8-K
Fuelcell Energy Inc (FCEL)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 19, 2024
FUELCELL ENERGY, INC.
(Exact Name of Registrant as Specified in its Charter)
| | | | | |
|---|---|---|---|---|
| Delaware | | 1-14204 | | 06-0853042 |
| (State or Other Jurisdiction of<br><br>Incorporation) | | (Commission<br><br>File Number) | | (IRS Employer<br><br>Identification No.) |
| | | |||
| | | 3 Great Pasture Road ,<br><br>Danbury , Connecticut | | 06810 |
| | | (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: ( 203 ) 825-6000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | |
|---|---|---|---|---|
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock, $0.0001 par value per share | | FCEL | | The Nasdaq Stock Market LLC <br>(Nasdaq Global Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On December 19, 2024, FuelCell Energy, Inc. (the “Company”) issued a press release announcing its financial results and providing a business update as of and for the three months and year ended October 31, 2024. A copy of this press release is furnished with this report as Exhibit 99.1 and is incorporated herein by reference.
The information furnished in this Item 2.02, including Exhibit 99.1, is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section. This information will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except to the extent that the Company specifically incorporates it by reference.
Item 7.01. Regulation FD Disclosure.
A copy of the investor presentation slides that will be used by the Company during its December 19, 2024 earnings call is furnished with this report as Exhibit 99.2.
The information furnished in this Item 7.01, including Exhibit 99.2, is not deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. This information will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the Company specifically incorporates it by reference.
By furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The information contained in the investor presentation furnished as Exhibit 99.2 is summary information that is intended to be considered in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this presentation, although it may do so from time to time. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
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|---|---|---|
| Exhibit No. | Description | |
| | | |
| | | |
| 99.1 | | Press Release issued by FuelCell Energy, Inc. on December 19, 2024. |
| | | |
| 99.2 | | Investor Presentation, dated December 19, 2024. |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| | | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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|---|---|---|
| | FUELCELL ENERGY, INC. | |
| | | |
| Date: December 19, 2024 | By: | /s/ Michael S. Bishop |
| | | Michael S. Bishop |
| | | Executive Vice President, Chief Financial Officer and Treasurer |
FuelCell Energy
Exhibit 99.1
FuelCell Energy Reports Fourth Quarter and Full Fiscal Year 2024 Results
Fourth Quarter Fiscal 2024 Summary
(All comparisons are year-over-year unless otherwise noted)
●Revenue of $49.3 million, compared to $22.5 million
●Gross loss of $(10.9) million compared to $(1.5) million
●Loss from operations of $(41.0) million compared with $(36.4) million
●Net loss per share was $(2.21) compared with $(2.07)
Fiscal Year 2024 Summary
(All comparisons are year-over-year unless otherwise noted)
●Revenue of $112.1 million, compared to $123.4 million
●Gross loss of $(35.9) million compared to $(10.5) million
●Loss from operations of $(158.5) million compared with $(136.1) million
●Net loss per share was $(7.83) compared with $(7.92)
DANBURY, Conn., December 19, 2024 (GLOBE NEWSWIRE) -- FuelCell Energy, Inc. (NASDAQ: FCEL) today reported financial results for its fourth quarter and fiscal year ended October 31, 2024.
“In the fourth quarter, our revenue more than doubled, year over year, mainly driven by module sales to Gyeonggi Green Energy Co., Ltd. in South Korea,” said Jason Few, President and Chief Executive Officer. “Looking ahead, we believe that global demand for energy remains strong in markets around the world, driven by data centers, AI, cryptocurrency growth, the need for more resilient and reliable grids, and carbon recovery and capture.”
“In 2025, we expect that our business will be on stronger financial footing as a result of our previously announced global restructuring that will focus our core technologies on distributed power generation, grid resiliency, and data center growth,” added Mr. Few. **** “Our go-forward strategy will enable us to better navigate the current market and emphasizes topline revenue growth and future profitability. We remain encouraged by our platforms’ ability to address critical needs, including power shortages in grids, high voltage transmission needs, and delays in centralized power projects due to lengthy permitting processes. In the short to medium term, we don’t see a better answer than clean baseload distributed power generation from a fuel cell."
1
Consolidated Financial Metrics
| Three Months Ended October 31, | Twelve Months Ended October 31, | ||||||
|---|---|---|---|---|---|---|---|
| (Dollars in thousands, except per share amounts) | 2024 | 2023 | Change | 2024 | 2023 | Change | |
| Total revenues | 49,326 | 22,462 | 120% | 112,132 | 123,394 | (9%) | |
| Gross loss | (10,917) | (1,464) | N/A | (35,918) | (10,535) | N/A | |
| Loss from operations | (41,032) | (36,376) | (13%) | (158,488) | (136,084) | (16%) | |
| Net loss | (39,600) | (29,458) | (34%) | | (156,778) | (108,056) | (45%) |
| Net loss attributable to common stockholders | (42,216) | (31,164) | (35%) | (129,209) | (110,768) | (17%) | |
| Net loss per basic and diluted share ^(1)^ | (2.21) | (2.07) | (7%) | (7.83) | (7.92) | 1% | |
| EBITDA* | (32,250) | (29,660) | (9%) | (122,317) | (110,709) | (10%) | |
| Adjusted EBITDA* | (25,343) | (30,830) | 18% | (101,111) | (102,882) | 2% |
All values are in US Dollars.
(1) All per share figures have been retroactively adjusted to reflect the Company’s reverse stock split that became effective on November 8, 2024.
* A reconciliation of non-GAAP measures EBITDA and Adjusted EBITDA is contained in the appendix to this press release.
