Clean Energy Announces Proposed Private Placement of Convertible Senior Notes
The notes will be senior unsecured obligations of the Company, and interest on the notes will be payable semi-annually. The notes will be convertible at any time at the option of the noteholders into shares of the Company's common stock at the then-applicable conversion rate. The interest rate, initial conversion rate and other terms of the notes will be determined by negotiations between the Company and the initial purchasers of the notes.
The notes will be offered to qualified institutional buyers in
compliance with Rule 144A under the Securities Act of 1933 (the
"Securities Act"). Neither the notes nor the shares of the Company's
common stock issuable upon conversion of the notes have been registered
under the Securities Act or the securities laws of any other
jurisdiction and may not be offered or sold in
This announcement is neither an offer to sell nor a solicitation of an offer to buy any of the securities described, and shall not constitute an offer, solicitation, or sale in any jurisdiction in which such offer, solicitation, or sale is unlawful.
Safe Harbor Statement
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act and Section 21E of the
Securities Exchange Act of 1934 that involve risks, uncertainties and
assumptions, such as statements regarding the completion, timing, size
and terms of the proposed offering and the Company's planned use of any
proceeds of that offering. Actual results and the timing of events could
differ materially from those anticipated in these forward-looking
statements as a result of several factors including, but not limited to,
market and other general economic conditions, the Company's and the
initial purchasers' ability to satisfy the conditions required to close
the offering, and the Company's perception of future availability of
equity or debt financing needed to fund the growth of its business. The
forward-looking statements made herein speak only as of the date of this
press release and the Company undertakes no obligation to update
publicly such forward-looking statements to reflect subsequent events or
circumstances, except as otherwise required by law. Additionally, the
Company's Form 10-Q filed on
Clean Energy Media Contact:
Senior
Vice President, Corporate Communications
gfoster@cleanenergyfuels.com
or
Clean
Energy Investor Contact:
Director,
Investor Relations
tkritzer@cleanenergyfuels.com
Source:
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