Alternus Clean Energy, Inc. 8-K

What Happened
Alternus Clean Energy, Inc. announced on March 27, 2026 that it closed a private placement raising $1,000,000 by selling 2,150 shares of newly created Series D Convertible Preferred Stock to an accredited investor. The company also filed a Certificate of Designation establishing Series D (declared March 27, 2026) and a Certificate of Designation for Series E (declared March 31, 2026) and issued additional preferred shares (2,150 Series D and 684 Series E issued in book-entry form to the purchaser and a debt holder). The company said net proceeds will be used for working capital and general corporate purposes.

Key Details

• Gross proceeds: $1,000,000 from sale of 2,150 Series D shares; proceeds received on March 27, 2026.
• Series D terms: $1,000 stated value per share; conversion price $0.10/share (subject to anti-dilution adjustments for 12 months); holder may convert at or after one year from issuance. Conversion is limited so holders cannot exceed 9.99% beneficial ownership after conversion.
• Put option: Purchaser has a one-year window (starting after the company raises at least $8 million in an equity raise) to require the company to repurchase up to 1,150 Series D shares at $1,000 per share.
• Series E terms: 20,000 shares authorized, 684 issued; $1,000 stated value, conversion price $0.10/share (subject to similar anti-dilution for 12 months); conversion restriction limits ownership to 4.99%; holders have piggyback registration rights.

Why It Matters
This 8-K shows the company raised $1.0M through convertible preferred stock rather than straight equity or debt, which can affect future share count and voting. If converted, the preferred shares convert at $0.10 per common share (subject to adjustment), which could be dilutive to existing common shareholders depending on future conversions and any lower‑priced issuances within the 12‑month anti-dilution window. The put option creates a potential near-term repurchase obligation if the company completes an $8M equity raise and the purchaser exercises the option. Investors should note the timing and caps on conversion (9.99% for Series D; 4.99% for Series E) and that the preferreds do not pay dividends and rank pari passu with common stock on liquidation.