Fourth Quarter of Fiscal 2024 Results
(All comparisons are between fourth quarter of fiscal 2024 and fourth quarter of fiscal 2023 unless otherwise noted)
Fourth quarter revenue of $49.3 million represents an increase of 120% from the comparable prior year quarter.
| ● | Product revenues increased to $25.4 million during the three months ended October 31, 2024, compared to $10.5 million during the three months ended October 31, 2023. Product revenue for the three months ended October 31, 2024 was primarily driven by $18.0 million of revenue recognized under the Company’s long-term service agreement (the “GGE Agreement”) with Gyeonggi Green Energy Co., Ltd. (“GGE”) for the replacement of the first six fuel cell modules for GGE’s 58.8 MW fuel cell power plant platform in Hwasong-si, Korea. The increase also reflects $7.7 million of revenue recognized under the Company’s sales contract with Ameresco, Inc., which was entered into during the second quarter of fiscal year 2024, pursuant to which the Company is to provide a 2.8 MW platform to the Sacramento Sewer District. Product revenues for the prior year quarter reflect the recognition of revenue related to a performance guarantee, which was part of the December 2021 Settlement Agreement with POSCO Energy Co., Ltd. and its subsidiary, Korea Fuel Cell Co., Ltd. (“KFC”). Recognition of this revenue was constrained until certain of the modules previously sold by the Company to KFC were installed at the Noeul Green Energy, Co. Ltd. (“Noeul Green Energy”) site and the Company entered into a long-term service agreement to service those installed modules for Noeul Green Energy. |
|---|
| ● | Service agreements revenues increased to $5.6 million from $(0.8) million. The increase in service agreements revenues during the three months ended October 31, 2024 was primarily driven by two module exchanges during the quarter. There were no module exchanges during the fourth quarter of fiscal 2023. Revenue for the fourth quarter of fiscal 2023 was impacted by higher future cost estimates related to future module exchanges compared to the Company’s prior estimates, which more than offset revenue recognized for that quarter. Service agreements revenue can be variable from period to period depending on the number of module exchanges during the period and changes to future cost estimates used to recognize revenue in the period. |
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| ● | Generation revenues increased 40.3% to $12.0 million from $8.5 million, primarily driven by revenue related to the Toyota and Derby projects, which began operations in the first quarter of fiscal 2024. |
|---|
| ● | Advanced Technologies contract revenues increased to $6.4 million from $4.3 million. Advanced Technologies contract revenues recognized under the purchase order received from Esso Nederland B.V., an affiliate of ExxonMobil Technology and Engineering Company (“EMTEC”), related to the Rotterdam project were approximately $2.3 million higher and revenue recognized under government contracts and other contracts were approximately $0.6 million higher for the three months ended October 31, 2024 compared to the three months ended October 31, 2023. These higher revenue amounts were partially offset by lower revenue recognized of $0.8 million under the Joint Development Agreement with EMTEC during the three months ended October 31, 2024. |
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Gross loss for the fourth quarter of fiscal 2024 totaled $(10.9) million, compared to a gross loss of $(1.5) million in the comparable prior year quarter. The increase in gross loss for the fourth quarter of fiscal 2024 was primarily related to (i) the fact that there were costs associated with the increased product revenues recognized in the fourth quarter of fiscal year 2024, while there was no cost of goods sold associated with the product revenues of $10.5 million recognized in the fourth quarter of fiscal 2023, and (ii) higher generation cost of sales during the fourth quarter of fiscal 2024 as the Company recorded a derivative loss of $1.8 million, as compared to a derivative gain of $4.1 million in the fourth quarter of fiscal 2023 as a result of net settling certain natural gas purchases under the previous normal purchase normal sale contract designation. These items were partially offset by benefits from improved service profitability as a result of module exchanges in the fourth quarter of fiscal 2024, while there were no module exchanges during the fourth quarter of fiscal 2023.
Operating expenses for the fourth quarter of fiscal 2024 decreased to $30.1 million from $34.9 million in the fourth quarter of fiscal 2023. Administrative and selling expenses decreased to $15.9 million during the fourth quarter of fiscal 2024 from $16.9 million during the fourth quarter of fiscal 2023. The decrease in administrative and selling expenses is primarily a result of the fact that the comparable prior year quarter included closing costs relating to a tax equity financing, which impact was partially offset by higher compensation expense in the fourth quarter of fiscal 2024. Research and development expenses decreased to $11.6 million during the fourth quarter of fiscal 2024 compared to $18.0 million in the fourth quarter of fiscal 2023. The decrease in research and development expenses reflects the previously announced decrease in spending on the Company’s ongoing commercial development efforts related to our solid oxide platforms and carbon separation and carbon recovery solutions compared to the comparable prior year quarter, as well as the allocation of resources to funded Advanced Technology projects.
Net loss was $(39.6) million in the fourth quarter of fiscal 2024, compared to net loss of $(29.5) million in the fourth quarter of fiscal 2023.
Adjusted EBITDA totaled $(25.3) million in the fourth quarter of fiscal 2024, compared to Adjusted EBITDA of $(30.8) million in the fourth quarter of fiscal 2023. Please see the discussion of non-GAAP financial measures, including Adjusted EBITDA, in the appendix at the end of this release.
The net loss per share attributable to common stockholders in the fourth quarter of fiscal 2024 was $(2.21), compared to $(2.07) in the fourth quarter of fiscal 2023. The net loss per common share in the fourth quarter of fiscal 2024 was a result of the higher net loss offset by the benefit of the higher number of weighted average shares outstanding due to share issuances since October 31, 2023.
3
Restructuring and Operational Update
In November, we announced a global restructuring of our operations in the U.S., Canada, and Germany that aims to significantly reduce operating costs, realign resources toward advancing the Company’s core technologies, and protect the Company’s competitive position amid slower-than-expected investments in clean energy. We believe that the restructuring plan will allow us to prioritize commercially available technologies to reflect changing market opportunities with an updated strategic plan. In connection with this restructuring plan, we expect to reduce operating costs by approximately 15% in fiscal year 2025, compared with fiscal year 2024. The restructuring plan included a reduction in our workforce of approximately 13% or 75 employees in November 2024 and includes reduced spending for product development, overhead and other costs. This followed a 4% or 17 employee reduction in our workforce in September 2024.
