per share (“common
stock”).
The Company intends to use the net proceeds it receives from the
Offering (i) to repay indebtedness, which may include a portion of
its secured PIK toggle seller note and outstanding borrowings under
its credit facility and term loan credit facility, (ii) to fund a
portion of the cash consideration for the Company’s previously
announced acquisition of Moser Engine Service, Inc. (d/b/a Moser
Energy Systems) (the “Moser Acquisition”), including the election
to pay the aggregate transaction consideration in cash in lieu of
the issuance of stock consideration (the “Cash Option”) or, if the
Cash Option has not been exercised, redemption of the stock
consideration, if exercised by the Company, subject to market
conditions, and (iii) the remainder, if any, for general corporate
purposes, including power-related growth capital expenditures
following completion of the Moser Acquisition. The Company expects
to close the Moser Acquisition in the first quarter of 2025,
subject to customary closing conditions and regulatory approvals.
The Moser Acquisition is not contingent upon the completion of this
Offering and this Offering is not contingent upon the completion of
the Moser Acquisition.
The Company expects to grant the underwriters a 30-day option to
purchase up to an additional 1,500,000 shares of common stock at
the public offering price, less the underwriting discounts and
commissions.
Goldman Sachs & Co. LLC and Piper Sandler & Co. are
acting as lead-book running managers for the Offering. The Offering
is subject to market and other conditions, and there can be no
assurance as to whether or when the Offering may be completed, or
as to the actual size or terms of the Offering.
The Offering will be made only by means of a prospectus
supplement and the accompanying base prospectus. The Offering is
being conducted pursuant to an effective shelf registration
statement on Form S-3 (the “Registration Statement”), which was
filed with the U.S. Securities and Exchange Commission (the “SEC”)
on May 15, 2024, that became effective upon filing and the
corresponding prospectus. A preliminary prospectus supplement
thereto has been filed with the SEC. Before investing, prospective
investors should read the prospectus supplement, the accompanying
base prospectus and the documents incorporated by reference therein
for more complete information about the Company and the Offering.
You may obtain these documents for free by visiting EDGAR on the
SEC website at www.sec.gov. Alternatively, copies of the
preliminary prospectus supplement and the accompanying base
prospectus related to this Offering, and the final prospectus
supplement, when available, may be obtained by contacting:
Goldman Sachs & Co. LLC Attn: Prospectus Department 200 West
Street New York, NY 10282 Telephone: 1-866-471-2526
Prospectus-ny@ny.email.gs.com
Piper Sandler & Co. Attn: Prospectus Department 800 Nicollet
Mall J12S03 Minneapolis, Minnesota 55402 Telephone: (800) 747-3924
prospectus@psc.com
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful without registration or
qualification under the securities laws of any such state or
jurisdiction.
About Atlas Energy Solutions Atlas Energy Solutions Inc.
is a leading proppant producer and proppant logistics provider,
serving primarily the Permian Basin of West Texas and New Mexico.
We operate 14 proppant production facilities across the Permian
Basin with a combined annual production capacity of 29 million
tons, including both large-scale in-basin facilities and smaller
distributed mining units. We manage a portfolio of leading-edge
logistics assets, which includes our 42-mile Dune Express conveyor
system. In addition to our conveyor infrastructure, we manage a
fleet of over 120 trucks, which are capable of delivering expanded
payloads due to our custom-manufactured trailers and patented
drop-depot process. Our approach to managing both our proppant
production and proppant logistics operations is intently focused on
leveraging technology, automation and remote operations to drive
efficiencies.
We are a low-cost producer of various high-quality, locally
sourced proppants used during the well completion process. We offer
both dry and damp sand, and carry various mesh sizes including 100
mesh and 40/70 mesh. Proppant is a key component necessary to
facilitate the recovery of hydrocarbons from oil and natural gas
wells.
Our logistics platform is designed to increase the efficiency,
safety and sustainability of the oil and natural gas industry
within the Permian Basin. Proppant logistics is increasingly a
differentiating factor affecting customer choice among proppant
producers. The cost of delivering sand, even short distances, can
be a significant component of customer spending on their well
completions given the substantial volumes that are utilized in
modern well designs.
We continue to invest in and pursue leading-edge technologies,
including autonomous trucking, digital infrastructure, and
artificial intelligence, to support opportunities to gain
efficiencies in our operations. These technology-focused
investments aim to improve our cost structure and also combine to
produce beneficial environmental and community impacts.
While our core business is fundamentally aligned with a lower
emissions economy, our core obligation has been, and will always
be, to our stockholders. We recognize that maximizing value for our
stockholders requires that we optimize the outcomes for our broader
stakeholders, including our employees and the communities in which
we operate. We are proud of the fact that our approach to
innovation in the hydrocarbon industry while operating in an
environmentally responsible manner creates immense value. Since our
founding in 2017, our core mission has been to improve human
beings’ access to the hydrocarbons that power our lives while also
delivering differentiated social and environmental progress. Our
Atlas team has driven innovation and has produced industry-leading
environmental benefits by reducing energy consumption, emissions,
and our aerial footprint. We call this Sustainable Environmental
and Social Progress.
We were founded in 2017 by Ben M. “Bud” Brigham, our Executive
Chairman, and are led by an entrepreneurial team with a history of
constructive disruption bringing significant and complementary
experience to this enterprise, including the perspective of
longtime E&P operators, which provides for an elevated
understanding of the end users of our products and services. Our
executive management team has a proven track record with a history
of generating positive returns and value creation. Our experience
as E&P operators was instrumental to our understanding of the
opportunity created by in-basin sand production and supply in the
Permian Basin, which we view as North America’s premier shale
resource and which we believe will remain its most active through
economic cycles.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended
(the “Securities Act”), and Section 21E of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”). Statements that are
predictive or prospective in nature, that depend upon or refer to
future events or conditions or that include the words “may,”
“assume,” “forecast,” “position,” “strategy,” “potential,”
“continue,” “could,” “will,” “plan,” “project,” “budget,”
“predict,” “pursue,” “target,” “seek,” “objective,” “believe,”
“expect,” “anticipate,” “intend,” “estimate” and other expressions
that are predictions of or indicate future events and trends and
that do not relate to historical matters identify forward-looking
statements. Examples of forward-looking statements include, but are
not limited to, statements regarding the size and terms of the
Offering and our use of proceeds from the Offering; Atlas’s plans
to finance the Moser Acquisition; and the receipt of all necessary
approvals to close the Moser Acquisition and the timing associated
therewith.
Actual results could differ materially from those anticipated in
these forward-looking statements as a result of certain factors,
including, but not limited to, those discussed or referenced in our
filings made from time to time with the SEC, including those
discussed in the Registration Statement and the prospectus
supplement relating to this Offering, under the heading “Risk
Factors” in our Annual Report on Form 10-K, filed with the SEC on
February 27, 2024, and any subsequently filed Quarterly Reports on
Form 10-Q and Current Reports on Form 8-K, including those
discussed in Exhibit 99.3 to our Current Report on Form 8-K filed
on January 27, 2025. Readers are cautioned not to place undue
reliance on forward-looking statements, which speak only as of the
date hereof. Factors or events that could cause our actual results
to differ may emerge from time to time, and it is not possible for
us to predict all of them. We undertake no obligation to publicly
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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Investor Contact Kyle Turlington 5918 W Courtyard Drive,
Suite #500 Austin, Texas 78730 United States T: 512-220-1200
IR@atlas.energy
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