Fuelcell Energy Inc 10-Q for FY2024 Q3

Fuelcell Energy Inc (FCEL)

10-Q 2024-09-05 For: 2024-07-31

Added on April 09, 2026

About this 10-Q

Fuelcell Energy Inc filed this 10-Q on September 5, 2024, covering the quarter ended July 31, 2024 (FY2024 Q3).

Headline figures

Quarter ended July 31, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $23.7M; down 7.1% from $25.51M a year earlier
Net loss: $32.66M; compared with a net loss of $24.28M a year earlier
Diluted EPS: -$0.07; compared with -$0.06 a year earlier

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Delaware		06-0853042
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

3 Great Pasture Road Danbury, Connecticut		06810
(Address of principal executive offices)		(Zip Code)

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐


		Page

PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements.	3

	Consolidated Balance Sheets as of July 31, 2024 and October 31, 2023.	3

	Consolidated Statements of Operations and Comprehensive Loss for the three months ended July 31, 2024 and 2023.	4

	Consolidated Statements of Operations and Comprehensive Loss for the nine months ended July 31, 2024 and 2023.	5

	Consolidated Statements of Changes in Equity for the three and nine months ended July 31, 2024.	6

	Consolidated Statements of Changes in Equity for the three and nine months ended July 31, 2023.	7

	Consolidated Statements of Cash Flows for the nine months ended July 31, 2024 and 2023.	8

	Notes to Consolidated Financial Statements.	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	25

Item 3.	Quantitative and Qualitative Disclosures about Market Risk.	56

Item 4.	Controls and Procedures.	57

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings.	58

Item 1A.	Risk Factors.	58

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	60

Item 3.	Defaults Upon Senior Securities.	60

Item 4.	Mine Safety Disclosures.	60

Item 5.	Other Information.	60

Item 6.	Exhibits.	61

Signatures		63



		July 31,		October 31,
	2024		2023
ASSETS
Current assets:
Cash and cash equivalents, unrestricted	$	159,347	$	249,952
Restricted cash and cash equivalents - short-term		9,686		5,159
Investments - short-term		107,817		103,760
Accounts receivable, net		11,161		3,809
Unbilled receivables		30,169		16,296
Inventories		129,349		84,456
Other current assets		12,439		12,881
Total current assets		459,968		476,313
Restricted cash and cash equivalents - long-term		49,148		44,465
Inventories - long-term		2,743		7,329
Project assets, net		248,790		258,066
Property, plant and equipment, net		121,382		89,668
Operating lease right-of-use assets, net		7,884		8,352
Goodwill		4,075		4,075
Intangible assets, net		15,104		16,076
Other assets		39,816		51,176
Total assets⁽¹⁾	$	948,910	$	955,520
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt	$	12,232	$	10,067
Current portion of operating lease liabilities		760		599
Accounts payable		16,928		26,518
Accrued liabilities		25,970		26,313
Deferred revenue		10,649		2,406
Total current liabilities		66,539		65,903
Long-term deferred revenue		1,979		732
Long-term operating lease liabilities		8,708		8,992
Long-term debt and other liabilities		126,720		119,588
Total liabilities⁽¹⁾		203,946		195,215
Redeemable Series B preferred stock (liquidation preference of $64,020 as of July 31, 2024 and October 31, 2023)		59,857		59,857
Total equity:
Stockholders’ equity:
Common stock ($0.0001 par value); 1,000,000,000 shares authorized as of July 31, 2024 and October 31, 2023; 553,840,943 and 450,626,862 shares issued and outstanding as of July 31, 2024 and October 31, 2023, respectively		55		45
Additional paid-in capital		2,277,417		2,199,661
Accumulated deficit		(1,600,134)		(1,515,541)
Accumulated other comprehensive loss		(1,576)		(1,672)
Treasury stock, Common, at cost (376,340 and 246,468 shares as of July 31, 2024 and October 31, 2023, respectively)		(1,198)		(1,078)
Deferred compensation		1,198		1,078
Total stockholders’ equity		675,762		682,493
Noncontrolling interests		9,345		17,955
Total equity		685,107		700,448
Total liabilities, redeemable Series B preferred stock and total equity	$	948,910	$	955,520