In fiscal year 2022, we provided aspirational long-term revenue targets to be met by the end of fiscal year 2025 and fiscal year 2030. In developing these revenue targets, we made certain timing assumptions regarding, among other things, the development, commercialization and market adoption timelines of our solid oxide electrolysis cell (“SOEC”), solid oxide fuel cell (“SOFC”) and carbon capture products. However, these long-term revenue targets do not reflect the current market realities regarding the pace of hydrogen adoption and infrastructure build out as well as continuing uncertainty regarding the Inflation Reduction Act and other large scale clean energy policies globally. In addition, as part of our restructuring plan, we reduced headcount and have begun to reduce spending on product development. As a result of current market realities, and in conjunction with our restructuring plan, the timing of the development and commercialization of our SOEC, SOFC and carbon capture products has been delayed from our prior estimates and, accordingly, due to these factors, we will not meet the aspirational revenue targets that we provided in fiscal year 2022. However, because we believe we have good visibility into contracted revenue drivers for fiscal year 2025, including with respect to revenues expected to be recognized upon delivery of replacement modules to GGE, we expect to see a material improvement in the Company’s revenues for fiscal year 2025 compared to fiscal year 2024.
Cash, Restricted Cash and Short-Term Investments
Cash and cash equivalents, restricted cash and cash equivalents, and short-term investments totaled $318.0 million as of October 31, 2024, compared to $403.3 million as of October 31, 2023. Of the $318.0 million total as of October 31, 2024, unrestricted cash and cash equivalents totaled $148.1 million, short-term investments totaled $109.1 million and restricted cash and cash equivalents totaled $60.8 million. Of the $403.3 million total as of October 31, 2023, unrestricted cash and cash equivalents totaled $250.0 million, short-term investments totaled $103.8 million, and restricted cash and cash equivalents totaled $49.6 million. Short-term investments represent the amortized cost of U.S. Treasury Securities outstanding and held by the Company as of October 31, 2024 and October 31, 2023 as part of the Company’s cash management optimization effort.
“We were pleased to add the Export-Import Bank of the United States to the list of financing organizations with whom we have created relationships,” said Michael Bishop, Executive Vice President, Chief Financial Officer and Treasurer. “We continue to see growth opportunities around the world that benefit from access to supportive capital. Lastly, I am encouraged by the strength of our balance sheet, which includes over $300 million in cash and short-term investments.”
During the three months ended October 31, 2024, approximately 1.9 million shares of the Company’s common stock were sold under the Company’s Amended Open Market Sale Agreement at an average sale price of $11.23 per share, resulting in gross proceeds of approximately $21.5 million before deducting sales commissions and fees, and net proceeds to the Company of approximately $20.8 million after deducting sales commissions and fees totaling approximately $0.6 million.
4
Backlog
| As of October 31, | |||
|---|---|---|---|
| (Amounts in thousands) | 2024 | 2023 | Change |
| Product | 111,283 | 0 | $ 111,283 |
| Service | 174,174 | 140,782 | 33,392 |
| Generation | 841,377 | 872,072 | (30,695) |
| Advanced Technologies | 35,999 | 15,263 | 20,736 |
| Total Backlog | 1,162,833 | 1,028,117 | $ 134,716 |
All values are in US Dollars.
As of October 31, 2024, backlog increased by approximately 13.1% to $1.16 billion, compared to $1.03 billion as of October 31, 2023, primarily as a result of the GGE Agreement entered into during the third quarter of fiscal year 2024. Backlog for the GGE Agreement has been allocated between product backlog and service backlog. Product backlog will be recognized as revenue as the Company completes commissioning of the replacement modules. Under the GGE Agreement, commissioning of the first six 1.4-MW replacement fuel cell modules was completed in the fourth quarter of fiscal year 2024. An additional 30 1.4-MW replacement fuel cell modules are expected to be commissioned throughout the course of calendar year 2025, and the remaining six 1.4-MW replacement fuel cell modules are expected to be commissioned in the first half of calendar year 2026. Service backlog will be recognized as revenue as the Company performs service at the GGE site over the term of the GGE Agreement.
Backlog represents definitive agreements executed by the Company and our customers. Projects for which we have an executed power purchase agreement (“PPA”) or hydrogen power purchase agreement (“HPPA”) are included in generation backlog, which represents future revenue under long-term PPAs and HPPAs. The Company’s ability to recognize revenue in the future under a PPA or HPPA is subject to the Company’s completion of construction of the project covered by such PPA or HPPA. Should the Company not complete the construction of the project covered by a PPA or HPPA, it will forgo future revenues with respect to the project and may incur penalties and/or impairment charges related to the project. Projects sold to customers (and not retained by the Company) are included in product sales and service agreements backlog, and the related generation backlog is removed upon sale. Together, the service and generation portion of backlog had a weighted average term of approximately 16 years as of October 31, 2024, with weighting based on the dollar amount of backlog and utility service contracts of up to 20 years in duration at inception.
Conference Call Information
FuelCell Energy will host a conference call today beginning at 10:00 a.m. ET to discuss fourth quarter and full fiscal year 2024 results as well as key business highlights. Participants can access the live call via webcast on the Company’s website or by telephone as follows:
| ● | The live webcast of the call and supporting slide presentation will be available at www.fuelcellenergy.com. To listen to the call, select “Investors” on the home page located under the “Our Company” pull-down menu, proceed to the “Events & Presentations” page and then click on the “Webcast” link listed under the December 19^th^ earnings call event, or click here. |
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| ● | Alternatively, participants can dial 888-330-3181 and state FuelCell Energy or the conference ID number 1099808. |
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The replay of the conference call will be available via webcast on the Company’s Investors’ page at www.fuelcellenergy.com approximately two hours after the conclusion of the call.
