Alternus Clean Energy Files S-1/A Amendment
Ticker: ALCE · Form: S-1/A · Filed: Jul 19, 2024 · CIK: 1883984
Sentiment: neutral
Topics: sec-filing, s-1/a, amendment
TL;DR
Alternus Clean Energy (ACEN) filed an S-1/A amendment, likely adjusting their public offering details. Stay tuned.
AI Summary
Alternus Clean Energy, Inc. filed an S-1/A amendment on July 19, 2024, related to its registration statement (No. 333-278994). This filing is an amendment to a previous filing, indicating ongoing adjustments to their public offering details. The company, formerly known as Clean Earth Acquisitions Corp. until September 20, 2021, is incorporated in Delaware and operates in the electric and other services sector.
Why It Matters
This amendment to the S-1 registration statement suggests Alternus Clean Energy is actively working on its public offering, which could impact its capital structure and future operations.
Risk Assessment
Risk Level: medium — Amendments to S-1 filings can indicate changes in offering terms, market conditions, or company strategy, requiring careful review.
Key Numbers
- 333-278994 — SEC Registration Number (Identifies the specific registration statement being amended.)
- 20210920 — Name Change Date (Marks the transition from Clean Earth Acquisitions Corp. to Alternus Clean Energy, Inc.)
Key Players & Entities
- Alternus Clean Energy, Inc. (company) — Registrant
- Clean Earth Acquisitions Corp. (company) — Former company name
- July 19, 2024 (date) — Filing date
- 333-278994 (registration_number) — SEC registration number
- Taliesin Durant (person) — Chief Legal Officer
FAQ
What specific changes are detailed in this Amendment No. 2 to the S-1 registration statement?
The provided text does not detail the specific changes made in Amendment No. 2, only that it is an amendment to the Form S-1.
What is the primary business of Alternus Clean Energy, Inc.?
Alternus Clean Energy, Inc. operates in the ELECTRIC & OTHER SERVICES COMBINED sector, SIC code 4931.
When did the company change its name from Clean Earth Acquisitions Corp.?
The company's name was changed from Clean Earth Acquisitions Corp. on September 20, 2021.
Who is the Chief Legal Officer of Alternus Clean Energy, Inc.?
Taliesin Durant is the Chief Legal Officer of Alternus Clean Energy, Inc.
What is the principal executive office address for Alternus Clean Energy, Inc.?
The principal executive offices are located at 360 Kingsley Park Drive, Suite 250, Fort Mill, South Carolina.
Filing Stats: 4,520 words · 18 min read · ~15 pages · Grade level 16.8 · Accepted 2024-07-19 17:20:09
Key Financial Figures
- $0.0001 — 35,575,274,shares of our common stock, $0.0001 par value per share (the "common stock"
- $2,160,000 — te in the aggregate principal amount of $2,160,000, which was issued with an eight percent
- $0.07 — ted using the conversion floor price of $0.07. The initial conversion price for the C
- $0.48 — rsion price for the Convertible Note is $0.48. The Securities were issued pursuant t
- $1.12 million — gregate gross proceeds of approximately $1.12 million. However, we cannot predict when and in
- $0.3526 — ted sales price of our common stock was $0.3526 per share. We currently do not intend t
- $25,000 — ust 17, 2021, the Sponsor purchased for $25,000, or approximately $0.004 per share, to
- $0.004 — purchased for $25,000, or approximately $0.004 per share, to cover certain of the offe
- $10.00 — th the closing of the IPO at a price of $10.00 per private unit, for an aggregate purc
- $8,900,000 — nit, for an aggregate purchase price of $8,900,000. Each private unit consists of one shar
- $242 million — January 2021, in the maximum amount of $242 million (200 million) with a stated coupon rate
Filing Documents
- ea0209669-s1a2_alternus.htm (S-1/A) — 3435KB
- ea020966901ex23-1_alternus.htm (EX-23.1) — 2KB
- ea020966901ex23-2_alternus.htm (EX-23.2) — 2KB
- image_001.jpg (GRAPHIC) — 35KB
- image_002.jpg (GRAPHIC) — 72KB
- image_003.jpg (GRAPHIC) — 101KB
- image_004.jpg (GRAPHIC) — 65KB
- image_005.jpg (GRAPHIC) — 95KB
- image_006.jpg (GRAPHIC) — 29KB
- image_007.jpg (GRAPHIC) — 33KB
- image_008.jpg (GRAPHIC) — 6KB
- image_008a.jpg (GRAPHIC) — 6KB
- image_009.jpg (GRAPHIC) — 3KB
- image_010.jpg (GRAPHIC) — 3KB
- image_011.jpg (GRAPHIC) — 23KB
- 0001213900-24-063120.txt ( ) — 18114KB
- aclew-20240331.xsd (EX-101.SCH) — 173KB
- aclew-20240331_cal.xml (EX-101.CAL) — 80KB
- aclew-20240331_def.xml (EX-101.DEF) — 772KB
- aclew-20240331_lab.xml (EX-101.LAB) — 1132KB
- aclew-20240331_pre.xml (EX-101.PRE) — 788KB
- ea0209669-s1a2_alternus_htm.xml (XML) — 2373KB
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 44
BUSINESS
BUSINESS 76 MANAGEMENT 87
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 96 PRINCIPAL STOCKHOLDERS 103 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 104 SELLING SECURITYHOLDER S 107 THE 3i NOTE TRANSACTION 109 DESCRIPTION OF OUR SECURITIES 112 MATRERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS 119 PLAN OF DISTRIBUTION 125 LEGAL MATTERS 127 EXPERTS 127 WHERE YOU CAN FIND MORE INFORMATION 127
FINANCIAL STATEMENTS
FINANCIAL STATEMENTS F-1 i ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the Securities and Exchange Commission (the "SEC") using the "shelf" registration process. Under this shelf registration process, the selling securityholders may, from time to time, sell the securities offered by it described in this prospectus. We will not receive any proceeds from the sale by the selling securityholders of the securities offered by it described in this prospectus, except with respect to amounts received by us upon the exercise of the warrants for cash. Neither we nor the selling securityholders have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus or any applicable prospectus supplement or any free writing prospectuses prepared by or on behalf of us or to which we have referred you. Neither we nor the selling securityholders take responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. Neither we nor the selling securityholders will make an offer to sell these securities in any jurisdiction where the offer or sale is not permitted. We may also provide a prospectus supplement or post-effective amendment to the registration statement to add information to, or update or change information contained in, this prospectus. You should read both this prospectus and any applicable prospectus supplement or post-effective amendment to the registration statement together with the additional information to which we refer you in the sections of this prospectus titled " Where You Can Find More Information ." On October 12, 2022, Clean Earth Acquisitions Corp., a Delaware corporation ("Clean Earth"), entered into a Business Combination Agreement, as amended by that certain First Amendment to the Business Combination Agreement, dated as of April 12, 2023 (the "First BCA Amendment")