Alternus Clean Energy Files S-1 Registration

Ticker: ALCE · Form: S-1 · Filed: Jan 27, 2025 · CIK: 1883984

Sentiment: neutral

Topics: registration-statement, sec-filing, capital-raise

TL;DR

Alternus Clean Energy just filed an S-1, looks like they're raising capital.

AI Summary

Alternus Clean Energy, Inc. filed an S-1 registration statement on January 27, 2025, for an unspecified amount of securities. 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. Its principal executive offices are located at 17 State Street, Suite 4000, New York, NY 10004.

Why It Matters

This S-1 filing indicates Alternus Clean Energy is preparing to offer new securities to the public, which could impact its capital structure and future growth plans.

Risk Assessment

Risk Level: medium — S-1 filings often precede significant corporate actions like stock offerings, which carry inherent market and execution risks.

Key Numbers

Key Players & Entities

FAQ

What is the purpose of this S-1 filing?

The S-1 filing is a registration statement required by the SEC before a company can offer its securities to the public.

When was Alternus Clean Energy, Inc. formerly known as?

Alternus Clean Energy, Inc. was formerly known as Clean Earth Acquisitions Corp. until September 20, 2021.

Where are Alternus Clean Energy's principal executive offices located?

The principal executive offices are located at 17 State Street, Suite 4000, New York, NY 10004.

What is the Standard Industrial Classification (SIC) for Alternus Clean Energy?

The SIC code is 4931, which falls under Electric & Other Services Combined.

Who is the Chief Legal Officer of Alternus Clean Energy?

Taliesin Durant is the Chief Legal Officer.

Filing Stats: 4,702 words · 19 min read · ~16 pages · Grade level 17.9 · Accepted 2025-01-27 16:57:07

Key Financial Figures

Filing Documents

RISK FACTORS

RISK FACTORS 12 USE OF PROCEEDS 45

DILUTION

DILUTION 48 CAPITALIZATION 47 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 49

BUSINESS

BUSINESS 84 MANAGEMENT 94 EXECUTIVE COMPENSATION 102 PRINCIPAL STOCKHOLDERS 108 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 109 DESCRIPTION OF OUR SECURITIES 112 MATERIAL U.S. FEDERAL INCOME TAX CONSIDERATIONS 126 PLAN OF DISTRIBUTION 132 LEGAL MATTERS 137 EXPERTS 137 WHERE YOU CAN FIND MORE INFORMATION 137 FINANCIAL F-1 We have not authorized anyone to provide any information or to make any representations other than those contained in this prospectus or in any prospectuses supplement prepared by or on behalf of us or to which we have referred you. We take no responsibility for and can provide no assurance as to the reliability of, any other information that others may give you. This prospectus is an offer to sell only the Common Units, the Pre-Funded Units and the shares of common stock offered hereby, but only under circumstances and in jurisdictions where it is lawful to do so. The information contained in this prospectus or in any prospectus supplement is current only as of its date, regardless of its time of delivery or any sale of our Common Units, the Pre-Funded Units and the shares of common stock. Our business, financial condition, results of operations and prospects may have changed since that date. For investors outside of the United States : We have not done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United States. Persons outside of the United States who come into possession of this prospectus must inform themselves about, and observe any restrictions relating to, the offering of our Common Units, the Pre-Funded Units and the shares of common stock and the distribution of this prospectus outside of the United States. i ABOUT THIS PROSPECTUS Neither we nor the Placement Agent have authorized anyone to provide you with any information or to make any representations other t

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This prospectus contains forward-looking statements. Forward-looking statements convey management's expectations as to the future of Alternus, and are based on management's beliefs, expectations, assumptions and such plans, estimates, projections and other information available to management at the time Alternus makes such statements. Forward-looking statements include all statements that are not historical facts and may be identified by terminology such as the words "outlook," "believe," "expect," "potential," "goal," "continues," "may," "will," "should," "could,", "would", "seeks," "approximately," "projects," predicts," "intends," "plans," "estimates," "anticipates" "future," "guidance," "target," or the negative version of these words or other comparable words, although not all forward-looking statements may contain such words. The forward-looking statements contained in this prospectus may include with respect to future operating, financial and business performance, and other anticipated future events and expectations that are not historical facts. We caution you that our forward-looking statements involve known and unknown risks, uncertainties and other factors, including those that are beyond our control, which may cause the actual results, performance or achievements to be materially different from the future results. Factors that could cause our actual results to differ materially from those contemplated by its forward-looking statements include: our ability to successfully integrate into our business and recognize the anticipated benefits of recently completed business combinations and related transactions and generate profit from their operations; changes in applicable laws or regulations; a financial or liquidity crisis; the effects of inflation and changes in interest rates; geopolitic

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