Aspen Aerogels, Inc. Announces Proposed Concurrent Public Offerings of Common Stock and Green Convertible Senior Notes due 2027

NORTHBOROUGH, Mass., June 28, 2022 /PRNewswire/ -- Aspen Aerogels, Inc. ASPN ("Aspen" or the "Company"), a technology leader in sustainability and electrification solutions, today announced that it intends to offer $225 million of common stock (the "Shares") and $150 million aggregate principal amount of green convertible senior notes due 2027 (the "Notes") in separate concurrent public offerings registered under the Securities Act of 1933, as amended (the "Securities Act"). In addition, the Company intends to grant the underwriters of each offering a 30-day option to purchase up to an additional 15% of the applicable securities solely to cover over-allotments.

The Notes will be convertible into cash, shares of the Company's common stock or a combination of cash and common stock, at the election of the Company, when certain conditions are met. The Notes will accrue interest payable semi-annually in arrears and will mature on July 1, 2027, unless earlier repurchased, redeemed or converted. The interest rate, conversion rate, offering price and other terms will be determined at the time of pricing of the offering of the Notes.

The offerings are subject to market and other conditions, and there can be no assurance as to whether or when the offerings may be completed, or as to the actual size or terms of the offerings. The closing of each offering is not contingent on the closing of the other offering.

Aspen intends to use the net proceeds from the offerings (i) to partially fund its planned capital projects, including, but not limited to, construction of Phase I of its second aerogel manufacturing facility in Statesboro, Georgia, development of its high-volume thermal barrier assembly facility in Mexico, and continued productivity improvements to its aerogel manufacturing facility in Rhode Island, and (ii) for other general corporate purposes, including, but not limited to, working capital, repayment of any existing indebtedness, investments and acquisitions. Aspen anticipates that this use of net proceeds will qualify as Eligible Green Expenditures for the Notes offering.

Barclays, Jefferies and BofA Securities are acting as joint book-running managers for the offerings.

Each offering is being made pursuant to an effective shelf registration statement on file with the Securities and Exchange Commission (the "SEC"). Each offering will be made only by means of a preliminary prospectus supplement and an accompanying prospectus, all of which Aspen filed or will file with the SEC. Before investing in the Shares or the Notes, investors should read the preliminary prospectus supplement and the accompanying prospectus for the offering of the Notes and the Shares, in each case, including the documents incorporated by reference therein, and any free writing prospectus related thereto, as the case may be. An electronic copy of the applicable preliminary prospectus supplement, together with the accompanying prospectus, is available on the SEC's website at www.sec.gov. Alternatively, copies of the applicable preliminary prospectus supplement, together with the accompanying prospectus, can be obtained by contacting: Barclays Capital Inc., Attn: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone: 888-603-5847, or by email: barclaysprospectus@broadridge.com; Jefferies LLC, by mail at 520 Madison Avenue, New York, NY 10022, Attention: Prospectus Department, or by telephone at (877) 547-6340, or by email to Prospectus_Department@Jefferies.com; or BofA Securities, Inc., by mail at NC1-004-03-43, 200 North College Street, 3^rd Floor, Charlotte, NC 28255-0001, Attention: Prospectus Department, or email at dg.prospectus_requests@bofa.com.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any securities referred to in this press release, nor will there be any sale of any such securities, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

About Aspen Aerogels, Inc.

Aspen is a technology leader in sustainability. The company's aerogel technology enables its customers and partners to achieve their own objectives around the global megatrends of resource efficiency, e-mobility and clean energy. Aspen's PyroThin^® products enable solutions to thermal runaway challenges within the electric vehicle market. The company's carbon aerogel program seeks to increase the performance of lithium-ion battery cells to enable EV manufacturers to extend the driving range and reduce the cost of electric vehicles. Aspen's Spaceloft^® products provide building owners with industry-leading energy efficiency and fire safety. The company's Cryogel^® and Pyrogel^® products are valued by the world's largest energy infrastructure companies. Aspen's strategy is to partner with world-class industry leaders to leverage its Aerogel Technology Platform™ into additional high-value markets. Headquartered in Northborough, Mass., Aspen manufactures its products at its East Providence, R.I. facilities.

Special Note Regarding Forward-Looking and Cautionary Statements

This press release and any related discussion contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties that could cause actual results to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. These statements are not historical facts but rather are based on Aspen's current expectations, estimates and projections regarding Aspen's business, operations and other factors relating thereto. Words such as "may," "will," "could," "would," "should," "anticipate," "predict," "potential," "continue," "expects," "intends," "plans," "projects," "believes," "estimates," "outlook," "assumes," "targets," "opportunity," and similar expressions are used to identify these forward-looking statements. Such forward-looking statements include statements regarding, among other things, Aspen's planned concurrent offerings of the Shares and the Notes, statements regarding the intended use of proceeds from Aspen's concurrent offerings of the Shares and the Notes and Aspen's ability to consummate the concurrent offerings of the Shares and the Notes. All such forward-looking statements are based on management's present expectations and are subject to certain factors, risks and uncertainties that may cause actual results, outcome of events, timing and performance to differ materially from those expressed or implied by such statements. These risks and uncertainties include, but are not limited to, the following: market risks and uncertainties and the risk that the offerings of the Shares and the Notes will not be consummated, and the satisfaction of customary closing conditions for the offerings of the Shares and the Notes, as well as other risks and uncertainties described under the heading "Risk Factors" in Aspen's Annual Report on Form 10-K for the year ended December 31, 2021 and filed with the Securities and Exchange Commission ("SEC") on March 1, 2022, as well as any updates to those risk factors filed from time to time in Aspen's subsequent periodic and current reports filed with the SEC. All statements contained in this press release are made only as of the date of this press release. Aspen does not intend to update this information unless required by law.

SOURCE Aspen Aerogels, Inc.