5
Cautionary Language
This news release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 regarding future events or our future financial performance that involve certain contingencies and uncertainties. The forward-looking statements include, without limitation, statements with respect to the Company’s anticipated financial results and statements regarding the Company’s plans and expectations regarding the continuing development, commercialization and financing of its current and future fuel cell technologies, the expected timing of completion of the Company’s ongoing projects, the Company’s business plans and strategies, the implementation, effect, and potential impact of the Company’s restructuring plan, the Company’s plan to reduce operating costs, the capabilities of the Company’s products, and the markets in which the Company expects to operate. Projected and estimated numbers contained herein are not forecasts and may not reflect actual results. These forward-looking statements are not guarantees of future performance, and all forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Factors that could cause such a difference include, without limitation: general risks associated with product development and manufacturing; general economic conditions; changes in interest rates, which may impact project financing; supply chain disruptions; changes in the utility regulatory environment; changes in the utility industry and the markets for distributed generation, distributed hydrogen, and fuel cell power plants configured for carbon capture or carbon separation; potential volatility of commodity prices that may adversely affect our projects; availability of government subsidies and economic incentives for alternative energy technologies; our ability to remain in compliance with U.S. federal and state and foreign government laws and regulations; our ability to maintain compliance with the listing rules of The Nasdaq Stock Market; rapid technological change; competition; the risk that our bid awards will not convert to contracts or that our contracts will not convert to revenue; market acceptance of our products; changes in accounting policies or practices adopted voluntarily or as required by accounting principles generally accepted in the United States; factors affecting our liquidity position and financial condition; government appropriations; the ability of the government and third parties to terminate their development contracts at any time; the ability of the government to exercise “march-in” rights with respect to certain of our patents; our ability to successfully market and sell our products internationally; delays in our timeline for bringing commercially viable products to market; our ability to develop additional commercially viable products; our ability to implement our strategy; our ability to reduce our levelized cost of energy and deliver on our cost reduction strategy generally; our ability to protect our intellectual property; litigation and other proceedings; the risk that commercialization of our new products will not occur when anticipated or, if it does, that we will not have adequate capacity to satisfy demand; our need for and the availability of additional financing; our ability to generate positive cash flow from operations; our ability to service our long-term debt; our ability to increase the output and longevity of our platforms and to meet the performance requirements of our contracts; our ability to expand our customer base and maintain relationships with our largest customers and strategic business allies; the risk that our restructuring plan and workforce reduction will not result in the intended benefits or savings; the risk that our restructuring plan and workforce reduction will result in unanticipated costs; and our ability to reduce operating costs, as well as other risks set forth in the Company’s filings with the Securities and Exchange Commission. The forward-looking statements contained herein speak only as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement contained herein to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based.
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About FuelCell Energy
FuelCell Energy, Inc. (NASDAQ: FCEL): FuelCell Energy is a global leader in delivering environmentally responsible distributed baseload energy platform solutions through our proprietary fuel cell technology. FuelCell Energy is focused on advancing sustainable clean energy technologies that address some of the world’s most critical challenges around energy access, security, resilience, reliability, affordability, safety and environmental stewardship. As a leading global manufacturer of proprietary fuel cell technology platforms, FuelCell Energy is uniquely positioned to serve customers worldwide with sustainable products and solutions for industrial and commercial businesses, utilities, governments, municipalities, and communities.
SureSource, SureSource 1500, SureSource 3000, SureSource 4000, SureSource Recovery, SureSource Capture, SureSource Hydrogen, SureSource Storage, SureSource Service, SureSource Capital, FuelCell Energy, and FuelCell Energy logo are all trademarks of FuelCell Energy, Inc.
Contact:
FuelCell Energy, Inc. ir@fce.com 203.205.2491 7
FUELCELL ENERGY, INC.
Consolidated Balance Sheets
(Unaudited)
(Amounts in thousands, except share and per share amounts)
| | | <br><br> | | | <br><br> |
|---|---|---|---|---|---|
| | | | | | |
| | | | | | |
| | | | | | |
| | | October 31,<br><br>2024 | | | October 31,<br><br>2023 |
| ASSETS | | | | | |
| Current assets: | | | | | |
| Cash and cash equivalents, unrestricted | $ | 148,133 | | $ | 249,952 |
| Restricted cash and cash equivalents – short-term | | 12,161 | | | 5,159 |
| Investments – short-term | | 109,123 | | | 103,760 |
| Accounts receivable, net | | 11,751 | | | 3,809 |
| Unbilled receivables | | 36,851 | | | 16,296 |
| Inventories | | 113,703 | | | 84,456 |
| Other current assets | | 12,736 | | | 12,881 |
| Total current assets | | 444,458 | | | 476,313 |
| | | | | ||
| Restricted cash and cash equivalents – long-term | | 48,589 | | | 44,465 |
| Inventories – long-term | | 2,743 | | | 7,329 |
| Project assets, net | | 242,131 | | | 258,066 |
| Property, plant and equipment, net | | 130,686 | | | 89,668 |
| Operating lease right-of-use assets, net | | 8,122 | | | 8,352 |
| Goodwill | | 4,075 | | | 4,075 |
| Intangible assets, net | | 14,779 | | | 16,076 |
| Other assets | | 48,541 | | | 51,176 |
| Total assets ^(1)^ | $ | 944,124 | | $ | $955,520 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | |
| Current liabilities: | | | | | |
| Current portion of long-term debt | $ | 15,924 | | $ | 10,067 |
| Current portion of operating lease liabilities | | 807 | | | 599 |
| Accounts payable | 22,585 | | 26,518 | ||
| Accrued liabilities | | 30,362 | | | 26,313 |
| Deferred revenue | | 4,226 | | | 2,406 |
| Total current liabilities | | 73,904 | | | 65,903 |
| Long-term deferred revenue | | 3,010 | | | 732 |
| Long-term operating lease liabilities | | 8,894 | | | 8,992 |
| Long-term debt and other liabilities | | 130,850 | | | 119,588 |
| Total liabilities ^(1)^ | | 216,658 | | | 195,215 |
| | | | | | |
