Enviva Inc. (NYSE: EVA) (“Enviva” or the “Company”), a leading
producer of sustainably sourced wood-based biomass, today announced
that the U.S. Bankruptcy Court for the Eastern District of Virginia
(the “Court”) approved, among other matters, its previously
announced $500 million debtor-in-possession financing (the “DIP
Facility”) pursuant to the Debtor-in-Possession Credit and Note
Purchase Agreement (the “DIP Facility Agreement”) and the
procedures and related materials that will govern the syndication
of the DIP Facility. Pursuant to the DIP Facility Agreement, the
Company intends to offer certain holders of shares of the Company’s
Common Stock, par value $0.001 (CUSIP 29415B103) (the “Common
Stock”) as of March 11, 2024 (the “Record Date” and such holders,
the “Holders”) the opportunity (the “Opportunity”) to subscribe to
participate in the syndication of the DIP Facility.
To be eligible to participate in the Opportunity, each Holder
must be (i) an institutional accredited investor within the meaning
of Rule 501(a)(1), (2), (3) or (7) under the Securities Act or an
entity in which all of the equity investors are such institutional
accredited investors, (ii) a beneficial owner of Common Stock as of
the Record Date, and (iii) not the Company (an “Eligible Holder”).
An Eligible Holder may designate another entity that is a partner,
affiliate, or related party of such Eligible Holder to be a
subscriber in the Opportunity (a “Permitted Designee”). Each
Eligible Holder may elect to participate and submit a subscription
to lend any portion of the DIP loans up to an aggregate amount not
to exceed $100 million, provided that the minimum committed
participation amount of DIP loans by any Eligible Holder and any of
its Permitted Designees (taken together) shall not be less than $1
million. If you are not an Eligible Holder, you may not participate
in the Opportunity.
Eligible Holders that participate in the Opportunity will be
subject to certain restrictions under the DIP Facility Agreement,
including with respect to voting and information rights.
The ability of Eligible Holders to submit commitments for the
Opportunity commences today, March 15, 2024 and will expire at
5:00 p.m., New York City Time, on March 28, 2024 unless
extended earlier or terminated, in accordance with the applicable
subscription documents, and which extension will be made by public
announcement by the Company in a press release and/or Form 8-K.
If you are an Eligible Holder interested in participating in the
Opportunity, you must complete copies of the relevant subscription
documents. Copies of the relevant subscription documents may be
obtained at www.kccllc.com/Enviva or by contacting the Information
Agent, Kurtzman Carson Consultants LLC at Enviva DIP Syndication,
c/o KCC, 222 N. Pacific Coast Highway, Suite 300, El Segundo, CA
90245, Telephone: (877) 499-4509 (U.S./Canada) or (917) 281-4800
(international), Email: EnvivaDIP@kccllc.com.
Certain principal terms of the DIP Facility and the Company and
certain of its subsidiaries’ contemplated restructuring are set
forth in the DIP Facility Agreement, which is available at
www.kccllc.com/Enviva (by clicking on the link for “DIP Syndication
Materials”).
The securities being offered pursuant to the Opportunity have
not been and will not be registered under the Securities Act of
1933, as amended (the “Securities Act”) and may not be offered
absent registration or an exemption from registration. This press
release does not constitute an offer to sell or the solicitation of
an offer to buy the securities described herein, nor shall it
constitute an offer, solicitation or sale in any jurisdiction in
which such offer, solicitation, or sale is unlawful.
About Enviva
Enviva Inc. (NYSE: EVA) is the world’s largest producer of
industrial wood pellets, a renewable and sustainable energy source
produced by aggregating a natural resource, wood fiber, and
processing it into a transportable form, wood pellets. Enviva owns
and operates ten plants with annual production of approximately 5.0
million metric tons in Virginia, North Carolina, South Carolina,
Georgia, Florida, and Mississippi, and is constructing its 11th
plant in Epes, Alabama. Enviva sells most of its wood pellets
through long-term, take-or-pay off-take contracts with customers
located primarily in the United Kingdom, the European Union, and
Japan, helping to accelerate the energy transition away from
conventional energy sources and reduce greenhouse gas emissions on
a lifecycle basis in hard-to-abate sectors like steel, cement,
lime, chemicals, and aviation. Enviva exports its wood pellets to
global markets through its deep-water marine terminals at the Port
of Chesapeake, Virginia, the Port of Wilmington, North Carolina,
and the Port of Pascagoula, Mississippi, and from third-party
deep-water marine terminals in Savannah, Georgia, Mobile, Alabama,
and Panama City, Florida.
To learn more about Enviva, please visit our website at
www.envivabiomass.com. Follow Enviva on social media @Enviva.
