Neugebauer Criticizes Fermi Board Following Miles Everson's Resignation

Toby Neugebauer, co-founder and largest shareholder of Fermi Inc. (Fermi America), has released a statement addressing the company's recent $375 million convertible note offering. The offering led to the resignation of Miles Everson from the company's Board of Directors.

Neugebauer expressed disappointment with Everson's departure, highlighting his financial expertise which he argued the company needs to navigate significant project financing. "His recent resignation from the board is equally disheartening for all stakeholders, particularly when the board is in dire need of financial expertise," Neugebauer stated.

He cited Everson's resignation letter, which indicated the full board was not notified of the financing transaction before its public announcement. Furthermore, Everson stated he had not received board minutes or communications for months, hindering informed service. "For the avoidance of doubt, I am not resigning for personal reasons... I am resigning because I disagree with the company's failure to provide directors with required board and committee minutes and related governance records necessary for informed board service," Everson wrote.

Despite these governance concerns, Neugebauer reaffirmed his confidence in the company's future and in securing its first tenant. He referenced a recent Seeking Alpha publication referring to "Project Matador" as the "most valuable asset in the AI race." The Melissa A. Neugebauer 2020 Trust, as the nominating stockholder, retains its right to designate a replacement nominee to the board.

Neugebauer's beneficial ownership in Fermi Inc. is substantial, and he stated his focus remains on the company's long-term success for all stakeholders.