GENIE ENERGY LTD. (NYSE:GNE) Files An 8-K Other EventsItem 9.01. Other Events.
On November 28, 2018, Genie Energy Ltd. (the “Company”), filed a prospectus supplement with the Securities and Exchange Commission which contemplates the sale, for gross aggregate sale price of up to $10,000,000, of shares of the Company’s Class B common stock (the “Shares”) from time to time in “at the market offerings” to an At Market Issuance Sales Agreement with B. Riley FBR, Inc. (the “Sales Agent”), dated as of November 27, 2018 (the “ATM Sales Agreement”). Sales to the ATM Sales Agreement will be made only upon instructions by the Company to the Sales Agent, and the Company cannot provide any assurances that it will issue any Shares to the ATM Sales Agreement.
The Company does not intend to instruct the Sales Agent to make any sales to the ATM Sale Agreement until such time as it has a defined use of proceeds that it believes would be in the best interest of its stockholders and if the market price at such time is at an acceptable level.
A copy of the ATM Sales Agreement is attached as Exhibit1.1 hereto and is incorporated herein by reference. The foregoing description of the material terms of the ATM Sales Agreement does not purport to be complete and is qualified in its entirety by reference to such agreement.
Schwell Wimpfheimer & Associates, LLP, counsel to the Company, has issued a legal opinion relating to the Shares. A copy of such legal opinion, including the consent included therein, is attached as Exhibit5.1 hereto.
| Item 9.01 | Financial Statements and Exhibits. |
(d)Exhibits.
Genie Energy Ltd. ExhibitEX-1.1 2 f8k112618ex1-1_genieenergy.htm AT MARKET ISSUANCE SALES AGREEMENT BETWEEN GENIE ENERGY LTD. AND B. RILEY FBR,…To view the full exhibit click here
About GENIE ENERGY LTD. (NYSE:GNE)
Genie Energy Ltd. (Genie) owns interest in its subsidiary, Genie Energy International Corporation, which owns Genie Retail Energy and Genie Oil and Gas, Inc. The Company operates through three segments: Genie Retail Energy (GRE), Afek Oil and Gas, Ltd. (Afek), and Genie Oil and Gas (GOGAS). The GRE segment operates retail energy providers (REPs), including IDT Energy, Inc. and Residents Energy, Inc., and energy brokerage and marketing services. Its REP businesses resell electricity and natural gas to residential and small business customers. The Afek segment operates an oil and gas exploration project. The GOGAS segment is an oil and gas exploration company. The GOGAS segment consists of early-stage oil shale projects, including its interest in Genie Mongolia, Inc., an oil shale exploration project; American Shale Oil Corporation, which holds and manages an interest in AMSO, LLC, an oil shale development project, and Israel Energy Initiatives, Ltd., an oil shale development project.