Conference Transcript - BESS 2026-03-19

Operator

By Merge and Energy, Bob Brillin is going to discuss the company and take some of your questions. Before we begin, let me just read that Safe Harbor statement once again. This segment may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements pertaining to future financial and or operating results, along with other statements about the future expectations, beliefs, goals, plans, or prospects expressed by management, constitute forward-looking statements. Any statements that are not historical fact should also be considered forward-looking statements. And, of course, forward-looking statements can involve risks and uncertainties. Bob, please go ahead.

Speaker 1

Thank you. Appreciate it, Craig. Thank you, everybody, for joining today. Also on the line with us is Cole Johnson, the co-CEO and president. And as Craig says, I am the co-CEO and chief financial officer for BIMERGEN. Again, it has its ticker symbol BESS. We also have tradable warrants out there under BESS.ws. Our company is very simple if you get down to it, but it takes a lot of cash to operate. To build this infrastructure, it's going to be over $2 billion. But really, it's done off balance sheet, if you will. It's done on the project level. So we just raised $13.6 million, went uplisted to the New York Stock Exchange, and the uplisting was really just to get us that notoriety, get us some other capabilities going forward. But we really aren't going to use that public entity to raise money for these projects. Right now, we have 23 projects. We bought these from actually Kohl's company back in 2024. 24. He is a majority shareholder at this point. We have two gigawatts worth of these development projects. That is, in real terms, about 100 megawatts is the typical per project. Each 100 megawatts can throw off about $20 million of yearly arbitrage when they're up and operational. As I said, we're going to need a couple billion dollars to get out there. But what was nice is over the last six months, nine months, we've got $250 million we'll talk about that has been committed now. And we now have some of that money in operation. We'll talk more about that as we go through here. That $250 million is project equity and mezzanine debt, just against the projects, not against the public company. But it also unleashes about a billion dollars worth of bank debt the bank debt is usually about an 80 20 mix if you have 20 20 million of mezzanine the bank will come in and put in the other 80 million the reason that works out is because you've got 125 million dollars you're putting into one project but once you get that project operational within that about nine months to a year time frame you then get up to 50 of that capital outlay back because of the investment tax credits. You don't have to wait to use the tax credits. You actually can monetize those immediately. So that $125 million you put in the ground, you can get about $60 million of that back right away. You pay off your mezzanine debt guy at about $25,000. You pay down your bank debt guy. So now you've got $65 million against that $125 million asset that's throwing off $20 million a year in energy arbitrage. So as you can see, the numbers work out really nicely for this model. These batteries can last around 20 years. So you've got them in place for a long time. And your payoff is in that first five, six years. And going forward, you really have a good cash flow model. Our pipeline is 23 projects around the United States right now. These 23 projects are really in key areas. These key areas, and that's what Kohl's firm did before we bought these projects, was did all the analysis, all the studies, finding the pinch points within the United States as to where is there an issue that you're going to put a $125 million asset, and there's going to be plenty of energy there that you can actually buy at very low prices, but put back to the grid when it's needed. That's the energy arbitrage model. And again, I said it's simple. Once you get into it, you realize that we are technology agnostic. So we have several technologies we can use on the battery side. And what that means for us is we don't worry about how technologies are changing. As they're changing over time, it's just going to benefit us in the future. 11 of our 23 projects are actually being in Texas. These pinch points that I talked about are the areas where they've identified that there is an issue and the arbitrage revenues are there. When we did this development process, and again, it takes quite a bit of time. You have a leg up here with 23 projects. You're about two, three years ahead of some other guys that are just getting started. And so what the other interesting piece about this is on these 23 projects, when we put these into a joint venture, we're going to get seven to eight million dollars as a reimbursement for the basically the project costs that were put into place before we acquired them. We acquired them for twenty two million dollars worth of stock. That's what they're on our books for. But if you do the math on this, when you have these 23 projects, each one at around that seven to eight million dollars, You've got about $150 million worth of value going to be coming to our P&L statement over the time. And again, that's during that first year of construction is when you receive that money and it hits your revenue line. The rising power demand and also the intermittent renewable supply is what makes this a very sustainable model for us. The rising power demand, again, AI that we're talking about today is eating up a bunch of power. And, you know, that includes the data centers. So over the next four years, it's expected to double in the United States is that usage. And it's great that the renewable supply is trying to keep up with the wind, solar, et cetera. But there is the traffic jam on the grid. So you have plenty of power. You have several terabytes during our terawatts yearly that aren't being used because they're actually being curtailed. They're being told to shut down certain times during the day because the grid can't take it. Well, that's where we step in. We buy that at a very, very low prices and then put it back to the grid when it's needed. So that's that energy arbitrage model that we're talking about. So you just have $125 million asset there working for you. These huge tractor trailer size batteries on about, we call it a battery farm. It's on 10 to 30 acres, depending on the size. The deepening duck curve we talk about is over the last 15 years, they've tracked us. And again, it's just the supply chain and the demand is getting farther and farther apart. So the need for these batteries is really key. What's come around with this also is both sides of the aisle have really identified the Democrats and Republicans have said, yeah, you know, this is a key area. We really need batteries to balance this grid. What that also has done for us is that