0001144204-18-041887.txt : 20180803
0001144204-18-041887.hdr.sgml : 20180803
20180803151730
ACCESSION NUMBER: 0001144204-18-041887
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180727
FILED AS OF DATE: 20180803
DATE AS OF CHANGE: 20180803
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: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38598
FILM NUMBER: 18991603
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: 1299 ORLEANS DRIVE
CITY: SUNNYVALE
STATE: CA
ZIP: 94089
BUSINESS PHONE: 408-543-1500
MAIL ADDRESS:
STREET 1: 1299 ORLEANS DRIVE
CITY: SUNNYVALE
STATE: CA
ZIP: 94089
3
1
tv500136_3.xml
OWNERSHIP DOCUMENT
X0206
3
2018-07-27
0
0001664703
Bloom Energy Corp
BE
0001283718
CANADA PENSION PLAN INVESTMENT BOARD
ONE QUEEN STREET EAST
SUITE 2500
TORONTO
A6
M5C 2W5
ONTARIO, CANADA
0
0
1
0
Class B common stock
Class A common stock
312575
D
6.0% Convertible Senior Secured PIK Notes due 2020
Class B common stock
21215024
D
Represents shares of the Issuer's Class B common stock that became issuable to the Reporting Person pursuant to the automatic cashless exercise of a warrant immediately prior to the completion of the Issuer's initial public offering.
Upon the completion of the Issuer's initial public offering, the outstanding principal and accrued interest on the 6% Convertible Senior Secured PIK Note due 2020 (the "6% Notes") became 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 $11.25. The 6% Notes mature on December 1, 2020.
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 issuable upon conversion of $238,669,029 in aggregate principal amount of 6% Notes at a conversion rate of 88.88888889 shares of Class B common stock per $1,000 principal amount of the 6% Notes.
/s/ Ryan Barry, Title: Managing Director, Legal - Canada Pension Plan Investment Board
2018-08-03