Hello, everyone, welcome to the Advanced Emissions Solutions acquisition announcement. My name is Drew, and I'll be coordinating your call today. I would now like to turn the conference over to Griffin Morris, investor relations. Please go ahead.
Thank you, Drew. Good morning, everyone, thank you for joining us today for this special call. With me on the call today is Greg Marken, Chief Executive Officer, President, and Treasurer. This conference call is being webcasted live within the investors section of our website, a downloadable version of today's presentation is available there as well. A webcast replay will also be available on our site. You can contact LHA Investor Relations for investor relations support at 312-445-2870. Let me remind you that the presentation and remarks made today include forward-looking statements as defined in Section 21E of the Securities Exchange Act.
These statements are based on information currently available to us involve risks and uncertainties that could cause actual future results, performance, and business prospects and opportunities to differ materially from those expressed and/or implied by these statements. These risks and uncertainties include, but are not limited to, those factors identified on slide 2 of today's presentations and in our filings with the Securities and Exchange Commission. Except as expressly required by the securities law, the company undertakes no obligation to update those factors or any forward-looking statements to reflect future results, future events, developments, or changed circumstances, or for any other reason. With that, I would like to turn the call over to Greg.
Thank you, Griffin, thanks to everyone for joining us this morning. Yesterday afternoon, after markets closed, we announced the completion of our pending transaction with Arq under an updated structure and economic terms compared to what was announced back in August. We are thrilled to be partnering with Arq to pursue future opportunities within the growing activated carbon, or AC market, specifically through the expansion of our product offerings to include bituminous-based granular activated carbon, or GAC, in addition to new markets that Arq's products and technologies will provide us the opportunity to pursue. Before we discuss what exactly has changed, including the financial terms and respective ownership interests, I'd like to start on slide 3 to briefly review what this acquisition means for our stakeholders and the importance of vertically owning a bituminous feedstock like Arq Powder.
Number one, the acquisition repositions the business for growth through higher value products. It increases our commercial growth opportunities by enabling us to produce new GAC products using Arq Powder as an ultra-pure, high-value, bituminous-based feedstock, thus allowing us to participate in expanded and higher margin activated carbon markets. Although we are not immediately planning to increase our overall production capabilities, we are mitigating longer term headwinds that our existing lignite-focused business would encounter, specifically within the coal-fired power space, by expanding and diversifying our product offerings. The expansion of our product portfolio to include bituminous-based GAC products will allow us to address more than 80% of the North American activated carbon market versus the 35% that currently is addressable using our existing lignite-based products.
The acquisition of Arq provides us with a longer-term, sustainable, and diversified product mix and facilitates participation in higher margin activated carbon products and end markets. As it relates to the market today, we believe that the current North American activated carbon market is structurally underserved. This acquisition and the resulting diversified product portfolio provides us with the capability to its growing and underserved markets for critical materials that are utilized in numerous day-to-day applications. It also opens the door to new non-activated carbon markets that Arq is currently pursuing and that otherwise would not be available to us within our existing business. These growth and diversification opportunities include more near-term options such as additives for asphalt and carbon black, as well as longer-term options such as additives for marine and bunker fuel.
We also expect the acquisition to yield a competitive advantage via product performance, longer-term sustainable production costs, and environmental benefits compared to other activated carbon producers. The competitive value of securing a high quality, domestically sourced feedstock that is cost competitive and vertically integrated into the combined operations and that has been shown to create high performance products is significant. We will be the only North American activated carbon manufacturer that controls 100% of its primary feedstock needs, both through our existing resource operations as well as through our exclusive access to Arq Powder. The fact that Arq's processes for converting coal waste into Arq Powder are patent protected provide the platform for long-term success.
The combined company also carries an attractive environmental, social, and governance profile through the utilization of waste as a feedstock, which should result in lower Scope 1 and Scope 2 manufacturing emissions, promoting reclamation of property for future use, as well as the generation of excess electricity from our current manufacturing processes that is returned to the grid. This platform for a sustainable competitive advantage would not holistically be available to us outside of this acquisition. We believe that the combination of our existing technical, operating, and sales capabilities presents reduced execution risk as we enhance the production capabilities of the business and transition to producing a broader range of products. Our proven manufacturing assets, product technology, applications expertise, existing sales channels, and customers within the activated carbon markets, combined with Arq's patent-protected feedstock and Corbin plant, offer a synergistic and value-enhancing combined company.
Lastly, our strong balance sheet and market position support our business plan execution. We are already a top producer of activated carbon products in North America and have developed sales channels and customers across power generation, water, and industrial applications. This strong market position provides a solid and proven foundation to build upon as we integrate Arq and expand our market breadth. The complementary and synergistic nature of the acquisition is further illustrated on slide 4. Pre-acquisition, ADES was a top 3 provider of lignite-based activated carbon products in North America, with the ability to serve roughly 35% of the market. Post-acquisition, utilizing both our existing lignite-based feedstock and Arq Powder as a bituminous-based feedstock, the combined company will now have the opportunity to provide products that serve more than 80% of the North American activated carbon market.
The combined company will benefit from our strong existing customer base, be able to pursue diverse end markets served by both powder and granular activated carbon products, and focus on faster-growing applications for carbon-based materials. Overall, the merger combines highly complementary capabilities and presents the unique opportunity to further penetrate and sell into a proven, attractive, and growing activated carbon market. Capitalize on a competitive advantage through the combined product portfolio with a domestic, vertically integrated supply chain. Diversify business opportunities outside of those ADES has historically been exposed to through additional uses for Arq Powder as a carbon-rich additive for various products. Evaluate, on a longer-term basis, new business lines altogether, such as ad ditives for marine and bunker fuels. Slide five provides the new deal terms and structure for the acquisition.