they've put it out to 2033 and really have siloed it. Now, it no longer has to be co-located with a solar or wind. It's agreed that these need to be there just to balance the grid. So that's good for us. It's also good for the economy. on the this uh graphic you see here uh what it really depicts is we don't care where the power comes from it can come from wind solar we tie into the substation so we're buying energy from the grid selling it straight back to the grid so right now our model isn't to sell to any single ai ai data center or to sell to uh any uh customer in themselves uh even though that is part of the model that we can do an offshoot for we're really buying from the grid and selling back to the grid we are also using a totaling agreement so in this case and this is really because we're getting a hundred million dollar bank debt they require a guarantee that they're going to get paid back with their interest. So the loan pay down and the interest, they want to make sure it's covered. So we put a tolling agreement in place with some commodity desks out there. So these are large names that are in the industry, have run their own models, and they look at it and say, you know what? We believe that this $125 million asset for 100 megawatts is going to throw off $20 million annually in energy arbitrage. We're going to guarantee you X, and then we're going to give you the upside we're going to share the upside so 50 50 round numbers here we're going to give you 10 million uh and then we're going to uh go ahead and share that other 10 million so you're going to end up with 15 we're going to end up with five and again that's the way the model will end up working uh but it also de-risks it for us so we have guaranteed revenues so that's a very key factor when you have markets out there doing, you know, different crazy things. But at the same time, we all really believe that it's going to go up over time, unfortunately, for us as consumers. But what that also means is we're in there at a five-year tolling agreement. And that's because they require that because that's about when they expect the full debt to be repaid. So again, that's great for us. We're fully repaid. And then we're operating that next 15 years with abundant cash flow. The strategic partners, again, we talked about the $250 million worth of mezzanine debt and equity capital that needs to pair up with the billion dollars worth of bank debt. First one here is RelyEasy. They are a China lithium battery manufacturer. They were the first group we signed up with uh 50 million dollar commitment uh from their side they put 10 million dollars into a joint venture uh and it's all it's a very strategic relationship uh when we work with them on this we will be using their their lithium batteries and so we did announce that our first project has kicked off uh and it's with 80 megawatts um that we bought actually from agreco and these projects are in Texas. They're up and being, we just let out a construction bid on that. Actually, not bid, we actually gave the contract and we announced that this morning. So things are moving very quickly now that we have our up list done and we've had these projects ready to go. So we're excited about this first project with Relyeasy with their batteries. And also we expect to do future projects with them with that $50 million there on the sidelines. So the other piece here is Cox. It's Cox Grupo out of Spain. It's a $200 million commitment. We're moving through the process of getting definitive agreement done. They have the projects that they're reviewing for acceptance. And so we expect that to move forward and we'll do announcements on that as that moves through the process. Another one that came on though, and I guess I should mention Goshen, is a supply chain agreement that we were working on. They are also a very large lithium battery manufacturer, have brought some of their manufacturing to the U.S. for obvious reasons with tariffs and also investment tax credits are higher if it's U.S. made. So, but Cox came to us and said, we have probably the best contract supply chain agreement and cost structure you could ever want with Goshen. We'll bring that to the party. So that was great for us as we're moving forward here. Lastly, again, it wasn't in our $250 million number, but EOS has stepped up, done a joint development agreement with us. We recently did an announcement that we'll be using their zinc bromide batteries on the Redbird project. And we'll talk more about exactly what that structure looks like with EOS and their financing partner. So we really expect that project to be moving forward really quickly here. And we will, again, give more details as we have them for our public. Scheduling and long-term totaling agreements. We've talked extensively about long-term totaling agreements. And again, it shows here the likes of a Goldman Sachs commodity desk. And again, they do this all day long, every day. And this is their business, is to guarantee your revenue stream, but also obviously taking the upside so that they can make a lot of money on it also. Tanaska is our scheduler right now. We're using them because we don't want to have our own day traders for energy, if you will. That's what they do. And they're very well known in the market. They have about 60% of the market and they work very well with Goldman Sachs. So it's great to have just a third party there that keeps us from increasing our overhead and just giving a piece of the pie. Oops, sorry. The Redbird overview, again, this was really here just to talk about key partners. We have many key partnerships that have really been brought to us by the relationships that Cole and his team have had in the past. As you can see here, the battery suppliers, we have the interconnections, we have the EPCs, meaning the the engineering, procurement, and construction. Again, the one we talked about today was actually True Grid is gonna be working with us on the Greco projects that we purchased in Texas. We have tax equity partners. What's interesting is once you get some money, like the $250 million commitment, and also now that we've done our uplisting, you might imagine we have a lot more key partners now because they're coming out of the woodwork wanting to work with us because they can see that there's not a lot of guys out there with two gigawatts worth of power wanting to bring on and again we're wanting to do this over the next three to four years so it's an aggressive timeline uh but we believe we can we can hit it uh typical 100 megawatt project again this is key for the project equity guys and also the um debt guys they want to make sure their money is going to physical assets as much as possible. And in this case, 68% of the funds are going straight to batteries or actually interconnection equipment. Company management, again, a lot of people invest in management as they want to make sure it's somebody that can bend there, done that, can execute. And