Anaergia revises TSX IPO to $175M at $14 per share

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By CPE News

CPE News (6/18/2021) – Anaergia Inc. has filed its final long form PREP prospectus for its proposed initial public offering (IPO) of Subordinate Voting Shares.

Anaergia will issue 12,500,000 Subordinate Voting Shares at $14.00 per Share for gross proceeds of $175 million or $201.25 million if the over-allotment option is exercised in full.

In its preliminary prospects, Anaergia said it anticipated to issue between 10,000,000 and 11,765,000 Subordinate Voting Shares from treasury to be priced between $17.00 and $20.00 per Share for gross proceeds of $200,000,000 ($230,000,000 if the over-allotment option is exercised in full).

Toronto Stock Exchange (TSX) has conditionally approved the listing of the Subordinate Voting Shares under the trading symbol “ANRG.” The offering is expected to close on June 23, 2021.

As at March 31, 2021, Anaergia had 14,883,660 Class A common shares, 27,068,620 Class C preferred shares and 213.102 special shares issued and outstanding. Prior to the closing of the offering, assuming completion of its proposed reorganization, Anaergia will have 11,848,495 Subordinate Voting Shares and 32,222,369 Multiple Voting Shares issued and outstanding.

Following the closing of the offering, Anegeria will have 24,348,495 Subordinate Voting Shares and 32,222,369 Multiple Voting Shares issued and outstanding, assuming no exercise of over-allotment option.

Dr. Andrew Benedek, Anaergia founder, Chairman & CEO, will beneficially control 100% of the Multiple Voting Shares.

Immediately following the closing of the offering, Dr. Benedek will beneficially control 57% of outstanding shares with 84% voting on a non-diluted basis and without the exercise of over-allotment options. On a fully diluted basis and assuming full exercise of over-allotment option, Dr. Benedek will beneficially control 52% of outstanding shares with 81% of voting power.

Anaergia has been backed by Macquarie Capital, Tandem Expansion Fund, Export Development Canada (EDC), Global H2O Investments, and others.

Anaergia has raised over $52 million in equity funding and most recently raised $16.5 million in 2020.

Burlington, Ontario based Anaergia is a global leader in converting organic waste into RNG, clean water and fertilizer. Anaergia’s proprietary, end-to-end solution includes waste processing through the Organics Extrusion Press (OREXTM), anaerobic digestion with its Omnivore® solution, biogas conversion to RNG, liquid residue treatment with Fibracast membrane technology for clean water, fertilizer recovery with its ammonia recovery technology and residue treatment to create high value fertilizer with its unique pyrolysis process.

As of March 31, 2021, Anaergia had 264 employees, operating globally from eight regional project offices and two manufacturing plants over four continents.

photo credit: Anaergia

News Release

Anaergia Inc. Files Final Prospectus and Announces Pricing of Initial Public Offering


BURLINGTON, ON, June 18, 2021 /CNW/ – Anaergia Inc. (“Anaergia” or the “Company”), an integrated waste-to-value platform created to eliminate greenhouse gases by cost-effectively turning organic waste into renewable natural gas, fertilizer and water, announced today that it has filed with the securities regulatory authorities in each of the provinces and territories of Canada, and obtained a receipt for, a final long-form base PREP prospectus (the “Final Prospectus”) and has entered into an underwriting agreement for its initial public offering of subordinate voting shares in the Company (the “Offering”). The Offering consists of a treasury offering of 12,500,000 subordinate voting shares of Anaergia at a price of C$14.00 per subordinate voting share for gross proceeds of C$175 million.

The Offering is being made through a syndicate of underwriters co-led by TD Securities Inc. and Barclays Capital Canada Inc., (the “Joint Bookrunners”) and including CIBC Capital Markets, Scotiabank, National Bank Financial Inc., Raymond James Ltd., Roth Canada, ULC and Canaccord Genuity Corp. (collectively with the Joint Bookrunners, the “Underwriters”). The Underwriters have also been granted an over-allotment option (the “Over-Allotment Option”) to purchase up to an additional 1,875,000 subordinate voting shares at a price of C$14.00 per share for additional gross proceeds of C$26.25 million. The Over-Allotment Option can be exercised for a period of 30 days from the closing date of the Offering.

The Offering is expected to close on June 23, 2021, subject to customary closing conditions. The subordinate voting shares are expected to begin trading on the Toronto Stock Exchange (the “TSX”) on an “if, as and when issued” basis, on June 18, 2021 in Canadian dollars under the symbol “ANRG”. The TSX has conditionally approved the listing of the subordinate voting shares, subject to the Company fulfilling the listing requirements and conditions of the TSX.

Torys LLP is acting as legal counsel to Anaergia and Goodmans LLP is acting as legal counsel to the Underwriters.

The Final Prospectus, which contains important information relating to the Company, the subordinate voting shares and the Offering, has been filed with the securities commissions or similar authorities in each of the provinces and territories of Canada, and a supplemented PREP prospectus (the “Supplemented Prospectus”) containing pricing information and other important information relating to the Company, the subordinate voting shares and the Offering will be filed shortly. Copies of the Final Prospectus and the Supplemented Prospectus may be obtained from any of the Joint Bookrunners and will be available under Anaergia’s profile on SEDAR at

No securities regulatory authority has either approved or disapproved the contents of this news release. The securities under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state of the United States and may not be offered, sold or delivered, directly or indirectly, in the United States, except pursuant to an exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws. This news release does not constitute an offer to sell or solicitation of an offer to buy any of these securities in any jurisdiction in which the offering or sale thereof is not permitted.

About Anaergia

Anaergia was created to eliminate a major source of greenhouse gases (“GHGs”) by cost effectively turning organic waste into renewable natural gas (“RNG”), fertilizer and water through the use of proprietary technologies. With a track record of delivering innovative projects, Anaergia is uniquely positioned to provide solutions to today’s most pressing resource recovery challenges using a broad portfolio of proven technologies and multiple project delivery methods. Anaergia is one of the world’s only companies with a proprietary portfolio of end-to-end solutions that integrate solid waste processing as well as wastewater treatment with organics recovery, high efficiency anaerobic digestion, RNG production and recovery of fertilizer and water from organic residuals. The combination of these technologies enhances carbon-negative biogas, clean water and natural fertilizer production, utilizes a minimized footprint and lowers waste and wastewater treatment costs and GHG emissions.

Forward-Looking Statements

This news release may contain forward-looking information within the meaning of applicable securities legislation, which reflects the Company’s current expectations regarding future events. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and the factors discussed under “Risk Factors” in the Final Prospectus. Actual results could differ materially from those projected herein. Anaergia does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.

SOURCE Anaergia Inc.

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