	Three Months Ended July 31,
	2024		2023
Revenues:
Product	$	250	$	-
Service		1,411		9,841
Generation		13,402		10,982
Advanced Technologies		8,632		4,687
Total revenues		23,695		25,510
Costs of revenues:
Product		4,181		2,910
Service		1,146		9,575
Generation		18,761		17,483
Advanced Technologies		5,809		3,757
Total costs of revenues		29,897		33,725
Gross loss		(6,202)		(8,215)
Operating expenses:
Administrative and selling expenses		14,599		17,560
Research and development expenses		12,816		15,620
Total costs and expenses		27,415		33,180
Loss from operations		(33,617)		(41,395)
Interest expense		(2,555)		(1,912)
Interest income		3,269		3,966
Gain on extinguishment of finance obligations and debt, net		-		15,337
Other (expense) income, net		(2,218)		403
Loss before provision for income taxes		(35,121)		(23,601)
Provision for income taxes		(2)		-
Net loss		(35,123)		(23,601)
Net (loss) income attributable to noncontrolling interests		(2,463)		678
Net loss attributable to FuelCell Energy, Inc.		(32,660)		(24,279)
Series B preferred stock dividends		(800)		(800)
Net loss attributable to common stockholders	$	(33,460)	$	(25,079)
Loss per share basic and diluted:
Net loss per share attributable to common stockholders	$	(0.07)	$	(0.06)
Basic and diluted weighted average shares outstanding		503,183,725		415,867,594


	Nine Months Ended July 31,
	2024		2023
Revenues:
Product	$	250	$	9,095
Service		4,397		49,913
Generation		38,013		28,979
Advanced Technologies		20,146		12,945
Total revenues		62,806		100,932
Costs of revenues:
Product		9,510		7,425
Service		4,301		40,633
Generation		61,079		51,166
Advanced Technologies		12,917		10,779
Total costs of revenues		87,807		110,003
Gross loss		(25,001)		(9,071)
Operating expenses:
Administrative and selling expenses		48,659		47,637
Research and development expenses		43,796		43,000
Total costs and expenses		92,455		90,637
Loss from operations		(117,456)		(99,708)
Interest expense		(7,168)		(4,926)
Interest income		10,726		11,064
Gain on extinguishment of finance obligations and debt, net		-		15,337
Other (expense) income, net		(3,278)		216
Loss before provision for income taxes		(117,176)		(78,017)
Provision for income taxes		(2)		(581)
Net loss		(117,178)		(78,598)
Net loss attributable to noncontrolling interests		(32,585)		(1,394)
Net loss attributable to FuelCell Energy, Inc.		(84,593)		(77,204)
Series B preferred stock dividends		(2,400)		(2,400)
Net loss attributable to common stockholders	$	(86,993)	$	(79,604)
Loss per share basic and diluted:
Net loss per share attributable to common stockholders	$	(0.19)	$	(0.19)
Basic and diluted weighted average shares outstanding		469,387,264		409,361,826


