Bloom Energy Corporation (BE) Earnings Call Transcript & Summary

Welcome to the 2020 Annual Meeting for Bloom Energy Corporation. Our host for today's call is K.R. Sridhar, Chairman and CEO. [Operator Instructions] I would now like to turn the call over to your host. K.R., you may begin.

Good day, ladies and gentlemen. I'm K.R. Sridhar, Chairman of the Board of Directors and CEO of Bloom Energy. It's my pleasure to welcome you to the special meeting of stockholders of Bloom Energy Corporation. We appreciate your attendance, your interest and more importantly, your support of Bloom Energy. It is now 1 p.m. Pacific Time, and I would like to call this meeting to order. In the light of COVID-19 pandemic and for the safety of our employees, directors and stockholders, the special shareholder meeting is being conducted in a virtual-only format. The meeting format will follow the agenda displayed on the virtual meeting website. During the meeting, questions from stockholders will be considered at the time we are reviewing the 3 proposals to be voted on today. We will respond to questions relevant to the proposals as each proposal is considered. In order to ensure an orderly meeting, we ask that everyone follow the meeting rules of conduct and procedures posted on the virtual meeting website. If you experience any technical difficulties during the meeting, please call the technical support number posted on the virtual meeting website. With me today is Shawn Soderberg, Bloom's Executive Vice President, General Counsel and Secretary. Ms. Soderberg will act as secretary of this meeting. Also present at this meeting are Mark Mesler, our Vice President of Finance; and Deon Boles, our Vice President and Corporate Controller. We also have present today our Inspector of Elections, Ms. [ Chris Wikel ], a representative of Broadridge Financial Solutions, who has been appointed as the Inspector of Elections for this meeting. At this time, I would like to ask our Corporate Secretary, Shawn Soderberg, to remind you of the ground rules for the meeting.

Thank you, K.R.. The rules of conduct and procedure are set forth on the virtual meeting website and we ask that they be followed throughout this meeting. The meeting is being recorded and no one attending is permitted to use any audio recording device. As set forth in the meeting conduct and procedures, a stockholder can ask a question at any time during the meeting by typing the question into the ask-a-question field on the virtual meeting website and clicking Submit. We have 3 proposals to be voted on today and we will respond to questions relevant to the proposals as each proposal is considered. In fairness to everyone who may have a question, we limit each stockholder to 2 questions. Finally, if a stockholder would like to review the list of stockholders eligible to vote at this meeting for any purpose relevant to the meeting, it is accessible on the meeting website.

At this time, I would like to ask Shawn to confirm that notice for the meeting was properly provided and that there are sufficient shares represented at this meeting, either virtually or by proxy to constitute a quorum for the purposes of transacting business.

K.R., I can report that the affidavit from a representative of Broadridge Financial Solutions shows that a notice of special meeting and proxy statement dated May 15, 2020, and proxy in the format annexed to the affidavit was sent on May 15, 2020 to each stockholder of record as of May 12, 2020, the record date for this meeting. A copy of the notice of special meeting and proxy statement will be incorporated into the minutes of this meeting. All stockholders of record at the close of business on the record date of May 12, 2020, are entitled to vote at this special meeting. As of the record date, there were 94,000,981 shares of the company's Class A common stock and 31,164,901 shares of the company's Class B common stock outstanding and entitled to vote. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock entitled to 10 votes per share. And the holders of the Class A common stock and Class B common stock will vote together on each matter presented at this meeting. Our bylaws provide that a quorum will be present, if a majority of the voting power of all shares outstanding on the record date are represented at the meeting. We are informed by the Inspector of Elections that there are represented in this meeting, virtually or by proxy, more than 50% of the voting power of all shares outstanding on the record date, and therefore, a quorum is present.

Thank you, Shawn. This meeting is now duly convened for purposes of transacting such businesses as may properly come before it. The next order of business is a description of the matters to be voted on at today's meeting. We have 3 proposals to be voted on at the meeting by the shareholders -- by the stockholders of the company. Voting will commence after all 3 proposals have been presented. The first proposal is to approve, in accordance with Section 312.03 of the NYSE-listed company manual, the full settlement of conversion in Class B common stock of the company's 10% convertible senior secured notes due 2021. Does anyone have any questions or comments concerning this proposal? [Operator Instructions]

K.R., I can report that we have no questions. You can move to proposal #2.

The second proposal is to approve in accordance with Section 312.03 of the NYSE-listed company manual, the full settlement of conversions in Class B common stock of the company's 10% convertible senior secured notes due 2021, held by New Enterprise Associates, Ten Limited Partnership, KPCB Holdings, Inc. and Foris Ventures, LLC. Does anyone have any questions or comments concerning this proposal?

K.R., I can report that we have no questions pertaining to this proposal.

The third proposal is to approve in accordance with Section 312.03 of the NYSE-listed company manual, the full settlement of conversions in Class B common stock of the company's amended and restated subordinated secured convertible note held by Constellation NewEnergy, Inc. Does anyone have any questions or comments concerning this proposal?

K.R., I can report there's no questions related to this proposal.

It is now 1:08 p.m. Pacific Time, and the polls are open. I would now like to turn the meeting over to Shawn to handle the voting process.

Thank you, K.R.. Stockholders attending this meeting can vote their shares online by clicking the vote-here button on their screen. Stockholders who have voted their proxies by Internet or by phone or who have sent in their proxy cards by mail, do not need to vote again at this time, unless they wish to change their earlier vote. If you would like to submit your vote at this time, please ensure that you have logged into this meeting using your 16-digit control number and click the vote-here button on your screen. I now ask that stockholders who have not yet voted or who wish to change their vote, do so now through the virtual meeting website. [Voting]

We now appear to have completed all voting. It is 1:10 p.m., and I hereby declare the polls closed. The electronic votes and proxies will be held in the records of the Inspector of Election. The Inspector of Election has counted the votes received by proxy prior to the meeting and will count all those received electronically at this meeting today. K.R., based on the preliminary report from the Inspector of Election, I can report that all 3 proposals have been approved by the stockholders. We will file the final report of the Inspector of Elections with the records of this meeting. We'd expect to report the results of the voting on a Form 8-K to be filed with the SEC within 4 days of this meeting.

Thank you for attending today's meeting and for your continued support of Bloom Energy. The business of the meeting is completed, and the meeting is adjourned.

This now concludes the meeting. Thank you for joining. And have a pleasant day.