What is the significance of SK ecoplant exercising its option for additional shares?

The exercise of the option for an additional 13,491,701 shares by SK ecoplant, valued at approximately $311 million, demonstrates SK ecoplant's continued strong commitment to its strategic partnership with Bloom Energy. It signifies increased investment and faith in Bloom Energy's technology and future prospects, reinforcing their collaborative efforts in the clean energy market.

What is the purchase price and how was it determined?

SK ecoplant is purchasing the shares at $23.05 per share. This price was calculated as a fifteen percent (15%) premium to the volume-weighted average closing price of Bloom Energy's Class A Common Stock over the 20-consecutive-trading-day period immediately preceding SK ecoplant's exercise of the option.

When is the expected closing date for this transaction?

The closing of the issuance of these Second Tranche Shares is expected to occur in the fourth quarter of 2022. This is contingent upon satisfying customary closing conditions, including the successful completion of antitrust notifications and waiting periods under the Hart-Scott-Rodino (HSR) Act.

What is the optional advance payment from SK ecoplant?

Bloom Energy has the option to elect to receive a $100 million advance payment from SK ecoplant towards the Second Tranche Purchase Price. If Bloom Energy chooses to accept this advance by September 1, 2022, it would also pay $1.25 million in interest on the advanced amount at the time of closing. The company has not yet decided whether to exercise this option.

BE 8-K SEC Disclosure — Aug 15, 2022

Summary

Bloom Energy Corporation (BE) announced that SK ecoplant Co., Ltd. has exercised its option to purchase an additional 13,491,701 shares of the Company's Class A Common Stock. This second tranche of shares, valued at approximately $311 million, was purchased at $23.05 per share, representing a 15% premium over the preceding 20-day volume-weighted average closing price. This exercise is a significant step in the ongoing strategic partnership between Bloom Energy and SK ecoplant, which began in 2018 and has since expanded through various agreements including a Securities Purchase Agreement, Preferred Distribution Agreement, and Joint Venture Agreement. The transaction underscores SK ecoplant's continued commitment to Bloom Energy and is expected to close in the fourth quarter of 2022, subject to customary closing conditions like antitrust approvals under the Hart-Scott-Rodino Act. Bloom Energy has the option to accept an advance payment of $100 million from SK ecoplant for the Second Tranche Purchase Price, with potential interest implications. This event reflects the deepening of their collaboration, which includes commitments for Bloom Energy Server purchases and joint initiatives in the hydrogen market.

Key Highlights

1SK ecoplant exercised its option to purchase an additional 13,491,701 shares of Bloom Energy's Class A Common Stock.
2The purchase price for these shares is $23.05 per share, totaling approximately $311 million.
3The exercise price reflects a 15% premium to the volume-weighted average closing price of the 20-day period preceding the option exercise.
4The transaction is expected to close in the fourth quarter of 2022, pending customary closing conditions including antitrust review (HSR Act).
5Bloom Energy has the option to receive a $100 million advance payment from SK ecoplant for the second tranche purchase.
6This second tranche exercise is part of a larger strategic partnership and Securities Purchase Agreement initiated in October 2021.
7The agreement includes SK ecoplant's commitment to purchase 450MW of Bloom Energy Servers and collaboration on hydrogen market initiatives.

Bloom Energy Corp 8-K Report, Corporate Update (Aug 15, 2022)

Summary

Key Highlights

Frequently Asked Questions