	Common Stock
	Shares	Amount		Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Treasury Stock		Deferred Compensation			Total Stockholders' Equity		Noncontrolling Interests	Total Equity
Balance, October 31, 2023	450,626,862	$	45	$	2,199,661	$	(1,515,541)	$	(1,672)	$	(1,078)	$	1,078	$	682,493	$	17,955	$	700,448
Common stock issued, non-employee compensation	44,398		—		51		—		—		—		—		51		—		51
Stock issued under benefit plans, net of taxes paid upon vesting of restricted stock awards	1,235,192		—		(926)		—		—		—		—		(926)		—		(926)
Share based compensation	—		—		2,876		—		—		—		—		2,876		—		2,876
Preferred dividends — Series B	—		—		(800)		—		—		—		—		(800)		—		(800)
Effect of foreign currency translation	—		—		—		—		33		—		—		33		—		33
Adjustment for deferred compensation	(44,398)		—		—		—		—		(51)		51		—		—		—
Contributions received from sale of noncontrolling interest	—		—		—		—		—		—		—		—		25,122		25,122
Distribution to noncontrolling interests	—		—		—		—		—		—		—		—		(236)		(236)
Net Loss	—		—		—		(19,793)		—		—		—		(19,793)		(24,606)		(44,399)
Balance, January 31, 2024	451,862,054	$	45	$	2,200,862	$	(1,535,334)	$	(1,639)	$	(1,129)	$	1,129	$	663,934	$	18,235	$	682,169
Sale of common stock, net of fees	6,463,716		1		5,892		—		—		—		—		5,893		—		5,893
Common stock issued, non-employee compensation	46,357		—		47		—		—		—		—		47		—		47
Stock issued under benefit plans, net of taxes paid upon vesting of restricted stock awards	68,597		—		(52)		—		—		—		—		(52)		—		(52)
Share based compensation	—		—		3,002		—		—		—		—		3,002		—		3,002
Preferred dividends — Series B	—		—		(800)		—		—		—		—		(800)		—		(800)
Effect of foreign currency translation	—		—		—		—		(78)		—		—		(78)		—		(78)
Adjustment for deferred compensation	(33,948)		—		—		—		—		(35)		35		—		—		—
Distribution to non-controlling interest	—		—		—		—		—		—		—		—		(425)		(425)
Net Loss	—		—		—		(32,140)		—		—		—		(32,140)		(5,516)		(37,656)
Balance, April 30, 2024	458,406,776	$	46	$	2,208,951	$	(1,567,474)	$	(1,717)	$	(1,164)	$	1,164	$	639,806	$	12,294	$	652,100
Sale of common stock, net of fees	95,220,151		9		65,839		—		—		—		—		65,848		—		65,848
Common stock issued, non-employee compensation	70,360		—		47		—		—		—		—		47		—		47
Stock issued under benefit plans, net of taxes paid upon vesting of restricted stock awards	195,182		—		30		—		—		—		—		30		—		30
Share based compensation	—		—		3,350		—		—		—		—		3,350		—		3,350
Preferred dividends — Series B	—		—		(800)		—		—		—		—		(800)		—		(800)
Adjustment for deferred compensation	(51,526)		—		—		—		—		(34)		34		—		—		—
Effect of foreign currency translation	—		—		—		—		141		—		—		141		—		141
Distribution to non-controlling interest	—		—		—		—		—		—		—		—		(485)		(485)
Net Loss	—		—		—		(32,660)		—		—		—		(32,660)		(2,464)		(35,124)
Balance, July 31, 2024	553,840,943	$	55	$	2,277,417	$	(1,600,134)	$	(1,576)	$	(1,198)	$	1,198	$	675,762	$	9,345	$	685,107


	Amortized			Gross unrealized		Gross unrealized
	cost			gains		losses	Fair value
U.S. Treasury Securities
As of July 31, 2024	$	107,817	$	-	$	(2)	$	107,815
As of October 31, 2023	$	103,760	$	1	$	-	$	103,761


	July 31,		October 31,		Estimated
	2024		2023		Useful Life
Project Assets – Operating	$	308,657	$	213,753	4-20 years
Accumulated depreciation		(59,971)		(46,263)
Project Assets – Operating, net		248,686		167,490
Project Assets – Construction in progress		104		90,576
Project Assets, net	$	248,790	$	258,066


As of July 31, 2024	Gross Amount		Accumulated Amortization		Net Amount
In-Process Research and Development	$	9,592	$	-	$	9,592
Bridgeport PPA		12,320		(6,808)		5,512
Total	$	21,912	$	(6,808)	$	15,104

