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Subsequent Events
6 Months Ended
Jun. 30, 2017
Subsequent Events  
Subsequent Events

14. Subsequent Events

 

Wal-Mart Stores, Inc. Transaction Agreement

 

On July 17, 2017, the Company and Wal-Mart Stores, Inc. (“Walmart”) entered into a Transaction Agreement (the “Walmart Transaction Agreement”), pursuant to which the Company agreed to issue to Walmart a warrant to acquire up to 55,286,696 shares of common stock, subject to certain vesting events (the “Walmart Warrant Shares”). The Company and Walmart entered into the Walmart Transaction Agreement in connection with existing commercial agreements between the Company and Walmart with respect to the deployment of the Company’s GenKey fuel cell technology across various Walmart distribution centers. The existing commercial agreements contemplate, but do not guarantee, future purchase orders for the Company’s fuel cell technology. The vesting of the warrant shares, is linked to payments made by Walmart or its affiliates (directly or indirectly through third parties) pursuant to the existing commercial agreements.

 

In connection with the consummation of the Walmart Transaction Agreement referenced above, the Company entered into a master lease agreement (the “Wells Fargo MLA”) with Wells Fargo to facilitate the Company’s commercial transactions with Walmart. Pursuant to the Wells Fargo MLA, the Company sells fuel cell systems and hydrogen infrastructure to Wells Fargo and then leases them back and operates them at Walmart sites.  During July 2017, proceeds from transactions under this program, which will be accounted for as capital leases, were $13.6 million.

 

NY Green Bank Amendment

 

During July 2017, the Company and NY Green Bank announced an amendment to the Term Loan Facility to increase the size of the total commitment from $25.0 million to $45.0 million.  As a result, the Company borrowed the additional $20.0 million of working capital financing in July 2017. The maturity of the facility will remain at December 2019.  As with the existing facility, the up-sized facility will be repaid primarily as the Company’s various restricted cash reserves are released over the term of the facility.  

 

To facilitate the amendment of the Term Loan Facility, Proton GCI SPV I LLC, a wholly-owned subsidiary of the Company, amended and restated the master lease agreement (the “Generate Capital MLA”) with Generate Capital to facilitate commercial transactions with certain of Proton GCI SPV I LLC’s customers. Pursuant to the Generate Capital MLA, Proton GCI SPV I LLC leases fuel cell systems and hydrogen infrastructure from Generate Capital and operates them.