Eos Energy Enterprises, Inc. Announces Proposed Registered Direct Offering of Common Stock to Fund Repurchase of Convertible Senior Notes
EDISON, N.J., Nov. 18, 2025 (GLOBE NEWSWIRE) -- Eos Energy Enterprises, Inc. (NASDAQ: EOSE) (“Eos” or the “Company”) today announced that it has commenced a registered direct offering of common stock (the “Offering”) to a limited number of purchasers. The Offering is being made pursuant to the Securities Act of 1933, as amended (the “Securities Act”). The Offering is subject to market and other conditions, and there can be no assurance as to whether or when the Offering may be completed, if at all, or as to the actual size or terms of the Offering.
Eos also announced today its intention to offer, in a separate, private offering to persons reasonably believed to be qualified institutional buyers, subject to market and other conditions, $500,000,000 aggregate principal amount of convertible senior notes due 2031 (the “notes”), plus up to an additional $75,000,000 aggregate principal amount of notes that the initial purchasers of the notes offering have the option to purchase (the “Concurrent Notes Offering”).
Eos expects to use the net proceeds from the Offering, together with the net proceeds from the Concurrent Notes Offering, (i) to repurchase a portion of Eos’s outstanding 6.75% convertible senior notes due 2030 (the “Existing 2030 Convertible Notes”) as described below; and (ii) for general corporate purposes.
Concurrently with the pricing of the Offering, Eos expects to enter into one or more separate, privately negotiated transactions with a limited number of holders of the Existing 2030 Convertible Notes to repurchase a portion of the Existing 2030 Convertible Notes for cash (the “Repurchases”), in each case, subject to market and other conditions. The terms of each Repurchase will depend on a variety of factors, including the market price of Eos’s common stock and the trading price of the Existing 2030 Convertible Notes at the time of such Repurchase, and the Repurchase will be subject to closing conditions that may not be satisfied. No assurance can be given as to how many, if any, of the Existing 2030 Convertible Notes will be repurchased or the terms on which they will be repurchased. In addition, following the completion of the Offering, Eos may repurchase additional Existing 2030 Convertible Notes.
The completion of the Offering is conditioned upon the completion of the Concurrent Notes Offering. The completion of the Concurrent Notes Offering is not contingent on the completion of the Offering.
Goldman Sachs & Co. LLC is acting as sole placement agent for the Offering.
The Company is conducting the Offering pursuant to an effective shelf registration statement, including a base prospectus, under the Securities Act. The Offering is being made only by means of a separate prospectus supplement and the accompanying prospectus. Copies of the preliminary prospectus supplement and accompanying prospectus relating to the Offering may be obtained by contacting the Company at . Before you invest in the Offering, you should read the applicable prospectus supplement relating to the Offering and accompanying prospectus, the registration statement and the other documents that the Company has filed with the Securities and Exchange Commission (the “SEC”) as incorporated by reference therein, for more complete information about the Company and the Offering. Investors may obtain these documents for free by visiting the SEC’s website at .
This press release shall not constitute an offer to sell, or a solicitation of an offer to buy any securities, nor shall there be any sale of any securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. This press release also shall not constitute an offer to purchase or a solicitation of an offer to sell the Existing 2030 Convertible Notes.
About Eos Energy Enterprises
Eos is accelerating the shift to American energy independence with positively ingenious solutions that transform how the world stores power. The Company’s BESS features the innovative Znyth™ technology, a proven chemistry with readily available non-precious earth components, that is the pre-eminent safe, non-flammable, secure, stable, and scalable alternative to conventional lithium-ion technology. The Company’s BESS is ideal for utility-scale, microgrid, commercial, and industrial long-duration energy storage applications (i.e., 4 to 16+ hours), and provides customers with significant operational flexibility to effectively address current and future increased grid demand and complexity.
Forward-Looking Statements
This press release includes forward-looking statements, including statements regarding the anticipated terms of the notes being offered, the completion, timing and size of the proposed offerings, the intended use of the proceeds and the proposed Concurrent Notes Offering and separate repurchase of a portion of the Existing 2030 Convertible Notes. Forward-looking statements represent Eos’s current expectations regarding future events and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Among those risks and uncertainties are market conditions, including market interest rates, the trading price and volatility of Eos’s common stock, the satisfaction of the closing conditions related to the transactions and risks relating to Eos’s business, including those described in periodic reports that Eos files from time to time with the SEC. Eos may not consummate the proposed transactions described in this press release and, if the proposed transactions are consummated, cannot provide any assurances regarding the final terms of the transactions or the notes or its ability to effectively apply the net proceeds as described above. The forward-looking statements included in this press release speak only as of the date of this press release, and Eos does not undertake to update the statements included in this press release for subsequent developments, except as may be required by law.
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