LINE
Lineage, INC
NASDAQ
S-11MEF: Lineage, Inc. Files for Additional Share Registration Following Initial Public Offering
Sentiment:
Registration Statement
24 July 2024 8:43 PM
Lineage, Inc. has filed a registration statement to offer an additional 11,364,358 shares of common stock, including shares available through the underwriters' option, following its initial S-11 filing.
Capital raise
Lineage, Inc. is registering 11,364,358 additional shares of common stock for potential sale.
The maximum aggregate offering price for these shares is $886,419,924.00.
This capital raise could be used for various corporate purposes, including acquisitions or debt repayment.
Summary
- Lineage, Inc. filed a registration statement (Form S-11MEF) with the SEC on July 24, 2024, to register an additional 11,364,358 shares of common stock.
- This includes 1,482,307 shares that may be sold if the underwriters exercise their option to purchase additional shares.
- The filing is made under Rule 462(b) of the Securities Act of 1933 and relates to a prior registration statement (File No. 333-280470) that was declared effective on July 24, 2024.
- The additional shares represent no more than 20% of the maximum aggregate offering price set forth in the original filing.
- The proposed maximum offering price for the additional shares is $886,419,924.00, with a registration fee of $130,835.58.
- The company intends to commence the sale of these shares as soon as practicable after the registration statement becomes effective.
Sentiment
Score: 7
Explanation: The sentiment is neutral to positive. The filing is a standard procedure for raising capital, and the inclusion of necessary legal and accounting opinions suggests a well-prepared offering. The company is proceeding as expected.
Positives
- The company has secured consents from KPMG and CBRE for the use of their reports and name, respectively.
- Legal opinions from Venable LLP and Latham & Watkins LLP are included, providing assurance on legal and tax matters.
- The registration statement was signed by key executives and directors, indicating their commitment.
Future Outlook
The company intends to sell the registered shares as soon as practicable after the registration statement becomes effective.
Industry Context
This filing is typical for real estate companies preparing for or following an initial public offering, allowing them to raise additional capital.
Comparison to Industry Standards
- Comparable REITs often utilize follow-on offerings to raise capital for acquisitions or development projects.
- The size of the offering is within the typical range for REITs of Lineage's size.
- The legal and accounting opinions are standard practice for SEC filings.
Stakeholder Impact
- Shareholders may experience dilution due to the increased number of shares.
- The capital raise could benefit the company's growth and financial stability.
- The offering could attract new investors to the company.
Next Steps
- The SEC will review the registration statement.
- The company will proceed with the sale of shares after the registration statement becomes effective.
- Underwriters may exercise their option to purchase additional shares.
Key Dates
- June 26, 2024: Original filing date of the Registration Statement on Form S-11 (File No. 333-280470)
- July 23, 2024: Date of CBRE, Inc. consent
- July 24, 2024: Date of the S-11MEF filing, effective date of the Prior Registration Statement, and dates of legal opinions and signatures
Keywords
registration statement, common stock, Lineage Inc, S-11, securities, offering, REIT
LINE
Lineage, INC
NASDAQ
Sector: Real Estate
Filings with Classifications
Capital raise
17 June 2025 4:19 PM
Debt Offering Announcement
- Lineage OP, LP issued and sold $500,000,000 aggregate principal amount of 5.250% Senior Notes due 2030.
- The net proceeds from the offering were approximately $489 million.
Capital raise
10 June 2025 8:57 PM
Debt Offering Announcement
- Lineage OP, LP, the Company's operating partnership, priced an offering of $500,000,000 aggregate principal amount of 5.250% Senior Notes due 2030.
- The notes were priced at 98.991% of the principal amount.
- The notes are senior unsecured obligations, fully and unconditionally guaranteed by Lineage, Inc. and certain subsidiaries.
- Proceeds are intended to repay amounts outstanding under the revolving credit facility and for general corporate and working capital purposes.
- The notes are offered only to qualified institutional buyers under Rule 144A or non-U.S. persons under Regulation S.
Capital raise
10 June 2025 9:09 AM
Capital Raise Announcement
- Lineage OP, LP, the operating partnership of Lineage, Inc., has commenced a private offering of senior notes.
- The notes will be senior unsecured obligations of the Operating Partnership and fully and unconditionally guaranteed by Lineage, Inc. and certain subsidiaries.
- The offering is a private placement to qualified institutional buyers under Rule 144A and to certain non-U.S. persons under Regulation S.
- The net proceeds are intended for repayment of outstanding amounts under the revolving credit facility and for general corporate and working capital purposes.
Worse than expected
30 April 2025 7:12 AM
Quarterly Report
- The company's net revenues decreased compared to the same period last year.
- The company reported a net loss attributable to Lineage, Inc.