| Redeemable Series B preferred stock (liquidation preference of $64,020 as of October 31, 2024 and October 31, 2023) | | 59,857 | | | 59,857 |
| Total equity: | | | | | |
| Stockholders’ equity:<br>Common stock ($0.0001 par value); 1,000,000,000 shares authorized as of October 31, 2024 and October 31, 2023; 20,375,932 and 15,020,872 shares issued and outstanding as of October 31, 2024 and October 31, 2023, respectively) | | 2 | | | 2 |
| Additional paid-in capital | | 2,300,031 | | | 2,199,704 |
| Accumulated deficit | | (1,641,550) | | | (1,515,541) |
| Accumulated other comprehensive loss | | (1,561) | | | (1,672) |
| Treasury stock, Common, at cost (12,543 and 8,216 shares as of October 31, 2024 and October 31, 2023, respectively) | | <br><br>(1,198) | | | (1,078) |
| Deferred compensation | | 1,198 | | | 1,078 |
| Total stockholders’ equity | | 656,922 | | | 682,493 |
| Noncontrolling interests | | 10,687 | | | 17,955 |
| Total equity | | 667,609 | | | 700,448 |
| Total liabilities, redeemable Series B preferred stock and total equity | $ | $944,124 | | $ | 955,520 |
| (1) | As of October 31, 2024 and October 31, 2023, the combined assets of the variable interest entities (“VIEs”) were $311,723 and $235,290, respectively, that can only be used to settle obligations of the VIEs. These assets include cash of $2,891, accounts receivable of $674, unbilled accounts receivable of $9,479, operating lease right of use assets of $1,663, other current assets of $135,756, restricted cash and cash equivalents of $639, project assets of $157,604 and other assets of $3,018 as of October 31, 2024, and cash of $4,797, restricted cash and cash equivalents of $526, unbilled accounts receivable of $1,876, other current assets of $50,713, operating lease right of use assets of $1,680, derivative asset of $4,127, other assets of $1,125 and project assets of $170,444 as of October 31, 2023. The combined liabilities of the VIEs as of October 31, 2024 include short-term operating lease liabilities of $204, accounts payable of $181,274, accrued liabilities of $341, deferred revenue of $20, derivative liabilities of $3,693, long-term operating lease liability of $2,142 and other non-current liabilities of $240 and, as of October 31, 2023, and include short-term operating lease liabilities of $203, accounts payable of $165,824, long-term operating lease liability of $2,159 and other non-current liabilities of $187. | ||||
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8
| FUELCELL ENERGY, INC. |
|---|
Consolidated Statements of Operations and Comprehensive Loss
(Unaudited)
(Amounts in thousands, except share and per share amounts)
| | | Three Months Ended<br><br>October 31, | | ||||||
|---|---|---|---|---|---|---|---|---|---|
| | | 2024 | | | 2023 | | |||
| Revenues: | | | | | | | | | |
| Product | | $ | 25,425 | | | $ | 10,494 | | |
| Service | | | 5,572 | | | | (829) | | |
| Generation | | | 11,962 | | | | 8,529 | | |
| Advanced Technologies | | | 6,367 | | | | 4,268 | | |
| Total revenues | | | 49,326 | | | | 22,462 | | |
| <br><br>Costs of revenues: | | | | | | | | | |
| Product | | | 30,072 | | | | 5,453 | | |
| Service | | | 6,797 | | | | 4,320 | | |
| Generation | | | 18,782 | | | | 11,747 | | |
| Advanced Technologies | | | 4,592 | | | | 2,406 | | |
| Total costs of revenues | | | 60,243 | | | | 23,926 | | |
| <br><br>Gross loss | | | (10,917) | | | | (1,464) | | |
| <br><br>Operating expenses: | | | | | | | | | |
| Administrative and selling expenses | | | 15,945 | | | | 16,891 | | |
| Research and development expenses | | | 11,608 | | | | 18,021 | | |
| Restructuring | | | 2,562 | | | | - | | |
| Total costs and expenses | | | 30,115 | | | | 34,912 | | |
| <br><br>Loss from operations | | | (41,032) | | | | (36,376) | | |
| <br><br>Interest expense | | | (2,522) | | | | (2,321) | | |
| Interest income | | | 2,994 | | | | 4,731 | | |
| Other income, net | | | 983 | | | | 4,508 | | |
| <br><br>Loss before provision for income taxes | | | (39,577) | | | | (29,458) | | |
| Provision for income taxes | | | (23) | | | | - | | |
| <br><br>Net loss | | | (39,600) | | | | (29,458) | | |
| Net income attributable to noncontrolling interest | | | 1,816 | | | | 906 | | |
| Net loss attributable to FuelCell Energy, Inc. | | | (41,416) | | | | (30,364) | | |
| Series B preferred stock dividends | | | (800) | | | | (800) | | |
| <br><br>Net loss attributable to common stockholders | | $ | (42,216) | | | $ | (31,164) | | |
| <br><br>Loss per share basic and diluted: | | | | | | | | | |
| Net loss per share attributable to common stockholders | | $ | (2.21) | | | $ | (2.07) | | |
| Basic and diluted weighted average shares outstanding | | | 19,063,628 | | | | 15,018,901 | |
9
FUELCELL ENERGY, INC.
Consolidated Statements of Operations and Comprehensive Loss
(Unaudited)
(Amounts in thousands, except share and per share amounts)
| | | Year Ended<br><br>October 31, | | |||||
|---|---|---|---|---|---|---|---|---|
| | | 2024 | | | 2023 | | ||
| Revenues: | | | | | | | | |
| Product | | $ | 25,675 | | | $ | 19,589 | |
| Service | | | 9,969 | | | | 49,084 | |
| Generation | | | 49,975 | | | | 37,508 | |
| Advanced Technologies | | | 26,513 | | | | 17,213 | |
| Total revenues | | | 112,132 | | | | 123,394 | |
| <br><br>Costs of revenues: | | | | | | | | |
| Product | | | 39,582 | | | | 12,878 | |
| Service | | | 11,098 | | | | 44,953 | |
| Generation | | | 79,861 | | | | 62,913 | |
| Advanced Technologies | | | 17,509 | | | | 13,185 | |
| Total costs of revenues | | | 148,050 | | | | 133,929 | |
| <br><br>Gross loss | | | (35,918) | | | | (10,535) | |
| <br><br>Operating expenses: | | | | | | | | |
| Administrative and selling expenses | | | 64,604 | | | | 64,528 | |
| Research and development expenses | | | 55,404 | | | | 61,021 | |
| Restructuring | | | 2,562 | | | | — | |
| Total costs and expenses | | | 122,570 | | | | 125,549 | |
| <br><br>Loss from operations | | | (158,488) | | | | (136,084) | |
| <br><br>Interest expense | | | (9,690) | | | | (7,247) | |
| Interest income | | | 13,720 | | | | 15,795 | |
| Other (expense) income, net | | | (2,295) | | | | 4,724 | |
| <br><br>Loss before provision for income taxes | | | (156,753) | | | | (107,475) | |
| Provision for income taxes | | | (25) | | | | (581) | |
| <br><br>Net loss | | | (156,778) | | | | (108,056) | |
| Net loss attributable to noncontrolling interest | | | (30,769) | | | | (488) | |
| Net loss attributable to FuelCell Energy, Inc. | | | (126,009) | | | | (107,568) | |
| Series B preferred stock dividends | | | (3,200) | | | | (3,200) | |
| <br><br>Net loss attributable to common stockholders | | $ | (129,209) | | | $ | (110,768) | |
| <br><br>Loss per share basic and diluted: | | | | | | | | |
| Net loss per share attributable to common stockholders | | $ | (7.83) | | | $ | (7.92) | |
| Basic and diluted weighted average shares outstanding | | | 16,505,257 | | | | 13,991,593 | |
10
Appendix
Non-GAAP Financial Measures
Financial results are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Management also uses non-GAAP measures to analyze and make operating decisions on the business. Earnings before interest, taxes, depreciation and amortization (“EBITDA”) and Adjusted EBITDA are non-GAAP measures of operations and operating performance by the Company.
