LanzaTech amends LanzaJet agreements, adjusts share issuance terms

Published 22/10/2025, 21:44
LanzaTech amends LanzaJet agreements, adjusts share issuance terms

LanzaTech Global, Inc. (NASDAQ:LNZA), a company currently valued at $62 million and showing concerning cash burn rates according to InvestingPro data, announced Wednesday that it has entered into a series of amended agreements with its partners in LanzaJet, Inc., according to a press release statement based on a filing with the Securities and Exchange Commission.

On October 16, LanzaTech and the other LanzaJet investment parties—British Airways PLC, Mitsui & Co., Ltd., Shell Ventures LLC, and Suncor Energy Inc.—executed a Second Amended and Restated Investment Agreement, a Second Amended and Restated Stockholders’ Agreement, and an amendment to their Intellectual Property and Technology License Agreement. These updates modify the structure and share issuance terms of the previous agreements related to their joint efforts to produce sustainable aviation fuel at the demonstration facility in Soperton, Georgia.

Among the key changes, the amended investment agreement eliminates the prior condition that required funding from special purpose project entities before LanzaTech could receive additional LanzaJet shares. Instead, LanzaJet will issue a second tranche of 15 million shares to LanzaTech promptly after the agreement, and a third tranche of 15 million shares no later than December 31, 2025. If certain development milestones at the demonstration facility are not met by those dates, the share issuance will occur after those milestones are achieved.

The agreement also stipulates that if LanzaJet is sold or goes public before the second and third share tranches are issued, and if LanzaTech does not hold at least 50% of LanzaJet’s outstanding common stock immediately prior to the transaction, LanzaJet will issue additional shares to LanzaTech to reach that threshold, with no additional payment required.

Additionally, the amendments allow any investment party that has extended credit to LanzaJet’s subsidiary to convert outstanding loans into LanzaJet shares at a price determined by the board.

The license agreement amendment removes certain restrictions on licensing LanzaJet technology to third parties and eliminates LanzaTech’s right to terminate the license if commercial milestones are not met by year-end 2025. LanzaTech has also committed to assign a key technology license to LanzaJet.

The information in this article is based on a press release statement and SEC filing. According to InvestingPro analysis, LanzaTech appears undervalued at current levels, despite facing significant operational challenges with a weak financial health score. InvestingPro subscribers have access to 14 additional key insights about LNZA, along with comprehensive financial metrics and expert analysis in the Pro Research Report, helping investors make more informed decisions about this volatile stock.

In other recent news, LanzaTech Global has made several notable announcements. The company has amended its Series A Convertible Senior Preferred Stock Purchase Agreement, extending the deadline for a common stock financing of up to $60 million to October 15, 2025. Additionally, LanzaTech plans to implement a 1-for-100 reverse stock split effective August 18, 2025, to comply with Nasdaq’s listing requirements. At its 2025 Annual Meeting, LanzaTech’s stockholders approved nine out of ten proposals, including the election of directors and the appointment of Deloitte & Touche LLP as the independent auditor for 2025. Furthermore, LanzaTech has secured a £6.4 million grant from the UK government to advance its sustainable aviation fuel projects. The funding will aid the development of the DRAGON 1 and DRAGON 2 projects, which focus on converting recycled carbon into aviation fuel. These developments reflect LanzaTech’s ongoing efforts to strengthen its financial position and expand its sustainable energy initiatives.

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