8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________

FORM 8-K

______________________

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 8, 2020

___________________________________________

BLOOM ENERGY CORPORATION

(Exact name of registrant as specified in its charter)

001-38598

(Commission File Number)

___________________________________________

Delaware				77-0565408
(State or other jurisdiction of incorporation)				(I.R.S. Employer Identification No.)
4353 North First Street,	San Jose,	California	95134
(Address of principal executive offices)				(Zip Code)
408				543-1500
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)

___________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐         Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐         Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐         Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐         Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class(1)	Trading<br><br>Symbol(s)	Name of each exchange<br><br>on which registered
Class A Common Stock, 0.0001 par value	BE	New York Stock Exchange
(1)

All values are in US Dollars.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 7.01 Regulation FD Disclosure.

On October 8, 2020, Bloom Energy Corporation (the “Company”) issued a press release announcing that the Company has completed the conversion of its outstanding 10% Convertible Promissory Notes due 2021, called its 10% Senior Secured Notes due 2024 and that it will release its third quarter financial results on Thursday, October 29, 2020. This press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information contained in this Item 7.01, including Exhibit 99.1, is being furnished under Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
99.1	Press release dated October 8. 2020
104	Cover page interactive data file (embedded within the inline XBRL document)

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:	October 8, 2020	By:	/s/ Shawn M. Soderberg
			Shawn M. Soderberg
			EVP, General Counsel and Secretary

Document

Exhibit 99.1

Bloom Energy Announces Conversion of 2021 Notes and Will Announce Third Quarter 2020 Financial Results on October 29, 2020

SAN JOSE, Calif., October 8, 2020 – Bloom Energy (NYSE: BE) today announced that it has completed the conversion of its outstanding 10% Convertible Promissory Notes due 2021 and as a result the notes, with a balance of $249 million on June 30, 2020, have been retired. In addition, Bloom Energy has called the outstanding balance of $79 million of its 10% Senior Secured Notes due 2024 and set the redemption date of November 8, 2020 and payoff date of November 9, 2020. The conversion and the subsequent call on the Notes due 2024 is consistent with Bloom Energy’s plans to use the net proceeds from its recent successful Green Convertible Senior Notes offering.

“Today is a significant milestone in our journey to improve our liquidity, reduce our debt and strengthen our balance sheet,” said Greg Cameron, chief financial officer of Bloom Energy. “These efforts provide our company with more flexibility to pursue growth opportunities on our technology roadmap and to bring the applications on our platform into new industrial markets.”

Separately, Bloom Energy announced that it will release its third quarter 2020 financial results on Thursday, October 29, 2020.

Bloom Energy will post its Letter to Shareholders with financial results and management commentary on the Bloom Energy investor relations website at https://investor.bloomenergy.com/ shortly after 1:00 p.m. Pacific Time on October 29, 2020 and will issue a press release outlining Bloom Energy’s key financial results when the posting has been made.

A conference call and live webcast to discuss third quarter results will follow at 2:00 p.m. Pacific Time; 5:00 p.m. Eastern Time on October 29, 2020. To listen to the conference call, dial +1 (833) 520-0063 and enter the passcode: 6975469. International callers should dial +1 (236) 714-2197 and enter the same passcode: 6975469. The live webcast will be available on the Bloom Energy investor relations website at https://investor.bloomenergy.com.

A telephonic replay of the conference call will be available until November 5, 2020, by dialing +1 (800) 585-8367 or +1 (416) 621-4642 and entering passcode 6975469.

An archived version of the webcast will be available on the Bloom Energy investor relations website for one year at https://investor.bloomenergy.com/.

About Bloom Energy

Bloom Energy’s mission is to make clean, reliable energy affordable for everyone in the world. The company’s product, the Bloom Energy Server, delivers highly reliable and resilient, always-on electric power that is clean, cost-effective, and ideal for microgrid applications. Bloom’s customers include many Fortune 100 companies and leaders in manufacturing, data centers,

Exhibit 99.1

healthcare, retail, higher education, utilities, and other industries. For more information, visit www.bloomenergy.com

Forward-Looking Statements under the Private Securities Litigation Reform Act of 1995

This press release contains forward-looking statements within the meaning of the federal securities laws that involve risks and uncertainties. Words such as “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “seeks,” “estimates,” “can,” “may,” “will,” “would” and similar expressions identify such forward-looking statements. These statements include, but are not limited to statements regarding the use of net proceeds from its recent Green Convertible Senior Notes offering; and Bloom Energy’s ability to pursue growth opportunities on its technology roadmap and to bring the applications on its platform into new industrial markets. These statements should not be taken as guarantees of results and should not be considered an indication of future activity or future performance. Actual events or results may differ materially from those described in this press release due to a number of risks and uncertainties, including those included in the risk factors section and other sections of Bloom’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and other risks detailed in Bloom’s SEC filings from time to time. Bloom undertakes no obligation to revise or publicly update any forward-looking statements unless if and as required by law.

Investor Relations

Mark Mesler

Bloom Energy

+1 (408) 543-1743

Mark.Mesler@bloomenergy.com

Media Relations

Jennifer Duffourg

Bloom Energy

+1 (480) 341-5464

Jennifer.Duffourg@bloomenergy.com