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Restricted cash covenants waived by Hercules.
(k) From the Ninth Amendment Effective Date through the end of the Amendment Period, Agent hereby waives Borrower’s compliance with the financial reporting covenants set forth in Section 7.1(b) and (d) of the Loan Agreement and the Minimum Unrestricted Cash Balance covenant set forth in Section 8.2 of the Loan Agreement. Notwithstanding Section 7.12 of the Loan Agreement, Agent and Lender each agree that Borrower shall be permitted to use and maintain one or more Deposit Accounts that are not subject to any Account Control Agreements solely for the purpose of Borrower’s receipt and use of the Remaining Portion.
http://d18rn0p25nwr6d.cloudfront.net/CIK-0000886128/f5274512-a17a-4de1-bdd8-2e95b1d57aa9.pdf
Exxon
I read last nights 8K as good news.
BK filing is minimally delayed and IF They can find a way to take Hercules out of the picture, on reasonable terms, the PPS will recover.
Biggest asset they still have is the 215m authorized but not issued shares on the runway following the RS.
Agree or disagree, I’ll put my money where my mouth is.
I hope you get your $ back!!
I reentered with 30k shares today @ $1.18. More dry powder in case I see an opportunity. NASDAQ compliance retained. Relief rally tomorrow?
Sounds like a guy that needs $36 to break even on his life’s savings. IMO
Giving up on sales?
“transition into a services focused business that delivers recurring revenue”
https://investor.fce.com/press-releases/press-release-details/2019/FuelCell-Energy-Closes-on-the-Acquisition-of-the-149-Megawatt-Bridgeport-Fuel-Cell-Park-from-Dominion-Energy/default.aspx
These clowns need to stop amending the Hercules agreement to buy time, and do whatever is necessary to pay them off!! Hercules and the series C/D holders are obviously working together and shorting the crap out of the stock. FCEL will be handing them another 1M$ worth of common tomorrow (at around $1.05/share) to cover their shorts from the last two weeks.
Issue 25m-50M shares to an equity partner or whatever it takes to pay them off already, and then start paying the preferred stock obligation in cash!
You want to see the PPS rise? wait for that announcement if it ever comes!
Some here talk about market cap at 18-20M but fail to recognize that the preferred holders and Hercules together hold a current obligation at around 45m.or 75ish% of total market value.
*************************************
On August 29, 2018, in connection with the issuance of Series D Preferred Stock, we and Hercules (and various affiliated entities) entered into the fourth amendment to the Hercules Agreement to (i) modify the definition of “Permitted Indebtedness” to include certain redemption and/or conversion rights as set forth in the Series D Certificate of Designation, (ii) permit us, so long as no event of default has occurred and is continuing, to repurchase or redeem stock in cash pursuant to the redemption and/or conversion rights set forth in the Series D Certificate of Designation; provided that, we must make any such repurchase, redemption or payment in common stock and not in cash or other consideration unless prohibited pursuant to the terms of the Series D Certificate of Designation or otherwise prohibited by applicable law, (iii) permit us, so long as no event of default has occurred and is continuing, to pay cash dividends under the Series D Preferred Shares as required in the Series D Certificate of Designation; provided that, we must pay such dividends in common stock and not in cash or other consideration unless prohibited pursuant to the terms of the Series D Certificate of Designation or otherwise prohibited by applicable law, and (iv) add a new event of default, which occurs upon the delivery of a Triggering Event Redemption Notice (as defined under the Series D Certificate of Designation) under the Series D Certificate of Designation.
https://www.sec.gov/Archives/edgar/data/886128/000156459019006637/fcel-10q_20190131.htm
My opinion for both of you! Wait to see if the company addresses the floorless convertible debt. That would be your reentry/double down cue.
65 shares? Any serious investor with an opinion?
I have played this in the 200k share range and still plan on making a few bucks. Holding nothing at the moment, but am considering a reentry if I see the right set of circumstances.
Convertible debt and Hercules loan have got to go. Otherwise what’s to stop the drop from $2 to $.20 just like the last year of experience?
210,000,000 share runway. What will they do with it?
Im guessing squander?
I would support an issuance of say 50m shares if the proceeds were used to pay off Hercules and then pay the preferreds in cash.
Looking for a reentry opportunity, but need to see specific shareholder friendly PR.
