FuelCell Energy Inc (FCEL)

[krays]

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.

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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;
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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;
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certain bankruptcy events; and
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breaches of certain covenants that are not timely cured, where a cure period is permitted.
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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

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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.