- Same warehouse NOI decreased, reflecting customer inventory rationalization.
- General and administrative expenses increased significantly due to higher stock-based compensation expenses.
Worse than expected
30 April 2025 7:06 AM
Earnings Release
- Revenue decreased by (2.7)% compared to the previous year.
- Adjusted EBITDA decreased by (7.0)%, and the adjusted EBITDA margin also declined.
- Same warehouse NOI decreased by (7.9)%, indicating challenges in maintaining growth in existing facilities.
Better than expected
28 April 2025 7:08 AM
Proxy Statement
- The company's IPO was the largest of 2024 and the largest REIT IPO in history, reducing leverage to under 5x.
- Lineage generated $5.3 billion in total revenue and maintained a 78% same warehouse physical occupancy rate.
- Over $760 million was deployed in growth capital, including acquisitions and greenfield developments.
- The company reached its 100th patent and continued piloting the rollout of LinOS, its proprietary warehouse execution system.
Worse than expected
26 February 2025 7:16 AM
Annual Results
- The company experienced a net loss of $0.8 billion, which is worse than expected.
Capital raise
26 February 2025 7:16 AM
Annual Results
- The company may attempt to access property-level secured debt, bank debt and the unsecured bond market, in each case across multiple currencies and geographies, which would provide it with capital-raising flexibility to fund its operations.
Capital raise
26 February 2025 7:09 AM
Earnings Release and Investor Presentation
- The company completed the largest REIT IPO of all time, raising $5.1B.
- The company has the capacity to deploy more than $1.5 billion of capital in 2025.
Worse than expected
6 November 2024 7:13 AM
Quarterly Report
- The company reported a significant net loss of $543 million, compared to a net loss of $50 million in the same period last year.
- The company's acquisition, transaction, and other expenses were significantly higher than the previous year, primarily due to IPO-related costs.
- The company's economic and physical occupancy rates decreased compared to the same period last year.
Better than expected
6 November 2024 7:05 AM
Quarterly Report
- The company's AFFO growth of 51.8% and AFFO per share growth of 20.0% significantly exceeded expectations.
- The successful IPO and achievement of investment-grade credit ratings are also better than expected results.
Capital raise
21 August 2024 4:32 PM
Quarterly Report
- The company closed its IPO on July 26, 2024, raising approximately $4.875 billion in net proceeds.
- The company issued 56,882,051 shares of common stock at a price of $78.00 per share.
- The underwriters exercised their option to purchase an additional 8,532,307 shares of common stock on July 31, 2024.
Worse than expected
21 August 2024 4:32 PM
Quarterly Report
- The company reported a net loss of $80 million for the quarter, a significant decrease compared to the prior year.
- The company's same warehouse pool saw a decrease in NOI of $8 million or 2.3% due to revenue and cost of operations factors.
Capital raise
24 July 2024 8:43 PM
Registration Statement
- Lineage, Inc. is registering 11,364,358 additional shares of common stock for potential sale.
- The maximum aggregate offering price for these shares is $886,419,924.00.
- This capital raise could be used for various corporate purposes, including acquisitions or debt repayment.
Worse than expected
22 July 2024 6:55 AM
S-11/A Filing
- Preliminary estimates for the quarter ended June 30, 2024 indicate a decrease in total revenue, same warehouse NOI, average physical occupancy, and average economic occupancy compared to the same period in 2023.
Capital raise
22 July 2024 6:55 AM
S-11/A Filing
- Lineage is offering 47,000,000 shares of common stock in an IPO.
- The company estimates net proceeds of approximately $3.4 billion from the offering.
- The company intends to use the net proceeds to repay debt and for general corporate purposes.
- Norges Bank Investment Management has indicated an interest in purchasing up to $900 million in shares.
Worse than expected
16 July 2024 7:03 AM
Merger Announcement
- Preliminary estimates for the quarter ended June 30, 2024 indicate a decrease in same warehouse NOI compared to the same period in 2023.
Capital raise
16 July 2024 7:03 AM
Merger Announcement
- Lineage is offering 47,000,000 shares of its common stock in an initial public offering.
- The underwriters have the option to purchase up to an additional 7,050,000 shares.
- Norges Bank Investment Management has indicated an interest in purchasing up to $900 million in shares.
Capital raise
26 June 2024 9:08 AM
Initial Public Offering
- Lineage, Inc. is offering shares of its common stock in an initial public offering.
- The company intends to use the net proceeds from the offering to repay a $2.4 billion delayed-draw term loan and for general corporate purposes.
- A directed share program will reserve a percentage of the shares for sale to company insiders and partners.
Worse than expected
26 June 2024 9:08 AM
Initial Public Offering
- Lineage reported a net loss of $162.8 million for the twelve months ended March 31, 2024.
Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.