These supplemental non-GAAP measures are provided to assist readers in assessing operating performance. Management believes EBITDA and Adjusted EBITDA are useful in assessing performance and highlighting trends on an overall basis. Management also believes these measures are used by companies in the fuel cell sector and by securities analysts and investors when comparing the results of the Company with those of other companies. EBITDA differs from the most comparable GAAP measure, net loss attributable to the Company, primarily because it does not include finance expense, income taxes and depreciation of property, plant and equipment and project assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation, restructuring charges, non-cash (gain) loss on derivative instruments and other unusual items, which are considered either non-cash or non-recurring.
While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of other companies due to potential differences in the exact method of calculation. The Company’s non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with the Company’s consolidated financial statements prepared in accordance with GAAP.
The following table calculates EBITDA and Adjusted EBITDA and reconciles these figures to the GAAP financial statement measure Net loss.
| Three Months EndedOctober 31, | Year EndedOctober 31, | |||
|---|---|---|---|---|
| (Amounts in thousands) | 2024 | 2023 | 2024 | |
| Net loss | (39,600) | (29,458) | (156,778) | (108,056) |
| Depreciation and amortization ^(1)^ | 8,782 | 6,716 | 36,171 | 25,375 |
| Provision for income taxes | 23 | - | 25 | 581 |
| Other (income) expense, net ^(2)^ | (983) | (4,508) | 2,295 | (4,724) |
| Gain on extinguishment of finance obligations and debt, net^(4)^ | - | - | - | (15,337) |
| Interest income | (2,994) | (4,731) | (13,720) | (15,795) |
| Interest expense | 2,522 | 2,321 | 9,690 | 7,247 |
| EBITDA | (32,250) | (29,660) | (122,317) | (110,709) |
| Stock-based compensation expense | 2,537 | 2,957 | 11,764 | 11,954 |
| Unrealized loss (gain) on natural gas contract derivative assets ^(3)^ | 1,808 | (4,127) | 6,880 | (4,127) |
| Restructuring | 2,562 | - | 2,562 | - |
| Adjusted EBITDA | (25,343) | (30,830) | (101,111) | (102,882) |
All values are in US Dollars.
| (1) | Includes depreciation and amortization on our Generation portfolio of $6.9 million and $28.2 million for the three months and year ended October 31, 2024, respectively, and $5.4 million and $20.3 million for the three months and year ended October 31, 2023, respectively. |
|---|---|
| (2) | Other (income) expense, net includes gains and losses from transactions denominated in foreign currencies, interest rate swap income earned from investments and other items incurred periodically, which are not the result of the Company’s normal business operations. |
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| (3) | The Company recorded a mark-to-market net loss of $1.8 million and $6.9 million for the three months and year ended October 31, 2024, respectively, related to natural gas purchase contracts, and a $4.1 million gain for the three months and year ended October 31, 2023, as a result of net settling certain natural gas |
| --- | --- |
11
| purchases under previous normal purchase normal sale contract designations, which resulted in a change to mark-to-market accounting. These losses are classified as Generation cost of sales. | |
|---|---|
| (4) | The gain on extinguishment of finance obligations and debt, net was $15.3 million for the year ended October 31, 2023 and represents a one-time gain on the payoff of the PNC Energy Capital, LLC finance obligations in conjunction with a project financing facility entered into in May 2023. |
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12
| 19 December 2024<br>Fourth Quarter and<br>Fiscal Year 2024<br>Financial Results & Business Update<br>Exhibit 99.2 | |||
|---|---|---|---|
| © 2024 FuelCell Energy<br>Safe Harbor Statement<br>2<br>This presentation contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 regarding future events<br>or our future financial performance that involve certain contingencies and uncertainties. The forward-looking statements include, without limitation, statements with respect to the<br>anticipated financial results and statements regarding the plans and expectations regarding the continuing development, commercialization and financing of its<br>current and future fuel cell technologies, the expected timing of completion of the ongoing projects, the expected timing of module replacements, the business<br>plans and strategies, the capacity expansion, the capabilities of the products, the implementation, effect, and potential impact of the restructuring<br>plan, the plan to reduce operating costs, and the markets in which the Company expects to operate. Projected and estimated numbers contained herein are not forecasts<br>and may not reflect actual results. These forward-looking statements are not guarantees of future performance, and all forward-looking statements are subject to risks and<br>uncertainties that could cause actual results to differ materially from those projected. Factors that could cause such a difference include, without limitation: general risks associated<br>with product development and manufacturing; general economic conditions; changes in interest rates, which may impact project financing; supply chain disruptions; changes in the<br>utility regulatory environment; changes in the utility industry and the markets for distributed generation, distributed hydrogen, and fuel cell power plants configured for carbon capture<br>or carbon separation; potential volatility of commodity prices that may adversely affect our projects; availability of government subsidies and economic incentives for alternative energy<br>technologies; risks that the restructuring plan will not result in the intended benefits or savings or will result in unanticipated costs, including but not limited to additional<br>charges and/or higher than expected costs, our ability to remain in compliance with U.S. federal and state and foreign government laws and regulations; our ability to maintain<br>compliance with the listing rules of The Nasdaq Stock Market; rapid technological