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Aspen Aerogels Needlessly Sells Shares At Nearly Twenty Percent Discount

Unnecessary share offering marred by SEC filing discrepancy dilutes investors & nets institutional investors immediate multi-million dollar gain.

March 27, 2024

It’s unclear exactly how much money Aspen Aerogels (ASPN), a manufacturer of aerogel insulation products for the energy infrastructure and building materials markets, may have left on the table in a discounted direct offering due to a discrepancy between the company’s public statements.

In December 2023, Aspen sold 6,060,607 shares to institutional investors for $12.38 per share.

The company’s latest annual report indicates the sale occurred December 19, 2023.

However, a news release Aspen issued says the sale closed three days later, on December 22, 2023.

If the shares were purchased on December 19th as stated in the company’s annual, the $12.38 per share purchase price is:

—$1.61, or 11.5% below the December 19th closing price of $13.99

In this scenario, the buyers would have booked an immediate $9.75 million gain, or 13% of the $75 million offering.

If the shares were purchased on December 22nd as stated in a company news release, the $12.38 per share purchase price is:

—$3.00, or 19.5% below the December 22nd closing price of $15.38

In this scenario, the buyers would have booked an immediate $18.18 million gain, or 24% of the $75 million offering.

It’s unclear whether the significant discount was warranted.

It doesn’t appear Aspen had an immediate need for more cash. The company had $94 million in cash six weeks prior to the offering.

In December 2023, Aspen stated cash from the offering would be used to fund CapEx related to anticipated growth in its electric vehicle (EV) thermal barrier business.

Three months later though, in its annual report, Aspen stated lower demand from EV customers would result in lower CapEx:

“...we expect to be able to substantially reduce our planned capital expenditures for 2024.”

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