FuelCell Energy, Inc. Announces Special Stockholder Meeting
18 Juli 2023 - 2:00PM
FuelCell Energy, Inc. (Nasdaq: FCEL) (the “Company” or “FuelCell
Energy”) today announced that it plans to hold a special meeting of
its stockholders (“Special Meeting”) on October 10, 2023 to
consider and vote on a proposal to amend the Company’s Certificate
of Incorporation, as amended, to increase the number of authorized
shares of common stock of the Company from 500,000,000 shares to
1,000,000,000 shares.
Holders of record of the Company’s common stock as
of the close of business on August 14, 2023 will be entitled to
receive notice of and to vote at the Special Meeting. Details
regarding the Special Meeting will be made available to
stockholders at a later date in a proxy statement to be filed by
the Company with the Securities and Exchange Commission.
About FuelCell Energy
FuelCell Energy, Inc. (NASDAQ: FCEL): FuelCell
Energy is a global leader in sustainable clean energy technologies
that address some of the world’s most critical challenges around
energy access, security, safety and environmental stewardship. As a
leading global manufacturer of proprietary fuel cell technology
platforms, FuelCell Energy is uniquely positioned to serve
customers worldwide with sustainable products and solutions for
industrial and commercial businesses, utilities, governments, and
municipalities.
Cautionary Note Regarding Forward-Looking
StatementsThis release contains forward-looking statements
within the meaning of the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 regarding future events or
the Company’s future performance that involve certain contingencies
and uncertainties. The forward-looking statements include, without
limitation, the Company’s plans and expectations regarding the
proposed Special Meeting and the proposal to amend the Company’s
Certificate of Incorporation, as amended, to increase the number of
shares of common stock the Company is authorized to issue. These
forward-looking statements are not guarantees of future
performance, and all forward-looking statements are subject to
risks and uncertainties that could cause actual results to differ
materially from those projected. Factors that could cause such a
difference include, without limitation, the risks set forth in the
Company’s filings with the Securities and Exchange Commission,
including the Company’s Annual Report on Form 10-K for the fiscal
year ended October 31, 2022, and the Company’s Quarterly Report on
Form 10-Q for the fiscal quarter ended April 30, 2023. The
forward-looking statements contained herein speak only as of the
date of this release. The Company expressly disclaims any
obligation or undertaking to release publicly any updates or
revisions to any such statement contained herein to reflect any
change in the Company’s expectations or any change in events,
conditions or circumstances on which any such statement is
based.
Additional Information and Where to Find
ItThis communication may be deemed to be solicitation
material with respect to the Special Meeting and the proposal, to
be submitted to the Company’s stockholders for consideration at the
Special Meeting, to amend the Company’s Certificate of
Incorporation, as amended, to increase the number of authorized
shares of common stock of the Company from 500,000,000 shares to
1,000,000,000 shares. In connection with the Special Meeting, the
Company intends to file proxy materials with the Securities and
Exchange Commission (the “SEC”), including a preliminary proxy
statement and a definitive proxy statement. Stockholders of
the Company and other interested persons are urged to read all
relevant documents filed with the SEC when they become available,
including the preliminary and definitive proxy statements to be
filed in connection with the Special Meeting, because they will
contain important information about the Special Meeting and the
proposed amendment to the Company’s Certificate of Incorporation,
as amended. Stockholders will be able to obtain such
documents (if and when available) free of charge at the SEC’s
website at www.sec.gov, or free of charge from the Company by
directing a request to Joshua Dolger, Corporate Secretary, 3 Great
Pasture Road, Danbury, Connecticut 06810.
Participants in the
SolicitationThe Company and its directors, executive
officers and other members of management and employees may be
deemed, under SEC rules, to be “participants” in the solicitation
of proxies from stockholders of the Company with respect to the
proposals to be submitted to the Company’s stockholders at the
Special Meeting. Information about the Company’s directors and
executive officers is set forth in the Company’s Definitive Proxy
Statement on Schedule 14A for its 2023 Annual Meeting of
Stockholders, which was filed with the SEC on February 17, 2023. To
the extent holdings of the Company’s securities by its directors or
executive officers have changed from the amounts set forth in such
Definitive Proxy Statement, such changes have been or will be
reflected on Statements of Change in Ownership on Form 4 filed with
the SEC. Additional information regarding the direct or indirect
interests, by security holdings or otherwise, of the participants
in the solicitation, which may, in some cases, be different than
those of the Company’s stockholders generally, will be set forth in
the preliminary and definitive proxy statements to be filed in
connection with the Special Meeting.
Contact:
FuelCell Energy,
Inc.ir@fce.com203.205.2491
Source: FuelCell
Energy
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