Item 7.01. Regulation FD Disclosure.
On January 3, 2023, Stem, Inc. (the "Company") issued a press release announcing
that it will meet with analysts and investors and participate in a fireside chat
at the Goldman Sachs Global Energy and Clean Technology Conference on Thursday,
January 5, 2023, where executive management of the Company will discuss the
business and affairs of the Company and offer updated financial and operational
guidance for 2022. The slide presentation to be used during the meetings will be
available on the Stem Investor Relations website at
https://investors.stem.com/events-and-presentations/, as described in the press
release, a copy of which is furnished with this Form 8-K as Exhibit 99 and
incorporated into this Item 7.01 by reference.
The fireside chat will begin at approximately 4:20 pm Eastern Time and will be
available via live webcast at
https://event.webcasts.com/viewer/event.jsp?ei=1590460&tp_key=b00ee25540 and on
the Events and Presentations section of Stem's investor relations website at
https://investors.stem.com. A webcast replay will be available on Stem's
investor relations website for 180 days following the event.
The information in this Item 7.01 of this Report is furnished and will not be
treated as "filed" for purposes of Section 18 of the Securities Exchange Act of
1934 (the "Exchange Act") or otherwise subject to the liabilities of that
section, nor will it be deemed incorporated by reference in any filing under the
Securities Act of 1933 or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
Cautionary Statement Regarding Forward-Looking Statements
The presentation referred to above, as well as other statements we make, contain
"forward-looking statements" within the meaning of the federal securities laws,
which include any statements that are not historical facts. Such statements
often contain words such as "expect," "may," "can," "believe," "predict,"
"plan," "potential," "projected," "projections," "forecast," "estimate,"
"intend," "anticipate," "ambition," "goal," "target," "think," "should,"
"could," "would," "will," "hope" "see," "likely," and other similar words.
Forward-looking statements address matters that are, to varying degrees,
uncertain, such as statements about our financial and performance targets and
other forecasts or expectations regarding, or dependent on, our business
outlook; the expected synergies of the combined Stem and AlsoEnergy company; our
ability to continue to successfully integrate the combined companies; our
ability to security sufficient inventory from suppliers to meet customer demand;
our ability to manage supply chain issues and manufacturing or delivery delays;
our joint ventures, partnerships and other alliances; reduction of greenhouse
gas ("GHG") emissions; the integration and optimization of energy resources; our
business strategies and those of our customers; the global commitment to
decarbonization; our ability to retain or upgrade current customers, further
penetrate existing markets or expand into new markets; our ability to manage our
supply chains and distribution channels and the effects of natural disasters and
other events beyond our control, such as the COVID-19 pandemic and variants
thereof, and government and business responses thereto; the impact of the
ongoing conflict in Ukraine; our ability to meet contracted customer demand; the
expected impact of the Inflation Reduction Act on our business; and future
results of operations, including revenue and adjusted EBITDA. Such
forward-looking statements are subject to risks, uncertainties, and other
factors that could cause actual results to differ materially from those
expressed or implied by such forward-looking statements, including but not
limited to our inability to secure sufficient inventory from our suppliers to
meet customer demand, and provide us with contracted quantities of equipment;
supply chain interruptions and manufacturing or delivery delays; disruptions in
sales, production, service or other business activities; general economic,
geopolitical and business conditions in key regions of the world, including
inflationary pressures, general economic slowdown or a recession, increasing
interest rates, and changes in monetary policy; the ongoing effects of the
COVID-19 pandemic on our workforce, operations, financial results and cash
flows; the effects of the ongoing conflict in Ukraine; the results of operations
and financial condition of our customers and suppliers; pricing pressure;
inflation; weather and seasonal factors; challenges, disruptions and costs of
integrating AlsoEnergy and achieving anticipated synergies, or such synergies
taking longer to realize than expected; risks that the integration disrupts
current plans and operations that may harm our business; uncertainty as to the
effects of the transaction on the long-term value of our common stock; our
ability to continue to grow and to manage our growth effectively; our ability to
attract and retain qualified employees and key personnel; our ability to comply
with, and the effect on their businesses of, evolving legal standards and
regulations, particularly concerning data protection and consumer privacy and
evolving labor standards; risks
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relating to the development and performance of our energy storage systems and
software-enabled services; our inability to retain or upgrade current customers,
further penetrate existing markets or expand into new markets; the risk that our
business, financial condition and results of operations may be adversely
affected by other political, economic, business and competitive factors; and
other risks and uncertainties set forth in our most recent Forms 10-K, 10-Q and
8-K filed with or furnished to the SEC. If one or more of these or other risks
or uncertainties materialize (or the consequences of any such development
changes), or should our underlying assumptions prove incorrect, actual outcomes
may vary materially from those reflected in our forward-looking statements.
Forward-looking and other statements in the presentation regarding our
environmental, social, and other sustainability plans and goals are not an
indication that these statements are necessarily material to investors or
required to be disclosed in our filings with the SEC. In addition, historical,
current, and forward-looking environmental, social, and sustainability-related
statements may be based on standards for measuring progress that are still
developing, internal controls and processes that continue to evolve, and
assumptions that are subject to change in the future. Statements in the
presentation referred to above are made as of the date thereof, and Stem
disclaims any intention or obligation to update publicly or revise such
statements, whether as a result of new information, future events, or otherwise.
Item 9.01 Financial Statements and Exhibits
The exhibit listed below is furnished pursuant to Item 9.01 of this Form 8-K:
Exhibit No. Description
99 Press Release dated January 3, 2023
Cover Page Interactive Data File (embedded within the Inline XBRL
104 documents).
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