
Atlas Energy Solutions Inc. has signed a deal to merge with Moser Energy Systems by acquiring 100 percent of the latter’s outstanding capital stock for $220 million.
“The combination of Atlas’s completion platform and Moser’s distributed power platform creates an innovative, diversified energy solutions provider with a leading portfolio of proppant, logistics (including the Dune Express) and distributed power solutions”, a joint statement said.
Moser’s “dynamic fleet of natural gas-powered assets (~212MWs) expands Atlas’s current operations into production and distributed power end markets supported by strong macro tailwinds expected to reduce through-cycle volatility associated with completions operations”, the companies added.
The merger “increases Atlas’s customer reach with a vital power service offering in Atlas’s core geography, the Permian Basin, while providing geographic diversity with operating locations in key oil and gas basins across the central United States”, the statement said.
Austin, Texas-based Atlas expects to add $40 million-$45 million to its adjusted EBITDA this year from the new assets.
The companies expect to complete the transaction this quarter subject to customary conditions.
“This acquisition diversifies the company [Atlas] into attractive high-growth end markets in both production and distributed power while strengthening Atlas’s current market position as a leading provider of energy solutions within the oil and gas sector across North America”, commented Atlas president and chief executive John Turner.
“This transaction highlights our continued commitment to evolve our organization by deploying innovative and differentiated solutions to return value to our shareholders. We are looking forward to continuing to invest in our current operations and expand the capabilities of our distributed power platform”.
The transaction consideration consists of $180 million in cash and about 1.7 million common shares, valued at $40 million. Atlas may opt to pay the transaction fully in cash.
“Atlas has secured funding for the cash portion of the consideration, including the Cash Option [in lieu of the stock issuance], if exercised, through an upsizing amendment to its existing delayed draw term loan facility”, the statement said.
Piper Sandler & Co. serves as exclusive financial advisor to Atlas, while Vinson & Elkins LLP is legal advisor.
TPH&Co. is Casper, Wyoming-based Moser’s exclusive financial advisor. Moser has tapped Katten Muchin Rosenman LLP as legal advisor.
Concurrently Atlas released partial annual results, which show an expected revenue of about $1.06 billion for 2024, up from $614 million for 2023.
Gross profit is expected to land between $231 million and $233 million. Adjusted EBITDA is estimated to be $287.9 million-$289.9 million.
Atlas expects $71.7 million in cash and cash equivalents at yearend 2024.
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