Good afternoon. Thank you for standing by, and welcome to the Neugebauer Fermi shareholder update call. At this time, all participants are on a listen-only mode. Legal disclaimers for this call are at the start of the presentation for you to review shortly. I'd now like to turn the call over to Toby Neugebauer, the Co-founder and Largest Shareholder of Fermi America. I intended to join this call, this webinar by video today, but I've had an allergic reaction, and my face is swollen up like Will Smith in the movie "Hitch." The sight of my face may hurt the stock price, as the rumor will be that the proxy fight has turned physical. Seriously, I wanted to have this webinar because I think communicating through press releases and reporters is not the best way for the shareholders and other stakeholders to make the best decisions for Fermi. There's been a lot written about me, my motivations, and my state of mind. I want to be able to tell you directly where I am, is in a state of deep pride of what Fermi accomplished in the last 15 months. It's just too hard to take the joy of the accomplishment away. Obviously, I am disappointed that I will not lead it. Again, I'm so proud of what we accomplished, and it is the driver of my thoughts on what should happen next. I want to take my grandkids in 2035 to Amarillo and show them America's largest energy campus, the largest platform for generating AI compute. My view is the next steward of this amazing project brings together the 3 Cs. What I mean by that is the natural owner of the asset will be someone with a low cost of capital. This will be one of the most capital-intensive projects in the world. The second natural owner of the asset is someone with strong construction capability. We bring a really good power construction team, but I think we want the natural owner will be great at the constructing of data centers. The third one is either a customer or it's someone who has customers. I just do want to set the record straight. We were not looking for customers at our departure on April the 17th. We were working on delivering on expanded ask by customer groups. My sons hate it when I say this. The way I looked at it is we set out to sell steak. The market loved our steak so much they wanted us to add lobster. We were out looking for the lobster. In the data center world, that was the cooling, the MEP we talked about at the earnings call. When I originally put together this presentation, I was hoping you'd be able to hear a diversity of voices. Unfortunately, compliance requires that it just be me. What I want to do, the purpose of this presentation is to explain to you why we're calling a special shareholder meeting to elect a new board majority. The thing that we believe is critical is that Fermi must explore every option, and the shareholders must have a strong voice in that decision. As I've said over and over, we cannot be more proud of what we built at Project Matador. It is a uniquely rare asset. We are entering into a new set of risk as we transition from laying the initial groundwork and infrastructure into the actual construction of both the power generation and the data centers themselves. As we see where the business lies today, I think we see four major risks that warrant an evaluation of all the options. Leasing price risk. I think this is one of the things that concerns our family the most. It's not just good enough to get a tenant. We need a tenant deal that sets a precedent for the terminal value of the campus for the next 11 years. I know there's a general thought that, hey, you can get a better deal on the next deal. I don't know I believe that as much. In my conversations, I'm picking a name, Microsoft doesn't want to subsidize Alphabet. Meta doesn't want to subsidize Amazon. The terms will be pretty transparent. The other issue is the financing risk. Whether we like it or not, it's changed our cost to capital. It probably, what got me to realize the asset needed a strategic review is I do believe our cost to capital and the intensity of the capital associated with potentially needing the money for the MEP has gone up at the same time, which gets us to dilution risk. Fermi 2.0, really, to me, this is Fermi 3.0. We started Fermi 2.0 in December as we prepared for this next phase of execution. The bottom line is the capital intensity combined with our increased cost of capital has made the risk for dilution to the existing shareholders very, very high. Counterparty risk across our customers, our contractors, and vendors. Our remedy is an independent dual-track process that evaluates every market outcome before irreversible value and market opportunity is lost. It involves an independent committee led by leading bankers. It is not taking away the company's desire to go look for and enter into contracts with tenants. We just want an evidence-based decision. We want a board that hasn't made a preconceived determination on what the outcome to be. We want a board that wants to evaluate all of the options so that we can maximize value. How did we get here? There are five reasons. Again, the board refused to run a process. The shareholders, I think, deserve one. The second problem with our company, and you're going to see it in the chart later on, is the stock overhang caused by the PennCross showing their interest in October and November had led to a severe stock overhang issue. That even while we execute, we don't get the benefit of the execution, as we're going to show you in a chart later on. When you add the drama associated with our family's position, you've just made a overhang issue even more dramatic. Time to power is an asset. Any delay that we get in this process erodes the premium that the buyer will pay. The bottom line, to quote Goose from "Top Gun," "I feel the need, the need for speed." The reason we all feel the need for speed is because it will determine the market premium that we get. The beautiful part of the dual-track process is it gets the people focused on just leasing it, the pressure of knowing that they're competing against people who want to buy it. The same thing happens is the people who want to buy it have to be competitive with the economics that we could get from a lease agreement. The Neugebauer family has 240 million reasons to want to get the best terminal value for this thing, period. As I said, I'm not seeking the CEO role. I think it is not because of my view of the job that occurred. I think it is the cost of capital problem. This is not a one-outcome solution. When we sought new board members, only thing we asked for them is just tell us what you think the best outcome is for this company. We understand our period of stewardship over this asset is over. What now we want to do is end that stewardship by making sure every shareholder gets the maximum value. It's not just the maximum value, the maximum risk-adjusted outcome. We do have an extraordinary thing that we've built. We've tied up one of the most valuable pieces of real estate on the planet. We have 50 full-time employees with expertise in developing power assets, which I think is going to be a really competitive advantage. As you know, we've secured 2+ GW of generation capacity that is secure. We've got more coming on the way. We've got water. We've got the Clean Air Permit. Obviously, we were highly successful in financing facilities. We installed the gas pipeline, the water pipeline in record time. Our leadership on coal is pretty much what everyone in the world is adopting the Fermi nuclear strategy. What makes this valuable is that our platform is difficult to replicate at speed. We have five connected assets, each valuable independency, a world-class platform. If you talk to anyone in this business right now, it's all about speed to token. There's no other place on the planet you can get speed to token at scale over the next five years than Project Matador. As you can see what we did on the construction side, this isn't a PowerPoint. This is a reality. Again, I can't be more proud of the speed at which we were able to execute. Again, many of you all have been to the site. I don't know how many helicopter tours. I think they said we did 150 helicopter tours. People just were blown away. You want to talk about the key to getting customers? It's not charm, even though Noah, my son, who was in charge of our interactions with our customers, is incredibly charming. It's about execution. These are huge projects. They have experienced delays in almost all of their other projects. When you want to get a customer, what they really want to know is, are you going to do what you said you're going to do when you're going to do it? What they saw from Fermi is something they had not witnessed in any of their other projects in the world. Unfortunately, the execution, and I'm going to start with the execution, is you look at the story of the stock, not reflective of what really has happened at the company in terms of execution. We'll talk about the tenant delay here in a minute. Absent the tenant delay, we did everything we said we were going to do, essentially when we said we were going to do it on the roadshow. What we were coming up against is, if you all remember, the original IPO was 35 million shares. Through a series of unfortunate events, there was a shareholder, frankly, I thought who had non-voting shares, so I wasn't worried about his lock-up, who had 56 million shares of stock. They began exploring liquidity when the stock was at the higher levels, both in Europe and in New York. Originally, we had hoped that that would occur through a strategic sale to someone accretive, They began showing the block into the open market, I was forced to pledge his shares on October the 30th, 31st. At that time, the stock was at right under $30 a share. Even with the good news, with the [KAYAK] and all of the positive things, I have three, the water being approved, the [KAYAK] with tenant number one being approved. The stock declines by 46% before the announcement of postponement. Again, that first announcement was a postponement of the negotiations with tenant number one. Those continued on into February. You can see we had already lost 46% of the value. You've got a block being shopped that's huge, and then you have the bad news around the [KAYAK] being terminated, and it just put us in a tough position with the stock. We go into January and February. We had an awesome February where we got the Siemens units delivered, we got the MUFG bank facility done, we got the $100 million Keystone Equipment loan, we got the Clean Air Permit approved. Every one of those days, we would get 5%-6%, but then we'd just get crushed with people. It was like Whac-A-Mole. We would get success and get a pop, then Whac-A-Mole down. That is where we saw PennCross doing another sale. Again, I view these events in the 6, 7, and 8, 9. When PennCross is out there in that market, it's just really hard for us to get momentum on the stock. What we then had coming into the earnings lock-up was things were going really good. I was terminated. The stock was up 38%, and I think we would've had even more than that. When you think about that, Griffin had said he was selling, and then we had the lock-up expiration for all of the early pre-IPO investors. We were really feeling the momentum go our way. Obviously, when they terminated me, we had a pretty bad day. You take out the drama outside of the execution. Let's definitely, we'll own the [KAYAK] termination. You take out the drama, you have a 46% drop from the PennCross block sale. You have another 6% drop from the PennCross drop sale, so that gets us to 52%. You have another 13% with Griffin's sale, and then you take another 22% from the termination of me. You can see this isn't an execution story. This is a external story. The point is, what I said before, there's no need to cry over the spilled milk. I think this has impaired this stock's cost to capital moving forward. That's just what we want to do, is going about making sure we make the best decisions, just in light of the fact that now there's another 240 million share overhang on this stock, and let's just figure it all out together. Our thesis for our go-to-market transaction, we have been looking at strategic options for our block, obviously. We have had engagement with investment bankers and have a really good feel for one independent process. The new independent board would evaluate credible structures within both paths of the same framework. A change of control transaction, credible structures, was it cash, stock, mix, controlling stake, full acquisitions? We're indifferent. The new slate of directors, I've told them I bring no preconceived notion on what it looks like. Again, in order to deal with our increased cost of capital that's just embedded into our shares today, what we're proposing is a dual-track process. The new board pursues the M&A transaction, the management team continues its tenant strategy. I can tell you on the new board, our view is we are open to anything. I'm like, I really don't care and bring no preconceived notion to the table. I want the best risk-adjusted outcome for the shareholders. Obviously, we are the largest. As it relates to the management team to continue its tenant strategy, go get them. No one's rooting you on more than us. What we are is we're very cautious about it's not just the headline price that matters, but it's also the terms, and specifically around the performance penalties and all of those things. These are big contracts, they're complicated contracts, and we just want to make sure that all of those risks are embedded into our decision-making. When we think about the buyers. Okay, is two kinds. You've got what I call the bottleneck strategics. These are people that must have power. That includes your chip makers, your hyperscalers, that's your developers. If you were around me on a daily basis, you would be, "What's he talking about?" I'm saying the word three Cs nonstop all of the time. It's really how I think about who's the natural steward for this asset. First of all, it's cost of capital. This will be, I believe, one of the most capital-intensive projects in the world. We're showing $70 billion for phase one through four. That depends on if we're providing the lobster, i.e., the MEP. These numbers could get even higher. One of the big things I've learned being in the energy business for a long time is cost of capital matters because it's your most expensive cost. The second is a customer. I think of it, this asset belongs to someone who has customers or is a customer. Then finally, construction. As we have great competency at Fermi around the energy construction component, being able to take it from the energy construction component to AI compute ready, the group that's naturally going to navigate or go towards this asset is going to have a great path towards construction. When I look at that, I got to six categories of buyers. The hyperscalers are rapidly becoming leaders in the construction of their own projects. The oil and gas majors, I think longer-term, it may be too soon today for them, but they have the cost of capital, and they have the construction credibility. The data center developers understand that the grid power game is over, and so they know they're going to need to get into the business of developing the power. What Fermi offers them is a plug-and-play team ready to get that started today. Obviously, we're getting interest from the infrastructures and the PE sovereign wealth funds, especially your infrastructure funds. They're used to large-scale energy projects, so it's something A lot of these were big energy people that then gravitated into the data center development based on their being able to manage and finance large-scale projects. Some of these neoclouds, the word neo doesn't even feel appropriate for a trillion-dollar new company. These people are trying to lock up their path to growth. Their companies are being valued on very high growth rates. They are a natural. Some of these would be companies I would really like to have shares in. When I look through this list, which one I want cash from and which one I want stock, I probably could spend the rest of the afternoon philosophizing with you all on that. I think the natural people that need to buy this are the chips companies. I think they're quickly realizing they can't sell more chips than there is power to provide those. There is no place that they can bring their customers to Project Matador and show them a clear path to significant amount of AI token production. What we've been looking at is we're numbers people at our shop and is what does the value of a gigawatt get to each buyer type? A data center developer, we would expect them to make about $990 million off of a gigawatt of power at our site. You start looking at the hyperscaler because they're closer to that token compute. They can make a $5.6 billion per gigawatt annual EBITDA. I get to the chip companies, I know one right now is just hot to trot for it that is more than capable of buying it. The reason they're hot to trot is we estimate with our bankers that they could make a $10.5 billion of annual EBITDA off of providing the chips to that business. You can see that we have a asset that really can move the needle for these companies. When you look at the multiples, you all on this call know these multiples better than I do, you look at the data center developers, they're trading at about 20x. The hyperscalers are trading at 15x, really their growth businesses are really trading higher, their more legacy businesses are trading lower. I argue that the forward multiple for the hyperscalers for the AI compute business is actually higher and that the more mature businesses is lower. The chip and semiconductor businesses are 22. You take those numbers of estimated EBITDA, and then you look at the forward multiples, and you can see why we're believing that this board must take a hard look at a strategic transaction. I think one of my favorite ideas, and I almost did the nuclear separate to begin with. I believe our nuclear business is way more diverse than just the AP1000s. Having said that, I believe the AP1000s are going to get built. I think the smart heads are going to prevail in Washington. I think the Koreans remain committed to it. We also have other types. We have other SMR companies that are interested in the site, and we have some of the derivative companies that are going to provide services in and around the nuclear industry that are very interested in the site. What's great about our nuclear business is we have two of the top executives in the world. When you've got Mesut, who's our domestic partner leader, and then you have Dr. Choi in Korea, whose real expertise in this is unmatched. I have absolutely advocated and almost to this day regret not bringing the nuclear business out. We're thinking of everything. I think we've had a lot of drama in the press. Right out of the gate, I wrote a very positive press release. As I said already in this call, I believe Fermi's days are the brighter ahead. I did call for a review of all the possible transactions to maximize the value for all shareholders. The company within 24 hours said that it was not interested. The word on the street is that a couple of bankers have reached out to them, gave them very specific, wonderful names that were interested in a strategic transaction, and the board made it clear it was not interested in engaging. If I'm willing to not make it a personal thing about them and do the right thing for the company, I would just ask them to consider us doing the right thing and evaluating all of our options. In the 27 days, the board has been incredibly aggressive. I think everybody's read the release. Bottom line is I have never received a negative view, a letter of how we're running the business wrong ever. I have sent multiple letters to this board starting in January outlining concerns I've had with governance and things happening at the board level. Not here to defend it. Bottom line, all we're asking for is a vote. The latest stunt is just devastating to this new Texas equity capital markets we're trying to create here when you basically raise the threshold for decisions in the middle of a dispute. Say they wanted to do that in January or at the beginning. Changing the rules in the middle of the game, the analogy we use for it is we're playing basketball and they took away the rim on our side because they were afraid we were going to hit the goal. That's not the way to treat people. It's not the way to treat shareholders. Bottom line, they came up with their number based on what they thought the insiders have about 22.5% of the shares. What we want to do is, one of my, I know you're tired of the movie analogies, but we had the horse racing season, and my favorite one is Seabiscuit where we won a match race. We just want to vote, and it's not a predetermined vote on whether it's a strategic sale. It's not a predetermined vote whether it's a tenant deal. It's a post new board vote on what's in the best interest of our company. That's all we're out to do. I want to talk about the people that I brought in for our board slate. I have no prior relationship with anybody here except Toby Neugebauer. I take that back. I've known Juan peripherally for a while. David Daglio is the former CIO of Mellon Investments, a very qualified person. Charles Elson is one of the top corporate governance advisors in the country. John, I loved because he's been doing big projects for BP around the world. He can help us evaluate our construction risk relative to an outright sale. Janet is a dynamo and I hope to be involved with her longer term. She's a significant energy background and I think you all will be more than impressed as you get to know her. Juan is the former vice chairman, PwC Global Advisory. He led it and then he's been one of the key directors at Wells Fargo. In terms of how to run a rodeo, to use a Texas phrase, Juan's background is second to none. Sheila is the same way. What I really went out to do was to just go find the best people that I thought would give an honest assessment and add to the governance of the company. Right now, the company has essentially been hijacked into a kind of a three-person committee. We've had governance issues going on for a while. We need to get back to traditional, what I call Texas style, which is the golden rule governance with this company. The engagement's already underway. Everyone already knows about Fermi, right? There's been four rounds of institutional investors. The hyperscalers have been engaged. Obviously, the hyperscalers almost all have been there. Most of them have been there multiple times. They've all been in the data rooms. What's great about it is we're not introducing a new concept. I think we can have, by June 30th, we will know exactly across those six buyer categories. There's about 30 really legitimate buyers, and that's what's great about it. This isn't like we've got to get three buyers. We have 30 legitimate across six buyer categories. Our banker shortlist is complete. I think we can have the process. I think if we could get the meeting done by June 30th, I don't see any reason that we don't know who the owner is by August 1st. I don't think this is going to take a long period of time. We think start to finish from today, it's a kind of a 75-day process. I hate to be this part of company's claim versus facts. It feels a little defensive. I was hoping somebody else would be able to do this. I've talked about the stock decline. We had a 35 million-share IPO. Mr. Perry and Mr. Mizell office together and have been communicating their intent and to dispose of those shares in the market since October. It's just been incredibly hard for me. It's like every time we get some momentum. What was going on at the company is the management team was feeling like they were only working for Steven Mizell, so that every time they created a success, that it was being absorbed in the stock through the stock overhang. It has been my number one issue at the company and the letter I wrote to the board, this overhang issue was critical. Intent, it is not an ill-advised attempt for immediate sale. My heart is completely in the right place. As I said, I intend to be out with my grandkids on that site in 2035, and I would do nothing to jeopardize not seeing that happen. I am unaware of the cause after a careful, comprehensive process. We'll be pushing back pretty hard on that. I think the market has the article in The Wall Street Journal. There has been significant differences between Governor Perry and myself. That is an accurate report, but there's not a text or an email saying, "I think you should do this better or that better." I was caught off guard on that one. Execution, the proof is out there. The execution, I will put what this team accomplished in the last 15 months of any startup, and that we can't transact. You go look at the volume of transaction from just the sheer number of deals we had to make to get this company in this place. On the execution side, I was in the process, the real Fermi 2.0, you can ask any member of the management team, started in December, as I prepared this company to have better contracting, better accountability on the cost at the site in preparation for deploying $billions. We've lost seven really great people as a result of this event. Frankly, I think they would have lost more if it hasn't been my encouragement, encouraging people that the days ahead are great for Fermi, and they are going to get to build the world's largest energy complex and just hold on. I hear the public valuation. I think we've talked about the overhang problem, the near-term liquidity. What we did every day is from 3:00 to 4:00, and we did liquidity as the senior leadership team, and I'm talking about 20 people on, we would do liquidity management in terms of I had gotten some very favorable refunds coming. I'm afraid those are the people who complained to the board about me the most, were the people I was demanding some refunds from overbilling. Tenant negotiations, I said it in our May 30th earnings call that the tenants had bought the steak, they wanted lobster, and we were going out to procure the lobster and to be able to finance it, i.e., the cooling. Bottom line, this is about shareholders should decide the future of Fermi. This is about achieving maximum value for everybody. As I said, this is a shareholder democracy issue for me, and this shouldn't even be this hard. We shouldn't be spending any money or legal, which we're spending way too much on, to do what's the right thing for everybody, and that's to let the shareholders decide. Another thing I would point out as we close out here is in my conversations with the people, the most knowledgeable stakeholders in the business, they are all for a dual-track process. Again, these are people from key vendors and suppliers to large shareholders and echoing our point of view. Finally, as we close this call out, I want to say to my former colleagues, I want to say to the city of Amarillo and all the Fermi stakeholders, I am certain that Project Matador's best days are ahead of it. As I started the call with, I cannot wait to take Melissa and my grandkids to Amarillo in 2035 to show them what our family had the privilege to conceive and launch. Thank you. Everyone, this concludes today's event. You may disconnect at this time and have a wonderful day. Thank you for your participation.