change; competition; the risk that our bid awards will not convert to contracts or that our contracts<br>will not convert to revenue; market acceptance of our products; changes in accounting policies or practices adopted voluntarily or as required by accounting principles generally<br>accepted in the United States; factors affecting our liquidity position and financial condition; government appropriations; the ability of the government and third parties to terminate their<br>development contracts at any time; the ability of the government to exercise - rights with respect to certain of our patents; our ability to successfully market and sell our<br>products internationally; our ability to develop additional commercially viable products; our ability to implement our strategy; our ability to reduce our levelized cost of energy and deliver<br>on our cost reduction strategy generally; our ability to protect our intellectual property; litigation and other proceedings; the risk that commercialization of our new products will not<br>occur when anticipated or, if it does, that we will not have adequate capacity to satisfy demand; our need for and the availability of additional financing; our ability to generate positive<br>cash flow from operations; our ability to service our long-term debt; our ability to increase the output and longevity of our platforms and to meet the performance requirements of our<br>contracts; and our ability to expand our customer base and maintain relationships with our largest customers and strategic business allies, as well as the other risks set forth in the<br>filings with the Securities and Exchange Commission . The forward-looking statements contained herein speak only as of the date of this presentation. The Company<br>expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement contained herein to reflect any change in the<br>expectations or any change in events, conditions or circumstances on which any such statement is based.<br>The Company refers to non-GAAP financial measures in this presentation. The Company believes that this information is useful to understanding its operating results and assessing<br>performance and highlighting trends on an overall basis. Please refer to the earnings release and the appendix to this presentation for further disclosure and reconciliation of<br>non-GAAP financial measures. (As used herein, the term refers to generally accepted accounting principles in the U.S.)<br>The information set forth in this presentation is qualified by reference to, and should be read in conjunction with our earnings release for the fourth quarter and fiscal year ended<br>October 31, 2024, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on December 19, 2024. | |||
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| © 2024 FuelCell Energy<br>FuelCell Energy Snapshot<br>3<br>What we do<br>A global leader in electrochemical technology 1,2<br>Enable a world empowered by clean energy<br>Who we are<br>~500 1969<br>188 3<br>Employees 3<br>Modules in<br>Commercial Operation 4<br>Founded<br>Continents<br>FCEL HQ<br>1 Patents held by FuelCell Energy, Inc., and our subsidiary Versa Power Systems, Inc.<br>2 As of October 31, 2024.<br>3 As of November 30, 2024. As of October 31, 2024, the Company had 584 employees.<br>4 As of October 31, 2024; certain sites have multiple platforms. As an example, our 14 MW Derby, CT project site has five SureSource 3000 platforms<br>containing a total of ten modules.<br>U.S. patents<br>covering our fuel cell<br>technology<br>U.S. patents<br>pending<br>167 375<br>41<br>Patents in other<br>jurisdictions covering our<br>fuel cell technology<br>Patents pending in 116 other jurisdictions<br>Our purpose:<br>Listing:<br>NASDAQ<br>Danbury,<br>Connecticut | |||
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| © 2024 FuelCell Energy<br>Key Messages<br>4<br>2<br>4<br>3<br>1<br>5<br>Global restructuring, working to build a more efficient company,<br>focused on optimizing for revenue generation and future<br>profitability<br>Continued operational progress<br>• Replacement of 6 fuel cell modules for GGE<br>• Ameresco biogas project advancing<br>•<br>acceptance testing and is being prepared for delivery<br>Global power demand remains strong, driven by data centers,<br>AI, cryptocurrency growth, more resilient and reliable grids, and<br>carbon recovery and capture<br>Focused on expanding markets, including Korea, and broader<br>platform applications<br>Strong balance sheet management, disciplined capital<br>allocation and cost control; $318M in total cash and investments as<br>of October 31, 2024<br>Two of the six modules installed at GGE during the<br>fourth quarter in Hwaseong-si, Korea<br>Solid Oxide Electrolysis Platform for delivery to INL | |||
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| © 2024 FuelCell Energy<br>Global Restructuring Plan<br>5<br>(1) As compared with fiscal year 2024<br>Realigning resources toward advancing core technologies<br>• Prioritizing commercially available technologies to reflect changing market opportunities with an updated strategic plan<br>• Continuing to pursue strategies for CO2 recovery for food and beverage and industrial uses, along with differentiated joint carbon capture<br>platform development<br>Offering solutions that can deliver power swiftly to meet the increasing power demand<br>• Expanding manufacturing capabilities for molten carbonate technology to enable distributed power solutions<br>• Adding resources necessary to support growing Korean customer base<br>• Targeting a manufacturing run-rate for fiscal year 2025 at or above the fiscal year 2024 level<br>Focusing on topline revenue growth and future profitability<br>• -than-expected investments in clean energy<br>• Working to reduce total operating costs by ~15% in fiscal year 20251<br>, including lower spending on product development and overhead<br>Reiterating confidence in market potential for solid oxide technology to deliver electrolysis and power generation<br>• Seeking to develop additional partnerships for solid oxide technology to meet expected market demand for multi-megawatt implementations<br>• Expecting to demonstrate our solid oxide electrolyzer at Idaho National Laboratory in early calendar 2025, which will provide important third-party validation of performance data<br>Focusing Core Technologies on Distributed Power Generation, Grid Resiliency, and Data Center Growth | |||