that's what you have in this team. Cole Johnson has 20 plus years. And again, is very aligned with shareholders. He's a 25% shareholder at this point, and really has been in every aspect of the energy market. What that brings, he also has a key team with him that he has brought with him. These guys and himself have just, I call it priceless relationships. Meeting these relationships over the last 18 months, it's very important to understand how key they are, and that when you have somebody that's written you $100 million check before, it's easier to get them to write the $100 million check next time. And you're both aware of what due diligence needs to be done and what parameters need to be in place to move it forward. And that's what you'll be hearing about us. That's what you're seeing happen right now with our company as we grow. Myself is 30 plus years in capital markets. I've been industry agnostic. I've done many different public companies uh and and my side of this business is going to be to go out and make sure we do these type presentations i want to make sure we get in front of the right institute institutional investors that can take a a major uh position in the company when it makes sense because i you know in this you don't go out and ask for a check or ask for them to buy in you get on their radar screen radar screen make sure you tell them what you're going to do when you're going to do it. And when that happens, there's inflection points that the major institutional buyers will get in and get out. And so that works out really well for all stockholders because having that liquidity and having that ability for people to go in and out is very important. The balance sheet is actually very, very strong right now. We have the $22 million on the books. Again, like I said, for the assets of the projects themselves, when we bought those, we have, again, $13.6 million in cash that came in from this last offering. We are doing, at this point, we also are having, and again, I talked about that $22 million that's on our books. again, that's fair market value right now of about $150 million out there. Our goal is to make sure that we unlock that for our shareholder value when shareholders really learn that how that's going to come into us. Because we really expect, you know, we talked about three large projects this year getting started and getting almost to completion, then that'll bring on about 20 to 24 million dollars worth of development fees onto our uh top line and again that that you know when we're only doing two and a half to three to five you know i think we said this year between three and four million dollars in corporate overhead where we did two and a half last year you know you you cover that very quickly and very easily so we really expect to be cash flow positive and profitable this year uh and not many companies can say that when they just do their uplisting. Again, we raised that $13.5 million. We have a clean cap table in that we don't have any convertible debt out there, no overhang. The one warrants now that we have are tradable warrants. These are $5 tradable warrants that just came out with this last offering. If you go look at it, they're actually trading at a very nice premium. What that tells us is there's a lot of people out there that are really betting on the company uh to grow because those are at uh above where the stock the current share price uh is selling you know with that i'm gonna um we'll take some more questions but again i want to just hit these key points you know two gigawatts worth of uh of product and of these projects uh is just the the tip of the iceberg for us because those are what we have in our backlog like we we just bought those agreco projects which was 80 megawatts put them online we're going to be doing that also with other projects because as you know we've grown here and as we've gotten the piece of the puzzle in place we're seeing projects weekly come to us uh what's interesting though is that we are very selective so when we look at irr we're looking in the high teens we want to make sure there's plenty of cash flow there uh and we're going to model these purchases with positive cash flow in mind, obviously. And obviously we talked about, you know, when we do this mezzanine debt, when we do the project equity, everything is siloed. So when you do a project, the debt you're getting, that $100 million in debt is against that project. So it's, you know, and everybody's kind of looking at it that way and saying, okay, there's got to be enough assets here, got to be enough cash flow that it makes sense for the banks to write this number. And then also there's no, you know, additional recoverability on the public company. So the stable contracts, again, with the hedging agreements, we'll call them, with the likes of a Goldman Sachs and others out there that are at a certain fixed price with sharing 50-50 above that. And again, that is for the first five or six years. And then you can go merchant, which means you're in the market yourself, still using a Tenaska, but you're taking the risk on how much you're going to make. But reality is there's a lot of margin there you're giving away. And if you can do it, you can go merchant. But Goldman Sachs really de-risks it for everybody because it is that guaranteed revenue stream. We've really, the ITC tax credits are very important just because the numbers makes it really cash flows. And when you get half of your money back, people look at it and say, okay, I spent a billion dollars this year. Well, you really didn't because you got half a billion dollars back from these ITC tax credits. So you do have a billion dollars in assets out there, but you really have only a half a billion dollars against it, which is kind of unheard of in the kind of the industry, other industries. But when it comes to renewables, it's going to work out very well for us. And it does, you know, it's bringing some jobs to the US. It's also bringing the stability to the grid, which is very important because we know that we're all going to need that additional power with AI and the data centers just cranking up. We talked about the $250 million worth of committed capital. That was a very important catalyst for us. The other thing that's happened, though, is when you now have all the pieces of puzzle in place like we do, there's other groups that are stepping up to be that mezzanine debt. Because again, the mezzanine debt may make 12% over that first year, and then they get taken out by the tax equity. But it's a good money for that mezzanine debt, and we're happy to do it because it gets us that the bank debt that we need that matches up to it. The partnerships, we talked about that key partnerships that we have, that we'll be moving forward with. And the rapid growth, you know, the tailwinds of the need and the sustainability for this model really puts us in the forefront. So with that, we'll open it up to questions.

