Anaergia Announces Agreement for US$15.6 Million Sale of IRA Tax Credits and Strategic Investment Update

BURLINGTON, Ontario–(BUSINESS WIRE)–$ANRG #ANRG–Anaergia Inc. (“Anaergia” or the “Company”) (TSX: ANRG), a global renewable fuels leader, is pleased to announce the entry into a definitive agreement for a sale of US$15.6 million of Inflation Reduction Act (IRA) investment tax credits (the “ITC Transaction”) generated by its subsidiary, Rhode Island Bioenergy Facility Holdco, LLC (“RIBH”). The investment tax credits for qualified biogas property were generated from the project built by RIBH’s subsidiary in Johnston, Rhode Island.

The ITC Transaction is anticipated to close by January 29, 2024, and is subject to certain customary conditions. Proceeds will be used for transaction fees, funding of asset-level working capital and debt reserves, and limited distributions to RIBF members.

Akin Gump Strauss Hauer & Field LLP and Virentis Advisors, LLC are advising RIBH in connection with the ITC Transaction.

Additionally, the Company announces that it and Marny Investissement SA (“Marny”) continue to work towards satisfying certain interim conditions in respect to the previously announced equity investment of C$40.8 million (the “Strategic Investment”). While initially expected for satisfaction on December 22, 2023, the interim conditions are required to be satisfied or waived pursuant to the subscription agreement by no later than December 29, 2023. Under the terms of the Strategic Investment, the transaction will close in three tranches of 34,000,000 units of the Company for gross proceeds of C$13.6M each. The first, second and third tranches may close no later than January 15, 2024, February 15, 2024, and March 15, 2024, respectively. The closing of the first, second and third tranches are subject to a limited number of customary conditions. Please refer to the Company’s news release dated December 18, 2023, for more information with respect to the Strategic Investment.

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.

For further information please see: www.anaergia.com

Forward-Looking Statements

This news release contains forward-looking information within the meaning of applicable securities legislation, which reflects Anaergia’s current expectations regarding future events, including but not limited to, statements regarding the closing of the ITC Transaction and the timing thereof; and statements regarding the closing of each tranche of the Strategic Investment and the timing thereof. Forward-looking information is based on a number of assumptions, including, but not limited to, the ability of the parties to satisfy the conditions required to close the ITC Transaction; the ability of the parties to satisfy the conditions required to close each tranche of the Strategic Investment; and the Company’s ability to meet its financing and liquidity requirements on a continuing basis. The Company 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, counterparty risk exposure; the risk that the closing of the ITC Transaction may not be completed or may not be completed in a timely manner; the risk that one or more tranches of the Strategic Investment may not be completed or may not be completed in a timely manner; and the factors discussed under “Risk Factors” in the Company’s annual information form for the fiscal year ended December 31, 2022 and under “Risks and Uncertainties” in the Company’s most recent management’s discussion and analysis. 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. Additional information on these and other factors that could affect Anaergia’s operations or financial results are included in Anaergia’s reports on file with Canadian regulatory authorities.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state in the United States or other jurisdiction in which such offer, solicitation or sale would be unlawful.

Contacts

For media and/or investor relations please contact: IR@Anaergia.com