0001104659-20-056966.txt : 20200505
0001104659-20-056966.hdr.sgml : 20200505
20200505170348
ACCESSION NUMBER: 0001104659-20-056966
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200501
FILED AS OF DATE: 20200505
DATE AS OF CHANGE: 20200505
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CANADA PENSION PLAN INVESTMENT BOARD
CENTRAL INDEX KEY: 0001283718
STATE OF INCORPORATION: A6
FISCAL YEAR END: 0331
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38598
FILM NUMBER: 20849830
BUSINESS ADDRESS:
STREET 1: ONE QUEEN STREET EAST
STREET 2: STE 2500
CITY: TORONTO ONTARIO
STATE: A6
ZIP: 0000
BUSINESS PHONE: 416 972 8226
MAIL ADDRESS:
STREET 1: ONE QUEEN STREET EAST
STREET 2: STE 2500
CITY: TORONTO ONTARIO
STATE: A6
ZIP: 0000
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Bloom Energy Corp
CENTRAL INDEX KEY: 0001664703
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRICAL INDUSTRIAL APPARATUS [3620]
IRS NUMBER: 770565408
STATE OF INCORPORATION: DE
BUSINESS ADDRESS:
STREET 1: 4353 NORTH FIRST STREET
CITY: SAN JOSE
STATE: CA
ZIP: 95134
BUSINESS PHONE: 408-543-1500
MAIL ADDRESS:
STREET 1: 4353 NORTH FIRST STREET
CITY: SAN JOSE
STATE: CA
ZIP: 95134
4
1
tm2018686-1_4.xml
OWNERSHIP DOCUMENT
X0306
4
2020-05-01
0
0001664703
Bloom Energy Corp
BE
0001283718
CANADA PENSION PLAN INVESTMENT BOARD
ONE QUEEN STREET EAST
STE 2500
TORONTO ONTARIO
A6
M5C 2W5
ONTARIO, CANADA
0
0
1
0
10.0% Convertible Senior Secured Notes due 2021
2020-05-01
2020-05-01
4
J
0
70000000
70000000
D
Class B common stock
8750000
169862370
D
In accordance with the terms of the indenture for the reported securities, on May 1, 2020, the Issuer completed the redemption of $70,000,000 principal amount of the reported securities at a price equal to their face value.
The outstanding principal of the reported securities is convertible at any time prior to maturity at the option of the holders thereof into shares of the Issuer's Class B common stock at a conversion price of $8.00. The reported securities will mature on December 1, 2021 and will bear interest at a fixed rate per annum equal to 10.00%, payable monthly in cash. The Class B common stock is convertible into the Issuer's Class A common stock on a 1-for-1 basis (a) at the holder's option or (b) upon any transfer except certain permitted transfers.
All the outstanding shares of Class B common stock will convert automatically into shares of Class A common stock upon the date that is the earliest to occur of (i) immediately prior to the close of business on the fifth anniversary of the closing of Issuer's initial public offering, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B common stock represent less than five percent (5%) of the aggregate number of shares of Class A common stock and Class B common stock then outstanding, (iii) the date and time, or the occurrence of an event, specified in a written conversion election delivered by KR Sridhar to the Secretary or Chairman of the Board to so convert all shares of Class B common stock, or (iv) immediately following the date of the death of KR Sridhar.
Represents shares of Class B common stock that would have been issuable (upon the conversion terms described in Note 2 above) upon conversion of the $70,000,000 principal amount of the reported securities that was redeemed by the Issuer in accordance with the terms of the indenture for the reported securities at a price equal to their face value.
/s/ Kathryn J. Daniels, Title: Managing Director, Head of Compliance Canada Pension Plan Investment Board
2020-05-05