Nov. 18, 2025 — 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.
