IEA Energy Services finalizes merge agreement worth up to $345M
Written By: Katherine Demetre
November 3, 2017
On Nov. 3, 2017, M III Acquisition Corp. announced that they had entered into a definitive agreement and plan of merger with IEA Energy Services LLC (IEA). MIII would be renamed as “Infrastructure and Energy Alternatives, Inc.” (IEA) upon consummation of the merger and is expected to continue to be listed on the Nasdaq Capital Market under the symbol “IEA”.
IEA was formed in 2011 by Oaktree Capital Management LP, a Los Angeles-based investment management firm. They have completed over 200 wind and solar projects, including their notable Benton County Wind Project in northern Indiana.
According to M III, under the terms of the purchase agreement, the aggregate purchase price payable at the closing of the proposed transaction would be $255 million. The purchase price will consist of $100 million in cash, convertible, redeemable, preferred stock with a liquidation value of $35 million, 10 million shares of MIII common stock, andassumption of approximately $20 million in capital leases. In addition, the Existing Owners would be entitled to receive up to 9 million shares of MIII common stock as an “earn-out” based upon IEA’s EBITDA for 2018 and 2019.
The cash component of the purchase consideration is to be funded by cash in MIII’s trust account established in connection with its initial public offering, per the company.
Mohsin Y. Meghji, Chairman and CEO of MIII, commented:
MIII is excited to partner with IEA’s management and Oaktree to bring IEA to the public markets. IEA is a market leader in the construction of renewable energy facilities, and we are confident that it is well-positioned for substantial growth over the years to come. We look forward to working with Oaktree and management of IEA to build shareholder value for our public investors.