Alternus Energy Group and Clean Earth Acquisitions today announced a definitive merger agreement with an equity value of $863 million.
If approved, at closing Alternus will transfer its equity ownership in exchange for up to 90 million newly issued shares in Clean Earth. Initially, Clean Earth will issue 55 million shares at closing (subject to a working capital adjustment capped at 1 million additional shares) plus up to 35 million shares subject to certain earn-out provisions, which will be deposited in escrow and will be released if certain EBITDA and share price targets are met.
Alternus will own approximately 64% of Clean Earth at closing, assuming no redemptions by Clean Earth shareholders, in which case the combined company will have approximately $220 million of cash available.
The company will be renamed Alternus Clean Energy. Alternus shares will continue to trade on the Euronext Growth market in Oslo, while Clean Earth’s common stock is expected to continue listing on the Nasdaq.
Clean Earth raised $200 million in a February IPO.
Based in Ireland, Alternus is an international vertically integrated independent power producer. Read more.