As of October 31, 2023	Gross Amount		Accumulated Amortization		Net Amount
In-Process Research and Development	$	9,592	$	-	$	9,592
Bridgeport PPA		12,320		(5,836)		6,484
Total	$	21,912	$	(5,836)	$	16,076


	Operating Leases
Due Year 1	$	1,307
Due Year 2		1,243
Due Year 3		1,288
Due Year 4		1,307
Due Year 5		880
Thereafter		12,122
Total undiscounted lease payments		18,147
Less imputed interest		(8,679)
Total discounted lease payments	$	9,468


Restricted Stock Units	Shares	Weighted-Average Fair Value
Outstanding as of October 31, 2023	6,543,138	$	5.06
Granted - time-vesting RSUs	9,419,684		1.27
Granted - PSUs	3,274,384		1.63
Vested	(2,273,544)		7.03
Forfeited	(191,243)		3.19
Outstanding as of July 31, 2024	16,772,419	$	2.15


	Three Months Ended July 31,				Change
(dollars in thousands)	2024		2023		$		%
Total revenues	$	23,695	$	25,510	$	(1,815)	(7)%
Total costs of revenues		29,897		33,725		(3,828)	(11)%
Gross loss	$	(6,202)	$	(8,215)	$	2,013	25%
Gross margin		(26.2)%		(32.2)%


Project Name	Location	Power Off - Taker	Rated Capacity (MW)⁽¹⁾		Actual Commercial Operation Date (FuelCell Energy Fiscal Quarter)	PPA Term (Years)
Central CT State University (“CCSU”)	New Britain, CT	CCSU (CT University)	1.4		Q2 ‘12	15
Riverside Regional Water Quality Control Plant	Riverside, CA	City of Riverside (CA Municipality)	1.4		Q4 '16	20
Pfizer, Inc.	Groton, CT	Pfizer, Inc.	5.6		Q4 '16	20
Santa Rita Jail	Dublin, CA	Alameda County, California	1.4		Q1 '17	20
Bridgeport Fuel Cell Project	Bridgeport, CT	Connecticut Light and Power Company (CT Utility)	14.9		Q1 '13	15
Tulare BioMAT	Tulare, CA	Southern California Edison (CA Utility)	2.8		Q1 '20	20
San Bernardino	San Bernardino, CA	City of San Bernardino Municipal Water Department	1.4		Q3 '21	20
LIPA Yaphank Project	Long Island, NY	PSEG / LIPA, LI NY (Utility)	7.4		Q1 '22	18
Groton Project	Groton, CT	CMEEC (CT Electric Co-op)	7.4	⁽²⁾	Q1 '23	20
Toyota	Long Beach, CA	Southern California Edison; Toyota	2.3		Q1 '24	20
Derby - CT RFP-2	Derby, CT	Eversource/United Illuminating (CT Utilities)	14.0		Q1 '24	20
SCEF - Derby	Derby, CT	Eversource/United Illuminating (CT Utilities)	2.8		Q1 '24	20
		Total MW Operating:	62.8


	Payments Due by Period
(dollars in thousands)	Total		Less than 1 Year		1 – 3 Years		3 – 5 Years		More than 5 Years
Purchase commitments⁽¹⁾	$	73,212	$	58,215	$	14,992	$	5	$	-
Term loans (principal and interest)		142,239		17,249		32,301		26,255		66,434
Operating lease commitments⁽²⁾		18,148		1,307		2,531		2,188		12,122
Sale-leaseback finance obligations ⁽³⁾		8,642		1,509		2,793		2,669		1,671
Natural gas and biomethane gas supply contracts ⁽⁴⁾		55,465		21,529		17,035		15,278		1,623
Series B Preferred dividends payable ⁽⁵⁾		-		-		-		-		-
Totals	$	297,706	$	99,809	$	69,651	$	46,396	$	81,849


