Vellar Opportunity Fund SPV LLC – Series 10 Issues Statement in Response to LanzaTech Claims
2024年8月2日 - 6:35AM
Vellar Opportunity Fund SPV LLC – Series 10 (“Vellar”,) today
issues the following statement in response to claims by LanzaTech
Global, Inc., a Delaware corporation (“LanzaTech”).
On February 3, 2023, LanzaTech entered into an OTC Prepaid
Forward Transaction (“Forward Purchase Agreement” or “FPA”) with
ACM ARRT H LLC (“ACM”). Pursuant to an Assignment and Novation
Agreement, dated February 3, 2023, ACM novated a portion
(equivalent to 50%) of its rights and obligations under the FPA to
Vellar.
On July 22, 2024, pursuant to the daily VWAP in LanzaTech’s
common stock previously being below $3.00 for a period of at least
50 out of 60 consecutive trading days, Vellar exercised its right
under the FPA to accelerate the Valuation and Maturity Dates to
July 22, 2024, by providing LanzaTech with a VWAP Trigger Event
notice. Pursuant to this acceleration, LanzaTech must pay to Vellar
amounts equal to the Maturity and Share Considerations (as defined
in the FPA), of (i) USD $10,039,350 in cash, or (ii) USD $2,539,350
in cash and 3,936,725 shares of LanzaTech’s common stock, at
LanzaTech’s option.
On July 25, 2024, pursuant to Section 5(a)(i) of the 2002 ISDA
Master Agreement (“ISDA Form”), Vellar delivered a notice of
Failure to Pay or Deliver to LanzaTech. On July 26, 2024, pursuant
to Section 5(a)(i) of the ISDA Form, LanzaTech’s ongoing failure to
pay matured into an Event of Default as defined by the ISDA Form.
Pursuant to Section 6(a) of the ISDA Form, Vellar has provided
further notice to LanzaTech designating an Early Termination Date
of July 30th, 2024 and demanding immediate payment from
LanzaTech.
Vellar intends to vigorously pursue LanzaTech for payment of the
Maturity and Share Considerations.
LanzaTech has disputed the validity of Vellar’s VWAP Trigger
Event notice and refused to cure the Event of Default. LanzaTech
has also filed suit against Vellar in the Supreme Court of the
State of New York, Commercial Division, alleging Vellar’s breach of
the FPA, breach of the implied covenant of good faith and fair
dealing, and unjust enrichment.
Vellar believes LanzaTech’s suit to be meritless, filed by
LanzaTech as part of a strategy to avoid paying amounts it owes
pursuant to the FPA. Vellar believes LanzaTech’s actions to be
reflective of its weak financial position (having reported only
$56.7 million of cash and cash equivalents on its balance sheet as
of March 31, 20241, measured against an average quarterly reduction
in cash and cash equivalents of $22.1 million, as measured over the
4 quarters ending March 31, 20242) and significant need to raise
equity capital in a historically challenging capital markets
environment for loss generating small-cap companies. Vellar further
believes that LanzaTech’s ability to raise capital may be adversely
affected by the FPA and associated Warrant Agreement; specifically,
pursuant to the Warrant Agreement dated March 27, 2023, the strike
of the warrants associated with the FPA (for 2,010,000 shares of
LanzaTech’s common stock) would be reset to the effective price of
any such equity capital raise. The warrants remain outstanding for
a period of another 3 years and 8 months in connection with the
termination of the FPA.
Contact:vofspv@cohenandcompany.com
1 Per LanzaTech’s unaudited “Condensed Consolidated Balance
Sheets” as included in its report 10-Q filed with the SEC on May
9th, 20242 Measured as the simple average of reduction in cash and
cash equivalents shown in LanzaTech’s unaudited “Condensed
Consolidated Balance Sheets” as included in its report 10-Q filed
with the SEC on May 9th, 2024, in its amended reports 10-Q/A filed
with the SEC on December 4th, 2023, and in LanzaTech’s
“Consolidated Balance Sheets” as included in its form 10-K filed
with the SEC on February 29th, 2024