UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.02 Termination of a Material Definitive Agreement.
The information set forth in Item 8.01 below as to the satisfaction and discharge of (i) the Indenture, dated as of May 1, 2020 (the “Indenture”), among Bloom Energy Corporation (the “Company”), as issuer, the guarantor named therein (the “Guarantor”), and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee and as collateral agent (“U.S. Bank”), with respect to the Notes (as defined below), and (ii) the related security documents, including the Security Agreement, dated as of May 1, 2020 (the “Security Agreement”), among the Company and U.S. Bank, as trustee and as collateral agent, is incorporated by reference into this Item 1.02.
Item 8.01 Other Events.
Effective June 8, 2023, following the deposit of the Redemption Amount (as defined below) with U.S. Bank, and the satisfaction of other conditions set forth in the Indenture, the Indenture was satisfied and discharged in accordance with its terms. As a result of the satisfaction and discharge of the Indenture, the Company and the Guarantor have been released from their obligations under the Indenture, the Notes, and the guarantees thereof, except those provisions of the Indenture that, by their terms, survive the satisfaction and discharge of the Indenture.
As a condition to the satisfaction and discharge of the Indenture, on June 1, 2023 (the “Redemption Date”), the Company irrevocably deposited sufficient funds with U.S. Bank to redeem all of the outstanding $57,645,041 aggregate principal amount of its 10.25% Senior Secured Notes due 2027 (the “Notes”), at a price equal to 104% of the principal amount of the Notes, plus accrued and unpaid interest to, but excluding, the Redemption Date (collectively, the “Redemption Amount”). The Company previously notified the holders of the Notes on May 17, 2023, that it had elected to redeem the Notes on the Redemption Date. The Redemption Amount was paid using a portion of the proceeds from the issuance of the Company’s 3.00% Green Convertible Senior Notes due 2028.
In connection with the satisfaction and discharge of the Indenture and the release of the Notes Collateral (as defined in the Indenture), the Company also satisfied and discharged its obligations under the related security documents, including the Security Agreement, in accordance with the terms of such documents and the terms of the Indenture.
The above descriptions of certain provisions of the Indenture and Security Agreement are a summary and are not complete, and are qualified in their entirety by reference to the full text of the Indenture and Security Agreement, copies of which are filed as Exhibit 4.4 and Exhibit 4.6, respectively, to the Company’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 11, 2020.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| BLOOM ENERGY CORPORATION | ||||||
| Date: June 9, 2023 |
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By: | /s/ Shawn M. Soderberg | |||
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Shawn M. Soderberg | ||||
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EVP, General Counsel and Secretary | ||||