Item 8.01 Other Events.
As previously disclosed, Infrastructure and Energy Alternatives, LLC, a Delaware limited liability company (“IEA LLC”) completed an underwritten public offering (the “Offering”) of 8,853,283 shares of common stock, par value $0.0001 per share (the “Common Stock”), on February 8, 2021. In connection with the Offering, IEA LLC informed Infrastructure and Energy Alternatives, Inc., a Delaware corporation (the “Company”), that following the Offering, it intended to effect a distribution (the “Distribution”) to its members, pro rata in accordance with such member’s ownership interest in IEA LLC and the governing documents of IEA LLC, of a combination of:
•the cash proceeds from the Offering;
•the cash proceeds from the sale of Series A Preferred Stock and Series B Preferred Stock to Ares Special Situations Fund IV, L.P. and ASOF Holdings I, L.P.; and
•other securities of the Company held by IEA LLC (including Common Stock and warrants exercisable for Common Stock).
On March 23, 2021, IEA LLC completed the Distribution. Trusts of John Paul Roehm, the Company’s President, Chief Executive Officer and a director; Chris Hanson, the Company’s Executive Vice President of Wind Operations and Brian Hummer, the Company’s Executive Vice President of Operations are members of IEA, LLC, and as a result, Messrs. Roehm, Hanson and Hummer, through their respective trusts, received a distribution of 599,445, 20,896 and 20,896 shares of Common Stock and 35,976, 26,164 and 26,164 warrants, respectively.
Prior to the Distribution, each recipient of securities in the Distribution who was not already covered by a lock-up agreement in connection with the Offering entered into a lock-up agreement substantially similar to the one entered into by IEA LLC in connection with the Offering.
Additionally, the parties receiving Common Stock and warrants in the Distribution entered into a joinder to the Registration Rights Agreement, dated as of March 28, 2018, by and among the Company, M III Sponsor I LLC, a Delaware limited liability company, M III Sponsor I LP, a Delaware limited partnership, IEA LLC, Oaktree Power Opportunities Fund III Delaware, L.P., a Delaware limited partnership, in its capacity as the representative of IEA LLC, Cantor Fitzgerald & Co., and the other undersigned parties listed on the signature pages thereto (as subsequently amended and amended and restated).