Nextracker (NXT) Announces Launch of Offering of Class A Common Stock

Nextracker Inc. (Nasdaq: NXT), a global market leader in utility-scale solar trackers, announced today that it has launched a proposed underwritten offering of 14,210,511 shares of its Class A common stock (“Common Stock”) offered by Nextracker and 2,289,489 shares of Common Stock offered by certain stockholders of Nextracker. The underwriters of the offering will also have a 30-day option to purchase up to 1,650,000 additional shares of Common Stock from Nextracker and such selling stockholders. On June 23, 2023, the last reported sale price of Nextracker’s Common Stock on the Nasdaq Global Select Market was $38.63 per share. The offering is subject to market conditions and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Nextracker expects to use all of the net proceeds from the offering of 14,210,511 shares of Common Stock by Nextracker to purchase 14,210,511 Nextracker LLC common units from Yuma, Inc., an indirect wholly owned subsidiary of Flex Ltd., and TPG Rise Flash, L.P., an affiliate of the global alternative asset management firm TPG. Nextracker will not receive any proceeds from the sale of the shares of the selling stockholders.

J.P. Morgan, BofA Securities, Barclays, and Citigroup are acting as joint lead book-running managers for the offering. Truist Securities, HSBC, BNP PARIBAS, Mizuho, KeyBanc Capital Markets and Scotiabank are acting as joint book-running managers for the offering. SMBC Nikko, BTIG, UniCredit Capital Markets, Roth Capital Partners and PJT Partners will act as co-managers for the offering.

The offering will be made only by means of a prospectus. Copies of the preliminary prospectus, when available, may be obtained from: the U.S. Securities and Exchange Commission (the “SEC”) at www.sec.gov; and J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204 or by email at [email protected]; BofA Securities, NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department, by email at [email protected]; Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847, or by email at [email protected]; and Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (800) 831-9146.

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