Cautionary Note Concerning Forward Looking Statements
The information included herein and in any oral statements made
in connection herewith include “forward-looking statements” within
the meaning of Section 27A of the Securities Act, and Section 21E
of the Securities Exchange Act of 1934, as amended. All statements,
other than statements of present or historical fact included herein
are forward-looking statements. When used herein, including any
oral statements made in connection herewith, the words “could,”
“should,” “will,” “may,” “believe,” “anticipate,” “intend,”
“estimate,” “expect,” “project,” the negative of such terms, and
other similar expressions are intended to identify forward-looking
statements, although not all forward-looking statements contain
such identifying words. These forward-looking statements are based
on management’s current expectations and assumptions about future
events and are based on currently available information as to the
outcome and timing of future events. Except as otherwise required
by applicable law, Enviva disclaims any duty to revise or update
any forward-looking statements, all of which are expressly
qualified by the statements in this section, to reflect events or
circumstances after the date hereof. Enviva cautions you that these
forward-looking statements are subject to risks and uncertainties,
most of which are difficult to predict and many of which are beyond
the control of Enviva. These risks include, but are not limited to,
risks and uncertainties regarding: our ability to successfully
complete a restructuring under Chapter 11 of Title 11 of the United
States Code (“Chapter 11”); potential adverse effects of the
Chapter 11 proceedings on our liquidity and results of operations
(including the availability of operating capital during the
pendency of Chapter 11 proceedings); our ability to obtain timely
approval by the Court with respect to the motions filed in the
Chapter 11 proceedings; objections to our restructuring process,
debtor-in-possession financing, or other pleadings filed that could
protract the Chapter 11 proceedings; employee attrition and our
ability to retain senior management and other key personnel due to
distractions and uncertainties associated with the Chapter 11
proceedings, including our ability to provide adequate compensation
and benefits during the Chapter 11 proceedings; our ability to
maintain relationships with vendors, customers, employees, and
other third parties and regulatory authorities as a result of the
Chapter 11 proceedings; the debtor-in-possession financing and
other financing arrangements; the effects of the bankruptcy
petitions on the Company and on the interests of various
constituents, including our stockholders; the length of time that
we will operate under Chapter 11 protection and the continued
availability of operating capital during the pendency of the
proceedings; risks associated with third party motions in the
Chapter 11 proceedings, which may interfere with our ability to
consummate a restructuring; our consummation of a restructuring;
increased administrative and legal costs related to the Chapter 11
process and other litigation and inherent risks involved in a
bankruptcy process; the Company’s ability to continue funding
operations through the Chapter 11 bankruptcy process; our ability
to continue as a going concern; our ability to successfully execute
cost-reduction and productivity initiatives on the anticipated
timeline or at all; the outcome and timing of our comprehensive
review; the volume and quality of products that we are able to
produce or source and sell, which could be adversely affected by,
among other things, operating or technical difficulties at our wood
pellet production plants or deep-water marine terminals; the prices
at which we are able to sell our products, including changes in
spot prices; our ability to capitalize on higher spot prices and
contract flexibility in the future, which is subject to
fluctuations in pricing and demand; impairment of goodwill,
intangible assets, and other long-lived assets; failure of our
customers, vendors, and shipping partners to pay or perform their
contractual obligations to us; our inability to successfully
execute our project development, capacity expansion, and new
facility construction activities on time and within budget; the
creditworthiness of our contract counterparties; the amount of
low-cost wood fiber that we are able to procure and process, which
could be adversely affected by, among other things, disruptions in
supply or operating or financial difficulties suffered by our
suppliers; changes in the price and availability of natural gas,
coal, diesel, oil, gasoline, or other sources of energy; changes in
prevailing domestic and global economic, political, and market
conditions, including the imposition of tariffs or trade or other
economic sanctions, political instability or armed conflict, rising
inflation levels and government efforts to reduce inflation, or a
prolonged recession; inclement or hazardous environmental
conditions, including extreme precipitation, temperatures, and
flooding; fires, explosions, or other accidents; changes in
domestic and foreign laws and regulations (or the interpretation
thereof) related to renewable or low-carbon energy, the forestry
products industry, the international shipping industry, or power,
heat, or combined heat and power generators; changes in domestic
and foreign tax laws and regulations affecting the taxation of our
business and investors; changes in the regulatory treatment of
biomass in core and emerging markets; our inability to acquire or
maintain necessary permits or rights for our production,
transportation, or terminaling operations; changes in the price and
availability of transportation; changes in foreign currency
exchange or interest rates and the failure of our hedging
arrangements to effectively reduce our exposure to related risks;
risks related to our indebtedness, including the levels and
maturity date of such indebtedness; our failure to maintain
effective quality control systems at our wood pellet production
plants and deep-water marine terminals, which could lead to the
rejection of our products by our customers; changes in the quality
specifications for our products required by our customers; labor
disputes, unionization, or similar collective actions; our
inability to hire, train, or retain qualified personnel to manage
and operate our business; the possibility of cyber and malware
attacks; our inability to borrow funds and access capital markets;
viral contagions or pandemic diseases; potential liability
resulting from pending or future litigation, investigations, or
claims; changes to our leadership and management team; and
governmental actions and actions by other third parties that are
beyond our control. Certain additional risks, uncertainties, and
other factors are described in greater detail in Enviva’s filings
with the SEC, including the detailed factors discussed under the
heading “Risk Factors” in Enviva’s Annual Report on Form 10-K for
the fiscal year ended December 31, 2022, as supplemented in the
Company’s Quarterly Reports on Form 10-Q for the fiscal quarters
ended March 31, June 30, and September 30, 2023.
Should one or more of the risks or uncertainties described
herein and in any oral statements made in connection therewith
occur, or should underlying assumptions prove incorrect, actual
results and plans could different materially from those expressed
in any forward-looking statements. Additional information
concerning these and other factors that may impact Enviva’s
expectations and projections can be found in Enviva’s periodic
filings with the SEC. Enviva’s SEC filings are available publicly
on the SEC’s website at www.sec.gov.
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Investor.Relations@envivabiomass.com
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