	July 31,		October 31,
	2024		2023
Accrued payroll and employee benefits ⁽¹⁾	$	8,147	$	7,752
Consideration payable to a customer⁽²⁾		2,550		3,958
Accrued service agreement and PPA costs⁽³⁾		10,557		10,742
Accrued legal, taxes, professional and other		4,716		3,861
Accrued liabilities	$	25,970	$	26,313


	July 31,		July 31,
	2024		2023
Outstanding options to purchase common stock		17,318		18,291
Unvested Restricted Stock Units		16,772,419		7,280,952
5% Series B Cumulative Convertible Perpetual Preferred Stock		37,837		37,837
Total potentially dilutive securities		16,827,574		7,337,080


	July 31,		October 31,
	2024		2023
Cash Restricted for Outstanding Letters of Credit ⁽¹⁾	$	14,152	$	14,152
Cash Restricted for Crestmark Sale-Leaseback Transactions		2,907		2,901
Debt Service and Performance Reserves related to OpCo Financing Facility		22,535		19,698
Debt Service and Performance Reserves related to the Senior and Subordinated Back Leverage Loan Facilities		13,819		9,294
Other		5,421		3,579
Total Restricted Cash		58,834		49,624
Restricted Cash and Cash Equivalents – Short-Term ⁽²⁾		(9,686)		(5,159)
Restricted Cash and Cash Equivalents – Long-Term	$	49,148	$	44,465


	July 31,		October 31,
	2024		2023
Liberty Bank Term Loan Agreement (Derby Senior Back Leverage Loan Facility)	$	5,938	$	—
Connecticut Green Bank Term Loan Agreement (Derby Senior Back Leverage Loan Facility)		2,740		—
Connecticut Green Bank Loan (Derby Subordinated Back Leverage Loan Facility)		3,500		—
Connecticut Green Bank Loan (Groton Subordinated Back Leverage Loan Facility)		8,000		8,000
Liberty Bank Term Loan Agreement (Groton Senior Back Leverage Loan Facility)		5,549		5,876
Amalgamated Bank Loan (Groton Senior Back Leverage Loan Facility)		5,535		5,873
Finance obligation for sale-leaseback transactions		18,817		18,814
State of Connecticut Loan		6,247		6,908
Finance lease obligations		—		12
OpCo Financing Facility		71,992		77,510
Deferred finance costs		(3,342)		(3,526)
Total debt and finance obligations		124,976		119,467
Current portion of long-term debt and finance obligations		(12,232)		(10,067)
Long-term debt and finance obligations	$	112,744	$	109,400


Period	Total Number of Shares Purchased ⁽¹⁾	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Programs	Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs
May 1, 2024 - May 31, 2024	1,433	$	0.80	—	—
June 1, 2024 - June 30, 2024	28,439		0.67	—	—
July 1, 2024 - July 31, 2024	5,157		0.58	—	—
Total	35,029	$	0.66	—	—