I would guess a close tomorrow at say $1.50?
OS increased by 53,913,810 shares since last report on March 4 OS (129,497,420).
May 8 OS (183,411,230)
Actually, it’s a decision for the DOE, but thanks for guessing.
They still haven’t made a go-no go decision on the 19 additional vehicles and the project is way behind schedule Dude!
No reason to wait but not all that impressive IMO
https://www.hydrogen.energy.gov/pdfs/review19/ta011_galbach_2019_o.pdf
I was being sarcastic!
Wonder how many of those $8million each trucks UPS will actually buy when the -free to UPS (as far as I know) - trial usage period ends.
82 million dollars to demo 10 trucks.
https://www.greencarreports.com/news/1118877_toyota-enters-82-million-partnership-to-roll-out-hydrogen-trucks-in-los-angeles-port
So no one besides me thinks it’s significant that both Posco and Doosan announce restructuring and isolation of their respective fuel cell business on the same day?
We know that Posco is looking to exit the business with a “new investor” and reading through the Doosan website, they do not have enough capacity to meet demand**.
Page 8 of the provided link**
http://www.doosan.com/download/pdf/ir/report/2018_4Q_en.pdf
What does this mean for FCEL if there happens to be some sort of merger?
https://www.sec.gov/Archives/edgar/data/889132/000119312519115658/d737805d6k.htm
https://www.sec.gov/Archives/edgar/data/889132/000119312519115653/d737809d6k.htm
http://www.businesskorea.co.kr/news/articleView.html?idxno=30915
Max, what am I missing here? That patent was granted in October of 2016.
2016-10-25
Application granted
I’ve been pondering that myself Max. Lots of silence everywhere between those two.
Also wondering if their may be something in the works in SK with Posco, Doosan, and FCE
*********
According to documents compiled by Rep. Kim Kyu-hwan of the main opposition Liberty Korea Party, the company has been seeking ways to spin off its fuel cell manufacturing unit first and then turning it into a joint venture with new investors. The plan is widely expected to mean Posco Energy’s exit from the fuel cell business, which it has been losing money in for years.
http://m.koreaherald.com/amp/view.php?ud=20180816000633
now this,
Doosan Corp. to Spin Off Fuel Cell, OLED Material Business Units
http://www.businesskorea.co.kr/news/articleViewAmp.html?idxno=30915
Doosan expects that its fuel cell business will grow by more than 20 percent a year on average until 2040 in line with the government’s roadmap to activate the hydrogen economy.
POSCO to Reorganize LNG Business to Increase Synergy
http://www.businesskorea.co.kr/news/articleViewAmp.html?idxno=30914
Doosan IR presentation
Page 9
http://www.doosan.com/download/pdf/ir/report/2018_4Q_en.pdf
Doosan and FCEL both have facilities in Ct and Posco has a manufacturing facility in SK.
Enough there to make me wonder.
Perhaps at least, FCE regains rights to the Asia market.
Lots of activity in SK at the moment.
“Eliminating the Series D pref's was to occur with the passage of the Increase in Authorized Shares”
Not sure where that quote came from? Would not have eliminated them, but would have allowed sufficient shares to maintain compliance with the equity conditions required to avoid a “triggering event”
Was not aware of the voting requirements and not sure why the ones that did pass are different.
You may be right - so many filings and so hard to follow.
Bottom line - common stockholders are getting slammed by the holders of the preferred and the company may not survive their greed.
All relate to waivers of the Series C equity condition failures. Thus my statement that the series C should be completely converted at this time.
Series D are not affected, just providing consent to clear up the Series C equity condition failures.
The pps spike to .94 was manipulation in order to dump the 6m shares of warrants that were awarded in order to cure that equity condition failure.
Who do you think is really in charge here?
Serious misread on your part there trading4it.
Series C outstanding balance $7.5 m$ ish
Series D 25 m$ish
I believe the series C should be all converted now.
The series D convert at $1m twice per month in common stock.
Conversion price is .875% of vwap
Hudson Bay shorts a million dollars worth of stock every two weeks and the company covers the short plus 12.5%
All the while the pps declines and HBC Claims equity conditions default.
The further down they drive the price the more risk is incurred by the company.
HBC, May let the price float up, and they will make $ that way as well. They always get their semi monthly payments in shares at a discount to the market wherever it may be at the time in any bimonthly period.
No recommendations here that anyone here follow my advice but I’m not holding any shares at the moment. Watching!
Didn’t meet the threshold
They are fully secured with the project revenues. If FCEL goes bankrupt, their investment is still fully secured with project revenue
Sorry for your loss!
The failure to authorize the AS increase was much more problematic for the company than the approval of the RS.
Pretty much guarantees the RS if the holders of the Series D allow the company to continue as a going concern.
These guys are in deep dodo.
Bishop - the CFO that made the preferred stock deals should be fired immediately along with Bottone.
All the promise of the technology has been squandered.
I suggest you sell every share you own Monday.
You will likely get a chance for a better reentry if they survive. If they don’t survive, well you have preserved something and not taken the total loss I warned you about a long time ago.
Greenbank board discussion of Bridgeport (amongst others) included in this link.
Fully secured financing appears to be eminent.
Doesn’t mean holders of common stock will survive.
https://www.ctgreenbank.com/wp-content/uploads/2019/04/CGB_BOD_Draft_Meeting-Minutes_032919.pdf
Approval of the amendment of the Company’s Certificate of Incorporation, as amended, to increase the number of authorized shares of common stock of the Company from 225,000,000 shares to 335,000,000 shares (the “Increase Authorized Shares Proposal”).
VOTES FOR: 18,327,329
VOTES AGAINST: 13,219,014
ABSTENTIONS: 2,798,560
BROKER NON-VOTES: 50,278,071
Accordingly, the Increase Authorized Shares Proposal has not been approved.
**********
Puts them in default of the series D covenants.
“the suspension of the Company’s common stock from trading or failure to be trading or listed on The Nasdaq Global Market, without obtaining a listing on another national securities exchange, for a period of five consecutive trading days;
?
¦
subject to limited exceptions, the Company’s failure for more than ten consecutive days to keep reserved for issuance 150% of the number of shares of common stock issuable upon conversion of the outstanding Series D Preferred Shares;
?
¦
certain bankruptcy events; and
?
¦
breaches of certain covenants that are not timely cured, where a cure period is permitted.
?
If a triggering event were to occur and the holders of the Series D Preferred Shares were to exercise their right to convert all such outstanding shares into shares of the Company’s common stock at the triggering event conversion price in effect on January 17, 2019, or $0.4417, the aggregate number of shares of the Company’s common stock issuable pursuant to the triggering event conversion would be 57,559,116. The Company would be required to reserve 150% of such number or 86,338,674 shares, which, together with the issued and outstanding shares of the Company’s common stock and its other commitments to reserve shares of common stock could exceed the number of authorized shares of common stock set forth in the Company’s Certificate of Incorporation, as amended (the “Certificate”), which could, in turn, result in a triggering event and an equity conditions failure under the Series D Certificate of Designations, if occurring during the applicable measurement periods. Accordingly, the Company is seeking approval of an increase in its authorized shares of common stock in Proposal 5.
https://www.sec.gov/Archives/edgar/data/886128/000114420419008914/tv512731-1coldef14a.htm
*******
They cannot cover 150% of the as converted shares with the shareholders rejection of AS increase.
Current full conversion looks more like 120,000,000 shares.
$30m divided by .25
There were 129m shares OS as of last report.
How far do you think Bridgeport will move the pps, and what direction?
They are posted
Stakeholder comments to CAAP available here including WPRT and CLNE
http://polb.com/civica/filebank/blobdload.asp?BlobID=15012
– Executive Summary
• ZE battery-electric technology is commercially offered in one Class 8 truck model by a single company, start- up OEM BYD. This is effectively an “early commercial” launch.
• NZE natural gas ICE technology is the dominant commercially available Class 8 truck platform that utilizes either a ZE or an NZE system. All six major OEMs are offering Class 8 NZE trucks powered by the 12-liter Cummins Westport ISX12N natural gas engine.
• The other three core fuel-technology platforms that were evaluated – ZE fuel cell, NZE hybrid electric, and NZE diesel ICE platforms – did not meet the basic criteria and considerations to be deemed commercially available in late 2018, nor do they appear (at this time) to be on that path by 2021
http://polb.com/civica/filebank/blobdload.asp?BlobID=15011
Your IQ is off topic here Carl, but thanks for sharing.
No
Idk
Maybe
For you to find out