Operator

Bob, thank you very much for that very informative presentation. We remind our viewers today that you can join the conversation. Type in your question by clicking the Q&A button. It's near the bottom of your Zoom window there. There will be a text box and you can type in any question for Bob Brillin of Bimergen Energy. Bob, we've already received several questions for you. You were very excited about the two gigawatts of pipeline just now. You talked about that across multiple ISOs.

Speaker 1

What differentiates by Mergen's project origination and site selection strategy versus other battery storage developers? oh yeah happy happy to talk about that i kind of touched on a little bit but it is it's worth talking about again and that is we are looking for areas where there's a pinch point where there really is a need and you know the analysis has been done that if you put this asset in this location you are going to have some really good energy arbitrage meaning there is has been a need where there's plenty of energy but it's you know needs to be kind of the timing if you will we need to take it off the grid at certain times and we need to put it back on uh and again when we look at these uh there's some projects out there you look at them and they're in these single digits for a rate of return uh when we look at a project we're looking for those high teens in a rate of return so we make sure that we are looking at projects uh that are going to make sense because ours are the larger projects we have in our pipeline of the average 100 megawatts. It's important that when you're putting $125 million to work, that you're bringing home the higher rates of return. And that's going to be great for our investors, of course.

Operator

Bob, we're getting many questions about this. I'm going to kind of conflate them.