Exhibit No.		Description

3.1		Certificate of Incorporation of the Company, as amended, July 12, 1999 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated September 21, 1999).
3.2		Certificate of Amendment of the Certificate of Incorporation of the Company, dated November 21, 2000 (incorporated by reference to Exhibit 3.3 to the Company’s Annual Report on Form 10-K dated January 12, 2017).
3.3		Certificate of Amendment of the Certificate of Incorporation of the Company, dated October 31, 2003 (incorporated by reference to Exhibit 3.1.1 to the Company’s Current Report on Form 8-K dated November 3, 2003).
3.4		Certificate of Designation for the Company’s 5% Series B Cumulative Convertible Perpetual Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, dated November 22, 2004).
3.5		Amended Certificate of Designation of 5% Series B Cumulative Convertible Perpetual Preferred Stock, dated March 14, 2005 (incorporated by reference to Exhibit 3.4 to the Company’s Annual Report on Form 10-K dated January 12, 2017).
3.6		Certificate of Amendment of the Certificate of Incorporation of the Company, dated April 8, 2011 (incorporated by reference to Exhibit 3.5 to the Company’s Annual Report on Form 10-K dated January 12, 2017).
3.7		Certificate of Amendment of the Certificate of Incorporation of the Company, dated April 5, 2012 (incorporated by reference to Exhibit 3.6 to the Company’s Annual Report on Form 10-K dated January 12, 2017).
3.8		Certificate of Amendment of the Certificate of Incorporation of the Company, dated December 3, 2015 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K dated December 3, 2015).
3.9		Certificate of Amendment of the Certificate of Incorporation of the Company, dated April 18, 2016 (incorporated by reference to Exhibit 3.9 to the Company’s Quarterly Report on Form 10-Q for the period ending July 31, 2016).
3.10		Certificate of Amendment of the Certificate of Incorporation of the Company, dated April 7, 2017 (incorporated by reference to Exhibit 3.10 to the Company’s Quarterly Report on Form 10-Q for the period ending July 31, 2017).
3.11		Certificate of Designations for the Company’s Series C Convertible Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, dated September 5, 2017).
3.12		Certificate of Amendment of the Certificate of Incorporation of the Company, dated December 14, 2017 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated December 14, 2017).
3.13		Certificate of Designations, Preferences and Rights for the Company’s Series D Convertible Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K dated August 27, 2018).
3.14		Certificate of Amendment of the Certificate of Incorporation of FuelCell Energy, Inc., dated May 8, 2019 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 8, 2019).
3.15		Certificate of Amendment of the Certificate of Incorporation of FuelCell Energy, Inc., dated May 11, 2020 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 12, 2020).
3.16		Certificate of Amendment of the Certificate of Incorporation of FuelCell Energy, Inc. dated April 8, 2021 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K/A filed on April 14, 2021).
3.17		Certificate of Amendment of the Certificate of Incorporation of FuelCell Energy, Inc., dated October 11, 2023 (incorporated by reference to Exhibit 3.1 to the Company Current Report on Form 8-K filed on October 11, 2023).
3.18		Third Amended and Restated By-Laws of the Company, effective as of September 3, 2024 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on September 4, 2024).
4.1		Specimen of Common Share Certificate (incorporated by reference to Exhibit 4 to the Company’s Annual Report on Form 10-K for fiscal year ended October 31, 1999).

Exhibit No.		Description

10.1		Lease Expansion and Amending Agreement, dated August 2, 2024, between 52^nd Street Business Centre, LP, by its General Partner, 52^nd Street Business Centre GP Inc., and Versa Power Systems Ltd.
10.2		Amendment to Credit Agreement, dated May 2, 2024, between FuelCell Energy Finance Holdco, LLC (as Borrower) and Liberty Bank (as Administrative Agent and Lender) (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended April 30, 2024).
10.3		Amendment No. 2 to Credit Agreement, dated May 2, 2024, among FuelCell Energy Finance Holdco, LLC (as Borrower) and Connecticut Green Bank (as Administrative Agent and Lender) (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 19-Q for the period ended April 30, 2024).
31.1		Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS#		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH#		Inline XBRL Schema Document
101.CAL#		Inline XBRL Calculation Linkbase Document
101.DEF#		Inline XBRL Definition Linkbase Document
101.LAB#		Inline XBRL Labels Linkbase Document
101.PRE#		Inline XBRL Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

		FUELCELL ENERGY, INC.
		(Registrant)

September 5, 2024		/s/ Michael S. Bishop
Date		Michael S. Bishop Executive Vice President, Chief Financial Officer, and Treasurer (Principal Financial Officer and Principal Accounting Officer)

TIME PERIOD	RATE/SQUARE FOOT RENTABLE AREA/ANNUM
August 1, 2024 - Sept 30, 2024	$8.00
Oct 1, 2024 - Sept 30, 2025	$8.25
Oct 1, 2025 - Sept 30, 2026	$8.50
Oct 1, 2026 - Sept 30, 2027	$8.75
Oct 1, 2027 - Sept 30, 2028	$9.00



September 5, 2024	/s/ Michael S. Bishop
	Michael S. Bishop Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer)