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OFFON

CLEAN ENERGY FUELS CORP.

(CLNE)
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CLEAN ENERGY FUELS CORP. : Other Events, Financial Statements and Exhibits (form 8-K)

05/10/2021 | 05:19pm EDT

Item 8.01 Other Events.

On May 10, 2021, Clean Energy Fuels Corp., a Delaware corporation (the "Company"), entered into an equity distribution agreement (the "ATM Agreement") with Goldman Sachs & Co. LLC, as sales agent (the "Sales Agent"), in connection with the offer and sale from time to time by the Company of shares of the Company's common stock, par value $0.0001 per share (the "Common Stock"), having an aggregate offering price of up to $100,000,000 (the "ATM Shares"), through an at-the-market equity offering program. Any ATM Shares to be offered and sold will be issued and sold pursuant to the Company's automatic shelf registration statement on Form S-3 (File No. 333-255959), which the Company filed with the Securities and Exchange Commission (the "SEC") on May 10, 2021. A prospectus supplement relating to the offering of the ATM Shares was filed with the SEC on May 10, 2021.

Subject to the terms and conditions of the ATM Agreement, the Sales Agent will use reasonable efforts, consistent with its normal trading and sales practices and applicable law and regulations to sell ATM Shares from time to time based upon the Company's instructions, including any price, time or size limits or other customary parameters or conditions the Company may impose.

Under the ATM Agreement, the Sales Agent may sell ATM Shares by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415 of the Securities Act of 1933, as amended (the "Securities Act"), and the rules and regulations thereunder, including, without limitation, sales made by means of ordinary brokers' transactions, directly on or through The Nasdaq Stock Market, LLC, on or through any other national securities exchange or facility thereof, a trading facility of a national securities association, an alternative trading system, or any other market venue, in the over-the-counter market, in privately negotiated transactions, to or through a market maker or a combination of any such methods. The Company agreed to pay the Sales Agent a commission equal to 3% of the gross proceeds from the sales of ATM Shares pursuant to the ATM Agreement.

The ATM Agreement contains customary representations and warranties and also contains customary indemnification obligations of the Company and the Sales Agent, including for liabilities under the Securities Act, other obligations of the parties and termination provisions.

The provisions of the ATM Agreement, including the representations and warranties contained therein, are not for the benefit of any party other than the parties to such agreement and are not intended as documents for investors and the public to obtain factual information about the current state of affairs of the parties to those documents and agreements. Rather, investors and the public should look to other disclosures contained in the Company's filings with the SEC.

The foregoing summary of the terms of the ATM Agreement is subject to, and qualified in its entirety by reference to, the ATM Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits



Exhibit No.   Description
  1.1           Equity Distribution Agreement dated May 10, 2021, by and between Clean
              Energy Fuels Corp. and Goldman Sachs & Co. LLC, as sales agent
  5.1           Opinion of O'Melveny & Myers LLP
  23.1          Consent of O'Melveny & Myers LLP (included in Opinion of O'Melveny &
              Myers LLP filed as Exhibit 5.1)
104           Cover Page Interactive Data File (embedded with the Inline XBRL document)

© Edgar Online, source Glimpses

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Financials (USD)
Sales 2021 297 M - -
Net income 2021 -58,7 M - -
Net cash 2021 21,5 M - -
P/E ratio 2021 -40,6x
Yield 2021 -
Capitalization 2 355 M 2 355 M -
EV / Sales 2021 7,85x
EV / Sales 2022 6,45x
Nbr of Employees 465
Free-Float 76,5%
Chart CLEAN ENERGY FUELS CORP.
Duration : Period :
Clean Energy Fuels Corp. Technical Analysis Chart | CLNE | US1844991018 | MarketScreener
Technical analysis trends CLEAN ENERGY FUELS CORP.
Short TermMid-TermLong Term
TrendsBullishNeutralBullish
Income Statement Evolution
Consensus
Sell
Buy
Mean consensus OUTPERFORM
Number of Analysts 6
Average target price 19,00 $
Last Close Price 11,78 $
Spread / Highest target 129%
Spread / Average Target 61,3%
Spread / Lowest Target -6,62%
EPS Revisions
Managers and Directors
NameTitle
Andrew J. Littlefair President, Chief Executive Officer & Director
Robert M. Vreeland Chief Financial Officer
Stephen A. Scully Chairman
Mitchell W. Pratt Chief Operating Officer
Barbara Johnson Bechthold Vice President-Administration
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