Due to the changing macroeconomic conditions, the board and management team of ADES reopened discussions with Arq's leadership and renegotiated the terms of the proposed transaction. As a result, we have agreed upon a new deal structure that results in ADES acquiring the subsidiaries of Arq Limited, which is conducive to long-term value creation and sustainability for the combined company. Pursuant to the revised transaction agreement, ADES issued a combination of common shares and shares of a newly created preferred stock to existing Arq equity holders in exchange for the full ownership of the Arq subsidiaries. The new preferred security will automatically convert to common stock upon approval by a shareholder vote. The preferred stock includes an initial coupon rate of 8%, payable in cash or in kind, that will increase by 200 basis points at determined intervals if not previously converted by a shareholder vote.
The previously announced equity placement with certain current Arq investors and members of Arq management remains in place. Under the revised transaction terms, PIPE investors purchased approximately 3.8 million shares of ADES common stock at a price of $4 per share. Net cash proceeds from the PIPE investment will total approximately $15 million. We also closed on a $10 million term debt facility from Community Development Venture Capital Alliance, who obtained penny warrants to purchase 1% of the pro forma equity of the combined company. Upon completion of the acquisition and giving effect to the PIPE investment and the warrants provided to the lenders, legacy ADES and Arq shareholders own 59.2% and 28% of the company respectively, while PIPE investors and the lenders own 11.8% and 1% of the new company respectively.
Under the previously announced transaction terms, legacy ADES shareholders would have owned a maximum of 49.5% of the combined company versus the 59.2% ownership they retained under the new deal terms. As a result of the revised transaction terms, an ADES shareholder vote was not required, allowing the transaction to close immediately. Slides 6 and 7 present a selection of the combined leadership team and board of directors for ADES upon the closing of the transaction. The combined leadership team and board possesses a wide variety of experiences across a multitude of industries and brings critical expertise to further penetrate the North American activated carbon market. I'm very confident in the ability of this combined team to execute our business plan. Forge a cleaner and more sustainable future for our customers and create value for our stakeholders.
Our partially revised outlook and key milestones are delineated on slide 8. In 2023, our key focus will be on commencing the capital work to optimize both the Red River and Corbin facilities for industrial scale GAC production and developing the customer and sales channels for entry into the GAC market. The most significant of these modifications relates to the Red River plant and includes the installation of shaping and heat treatment processes and able the processing of bituminous-based feedstock to manufacture new GAC products. As a result of new third-party engineering assessments, inflationary costs, and certain changes to the scope of the projects, overall growth-based capital expenditures within the business plan are expected to total $95 million versus the $75 million initially estimated.
The company has modified certain operational plans and delayed the timing of certain capital expenditures to accommodate the increased cost of the GAC related modifications. Our 2023 focus will also be on securing lead customers and building sales channels within the North American market. We expect to undertake further product testing and commence our first sales of Arq Powder as an additive for asphalt and carbon black upon the completion of planned upgrades to the Corbin facility. Financially, for the full year 2023, we expect to generate roughly $106 million of revenue and slightly below break-even EBITDA, excluding one-time costs associated with the acquisition and subsequent integration activities.
In 2024, we expect to produce and sell our first GAC products produced from Arq Powder as we complete the initial portion of the bituminous-based GAC, enabling capital projects at Red River and achieve commercial scale operations at the Corbin, Kentucky plant. Financially, we anticipate generating $130 million of revenue and $15 million of EBITDA for the year. In 2025, we anticipate obtaining the full year benefit of the completion of our first phase of certain large-scale capital projects that will allow us to ramp up production and sales of GAC products. During this time, we will be working diligently to develop new technologies and GAC product offerings to bring to the North American market, as well as other geographic markets that were previously unavailable to us.
Our financial projections and product mix on slide 9 demonstrate the step up in the long-term profitability potential of our combined assets. The combined entity is projected to generate future annual revenue of roughly $200 million and annual EBITDA of $60 million upon achieving full-scale operations. Over time, the integration of Arq's feedstock into our Red River plant will improve unit economics with higher price and higher margin products, as well as enable us to become more diversified related to both our product technology and end market opportunities. Not fully captured in the product mix graphic is the fact that the activated carbon piece in 2024 and beyond includes both PAC and GAC, and thus possesses a more diverse end market mix relative to where we are today.
Additionally, due to the revised ownership structure as well as other factors, it is expected that we will be able to retain our $86 million of existing federal tax credits, which may be utilized to offset future federal tax payments. As such, our tax asset protection plan will remain in place. To wrap up, we are very excited about the combined company and the opportunities ahead of us to meet the demands of the structurally underserved North American activated carbon market. The acquisition of Arq marks another important step towards solidifying our future and delivering on our commitment to creating shareholder value. The highly strategic nature of this merger is visible, as is how both companies stand to benefit from the combination of our products, infrastructure, manufacturing assets, and expertise.
The combined company will be able to pursue end markets served by both powder and granular activated carbon products, and will be the only completely vertically integrated activated carbon provider from feedstock to distribution in North America. We will also not only diversify within activated carbon, but also into other markets where our environmentally beneficial products can be used in a variety of critical materials. The result is a truly differentiated environmental technology company with new growth avenues and a path toward long-term sustainable profitability. With the acquisition officially completed, we plan to immediately begin execution of our business plan to optimize both the Red River and Corbin facilities for industrial scale GAC production and to develop new customer and sales channels for GAC markets. Thank you to everyone for joining this morning's call.
There is additional information related to the acquisition on our investor relations page. We look forward to further updating everyone when we report our fourth quarter and full year results in March.