LanzaTech Global, Inc. Liquidation Value

LanzaTech Global, Inc. (LNZA) presents a deeply negative liquidation recovery posture as of December 31, 2025. Total assets of $100.2M are offset by total liabilities of $90.9M at face value, leaving GAAP book equity of negative $3.9M before applying liquidation haircuts. Under the liquidation lens, the recovery deteriorates materially further.

Asset-side analysis: Cash and restricted cash total $17.1M (recoverable at ~100%, yielding ~$17.1M). Accounts receivable net of allowance is approximately $9.5M gross with a $3.0M allowance already recorded; applying a 90% recovery rate to the net figure yields ~$8.6M. Contract assets of $6.5M carry inherent execution-contingent collection risk; recovery haircut to 80% yields ~$5.2M. Inventory of $0.7M at 60% recovery yields ~$0.4M. PP&E gross of $58.0M less accumulated depreciation of $40.9M produces net book value of $17.1M; at a 50-60% recovery rate yields ~$8.6-10.3M. Operating lease ROU asset of $14.4M is a contractual asset with no independent liquidation value and should be assigned zero recovery. Equity method investment in LanzaJet of $13.3M and equity securities without readily determinable fair value of $15.0M are illiquid minority stakes; the LanzaJet investment carries near-zero off-balance-sheet accumulated losses and a restructured governance structure post the February 2026 Series A transaction—recovery is speculative and assigned zero under a forced liquidation scenario. Other current assets ($10.5M) and prepaid expenses ($2.1M) yield partial recovery; applying 50% conservatively adds ~$6.3M. Total liquidation asset recovery is estimated in the range of $46-48M.

Liability side at face value: Total liabilities of $90.9M include operating lease liability $16.6M (does not extinguish on winding up—landlord claims remain), accrued liabilities $10.3M, accounts payable $10.9M, employee-related liabilities $1.8M, deferred revenue current $0.4M and noncurrent $5.9M, derivative liabilities current $4.1M and noncurrent $30.0M (Brookfield Loan FVO liability and PIPE Warrant), and long-term loan payable $10.9M (Brookfield Loan residual). The derivative/Brookfield complex represents a structured liability that would need to be settled or negotiated at effective face value in liquidation.

Conclusion: Estimated liquidation recovery to equity is negative, approximately ($43-45M) before considering the $13.2M Series A preferred stock (mezzanine equity, senior to common), which further subordinates common equity recovery. This is consistent with MFFAIS-reported CLV of negative $30.9M and OLV of negative $23.7M. The accumulated deficit stands at $1.018B. Persistent going concern indicators from the prior 10-Q (as of September 30, 2025 filing) have been partially mitigated by the January 2026 $20M private placement and preferred stock conversion, but these occurred post period-end and are not reflected in the December 31, 2025 balance sheet. Unremediated material weaknesses across multiple COSO framework components were disclosed and persist from the prior filing, adding uncertainty to balance-sheet reliability.