Speaker 1

It's basically, the gist of it is basically um why best for the to respond to the rise of ai driven data centers why does it need to be best versus traditional generation yeah and that's what you know it's interesting question but it's there you need to look at them as two different things uh in that the generation is great but if you don't have the infrastructure the grid that can can hold it and take it and because you can't hold power on a grid that's why you have to have a battery system and especially there in Texas the the grid the transmission lines cannot own a battery so it can't be the same you know it's monopolistic reasons so we it's a synergistic relationship there. So yes, when these power producers, you know, whether it be wind, solar, even the newer ones, as they come on, that's going to be great, but they still really need a battery to kind of fix the issue. We've talked to actually even solar farms. You know, my group has worked with them and actually built them in the past. And they realized that when you build a solar facility it's great it's going to generate a certain amount of energy but if it can't be taken to the grid on a consistent constant basis then it's not going to be as efficient and it's not going to be as profitable so you actually put a battery alongside it or you have a battery that can off take that power at the right times it's really going to make it a profitable situation thanks bob texas is known for having a very busy power grid this person writes why is by merge and focusing on smaller 9.9 megawatt projects instead of one massive site and uh does this help you get connected to the grid and start making money faster than the so-called big guys yeah well to answer the question is yes these the you know we have some of the bigger projects in our our backlog we had an opportunity to buy this uh and collectively it was 80 megawatts uh and they they were up and ready to start construction as we said we we let out that contract today so getting out there and getting operational you know even this year uh it was important to us uh and they were in areas where uh there was a need so we we really saw it as a way to get into the market very quickly. And, you know, these projects, again, we kind of set it where they're located, some of those in our press release today. And they were located in areas that really had the need for just a small, when I say small, the 10 megawatt batteries. And it will actually be, you know, a very profitable situation for us.

Operator

So we look at projects on that basis as to what is going to be the return and what makes sense so it's not all about size sometimes is it's about location bob this is again we're going to conflate several people talking the same ideas goes pretty much like this you have that big pipeline but you also have a relatively small market cap i think you would agree there oh yes right now how are you going to build all these projects without constantly asking shareholders for more money or issuing more stock?

Speaker 1

No, it's a great question and kind of talked about it earlier, but it is the public company isn't going to be where we're raising the capital for these projects. These projects are going to be self-funded, if you will. An example is with Relyeasy. This $50 million they've committed, they put $10 million in the bank immediately. We're using that money now for these projects uh that we just talked about the the 80 megawatts uh that money has gone in into gone to work on buying assets uh moving uh the project forward uh and that's using their money uh in in our joint venture with them uh to do that that will be paired up ultimately with the larger debt the permanent debt uh and also the tax equity will happen at the end of the year where you know again on these projects you know say say we end up spending a hundred million dollars on these projects in collectively you know they'll have 20 million dollars in it through the mezzanine debt uh and then we'll have 80 million dollars uh that from our permanent debt uh that will then get taken down you know with about you know 40 of that uh so we'll end up getting about 40 million dollars back uh from the investment tax credit so again you'll take out your 20 million from your um mezzanine partner. And then now you just have the bank debt that then comes into play and is your permanent debt going forward that gets repaid over that basically five years through the tolling agreement. So again, all this is done in the project level. We didn't go sell any more stock to go do this. And so that's how this runs. We're not financing a billion dollars worth of growth here, actually $2 billion worth of assets over the next four years through raising money in the public company. And as you said, right now, our market cap does not reflect even the $150 million worth of, we talked about these development fees that come back to us. So just from the projects that we already own. So you'll see $20 million come to our profits, I mean, on our revenues this year just from those development fees. And then once we're operational, which starts at the end of this year, then you'll see the operational assets or operational income start coming in late this year and then continuing from 27 forward. I think we've talked about it. Our goal is have 300 to 400 million dollars annually coming in from that two gigawatts once that's all up and build.

Operator

Okay, Bob, great to be able to take you over time a little bit, and I'm going to tell everybody why. Off the Hook would be presenting next. We're going to do something with Off the Hook, but we're going to start at about 12.05. That leaves us about 45 seconds for your answer to this final question, Bob, and it's a good one, and I'm glad you mentioned the investment tax credits. We've been getting a lot of questions about this so-called free federal money question, You've talked about getting up to 50% of your project cost back through those government tax credits. How much of that cash would stay with by merging to fund the future growth versus going back to your partners? Again, you've got about 30 seconds to answer if you can get it in.

Speaker 1

Sure. It really doesn't go back to our partners. It goes back to us through the debt repayment. So it really takes your project so that you're only now paying half your project back. And so that's the important part is when you, you know, if you didn't have that investment tax credit, you'd have a payback period of 10 years instead of five years. So that investment tax credit helps us in cash flow and profitability.

Operator

Beautifully put, Bob. We appreciate you respecting that time limit. It's Bob. Thanks again. It's Bob Brillin, CEO of Bimersion Energy, recently uplisted to the New York Stock Exchange American. The ticker is a memorable one, BESS. Thank you, Bob.

Speaker 1

Thank you. Appreciate it.

Operator

For more information on Bimersion, you can of course call us at 1-800-REDSHIP or write us at BESS at redchip.com.