Corporate ActionMay 20, 2026, 04:24 PM
OPAL Fuels Amends Series A-1 Preferred Units: Dividend to 12%, PIK Restructured
AI Summary
OPAL Fuels LLC, a subsidiary of OPAL Fuels Inc., adopted an Amended and Restated Certificate of Designations for its Series A-1 Preferred Units. This amendment increases the annual dividend rate from 8% to 12% and restructures the payment-in-kind option, limiting it to 2% of the dividend with the remaining 10% payable in cash. The changes also revise the definition of "Change of Control," modify mandatory redemption triggers, replace "Event of Default" with a "Trigger Event" framework, and remove delayed redemption conversion rights.
Key Highlights
- Annual dividend rate on Series A-1 Preferred Units increased from 8% to 12% per annum.
- Payment-in-kind (PIK) option restructured; only up to 2% of the 12% dividend can be paid in kind, with 10% payable in cash.
- Mandatory redemption triggers expanded to include a "Trigger Event" or the 5th Anniversary Date (March 6, 2026).
- "Event of Default" provisions replaced by a new "Trigger Event" framework, leading to a 0.50% quarterly penalty rate increase (max 4.00% p.a.).
- Delayed Redemption Conversion Rights, which allowed conversion to Common Units at a discount, have been removed.
- New protective provisions require written consent or affirmative vote of Requisite Holders for certain company actions.
- Series A-1 Preferred Unit holders do not have rights to appoint board members, unlike Series A Preferred Unit holders.
Price Impact
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