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| © 2024 FuelCell Energy<br>Powerhouse Business Strategy<br>6<br>Our Existing Platform<br>to Support Growth<br>for the Future<br>Significant Market<br>Opportunities<br>• Invest in commercialization<br>• Extend process leadership<br>• Strengthen our team<br>• Expand geographically<br>• Continue product innovations, including<br>carbon capture and carbon recovery<br>• Deepen participation in the developing<br>hydrogen ecosystem<br>• Diversify our revenue streams by delivering<br>products and services that support the<br>global energy transition<br>• Streamline business operations<br>• Optimize the core business<br>• Drive commercial excellence including<br>building our sales pipeline<br>SCALE<br>INNOVATE<br>FOCUS<br>Clean energy growth company built on proven proprietary large-scale distributed energy<br>platforms to meet significant electric generation opportunity | |||
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| © 2024 FuelCell Energy<br>Operational<br>Update<br>7 | |||
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| ©2024 FuelCell Energy<br>Large-Scale Distributed Clean Energy Platforms<br>Positioned for Significant Electric Generation Market<br>8<br>Proven<br>Operating<br>Large-Scale<br>Platforms<br>• 8 operating platforms > 10+ MWs sites > 180 MWs in total<br>• 7+ year average operating age of large-scale projects<br>• Proven delivery of thermal energy for CHP and Absorption<br>Chilling<br>• Platforms supporting mission critical manufacturing operations<br>• Provide grid resiliency, reliability, and redundancy<br>• Support improved air quality and reduced emissions<br>GGE 58.8 7 ✓<br>CGNP 25 7 ✓<br>KOSPO 20 7 ✓<br>Noeul Green Energy 20 7 -<br>SK&E 17.5 7 ✓<br>Bridgeport Fuel Cell Park 15 10 -<br>Derby 14 2 -<br>Korea Western Power 10 7 ✓<br>Leading Position<br>in Fuel Cell<br>Microgrid and<br>Absorption<br>Chilling<br>5 projects installed into microgrids, providing reliable<br>baseload power to the grid and islanding into a microgrid to<br>support critical resources during outages<br>Contracted by the U.S. Navy to provide microgrid support for<br>a nuclear submarine base<br>Supporting a community to ensure critical delivery of essential<br>services during a grid outage<br>Integration with<br>Other Generation<br>Assets<br>• Bridgeport 15 MWs integrated with reciprocating engine that uses steam from our fuel cell platform to drive<br>the turbine<br>• Battery Energy Storage | Gas Turbines | Diesel Gensets | Solar and Wind<br>Microgrids and Absorption Chilling<br>Platform MWs<br>Years<br>Operating<br>Pfizer 5.6 7 ✓<br>Navy SUBASE 7.4 3 ✓<br>Town of Woodbridge 2.8 7 ✓<br>University of Bridgeport 1.4 7 ✓<br>Santa Rita Jail 1.4 10 ✓<br>Microgrid<br>or Chilling<br>Key Attributes<br>2<br>3<br>1<br>Longest Running Double Digit MW Fuel Cell Platforms<br>MWs<br>Years Microgrid<br>Platform Operating or CHP |
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| © 2024 FuelCell Energy 9<br>Despite regulatory efforts, interconnection<br>queues are growing1<br>:<br>• 2,600+ GW currently in queue in 2024<br>• 8x increase in queue from 2014<br>• 2x total installed capacity of 1,280 GW in US<br>Strains on the Grid Need for Distributed Power<br>Average interconnection queue times are increasing<br>1 Data via www.interconnection.fyi<br>Data Center Hubs<br>71 months<br>68 months<br>51 months<br>49 months<br>45 months<br>41 months<br>38 months<br>As of April 23, 2024.<br>Active queues only.<br>Source: Public company<br>reports.<br>© 2024 S&P Global.<br>Region<br>SPP<br>NYISO<br>CAISO, West<br>ERCOT, Southeast<br>ISO - NE<br>MISO<br>PJM<br>Duration | |||
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| © 2024 FuelCell Energy<br>Development and Operational Updates<br>10<br>Generation and Service Execution<br>• Generation portfolio and service activity<br>provides line-of-site to expectation of<br>increased revenue in fiscal 2025<br>• GGE service contract added to backlog:<br>• ~$34 million over 7 years<br>Product Deployment<br>US<br>• Biogas project with Ameresco for<br>Sacramento Sanitation nearing completion<br>Korea<br>• 6 modules delivered and installed at GGE<br>• 36 remaining modules to be manufactured<br>and delivered to GGE in 2025 and 2026<br>Product Development<br>✓ Carbon capture: Module production<br>for the carbon capture and storage<br>project at the Port of Rotterdam is<br>advancing; expected to ship mid-2025<br>✓ Carbon recovery: Construction<br>completed and commissioning<br>ongoing for carbon recovery plant<br>✓ Electolyzer: first at-scale electrolyzer<br>unit ready to be shipped to Idaho<br>National Laboratory<br>2022 2024<br>62.8 MW<br>36.3 MW<br>Generation portfolio up 73% from 2022<br>Generation Fleet Size<br>(as of October 31)<br>Carbon Recovery demonstration located in Torrington, CT Carbon Capture module in Torrington, CT<br>being prepared for shipment to Rotterdam | |||
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| © 2024 FuelCell Energy<br>Financial<br>Update<br>11 | |||
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| © 2024 FuelCell Energy<br>Q4 Fiscal 2024 Financial Performance<br>12<br>(1) Reconciliation of Adjusted EBITDA to most directly comparable GAAP financial measure is included in the appendix<br>(2) Historic per share information has been adjusted retroactively to reflect the reverse stock split implemented on November 8, 2024<br>(3) The $318.0M balance is comprised of $148.1M of Unrestricted Cash and Cash Equivalents, $109.1 of Short-Term investments, and $60.8M of restricted cash and cash equivalents<br>Total cash and short-term investment position<br>(includes restricted cash) 3 $318.0M as of October 31, 2024<br>(Amounts in millions, except per share amounts) Q4 2024 Q4 2023 FY 2024 FY 2023<br>Total revenue $49.3 $22.5 $112.1 $123.4<br>Net loss $(39.6) $(29.5) $(156.8) $(108.1)<br>Net loss per share attributable to common<br>stockholders (2) $(2.21) $(2.07) $(7.83) $(7.92)<br>Adjusted EBITDA1 $(25.3) $(30.8) $(101.1) $(102.9) | |||
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| © 2024 FuelCell Energy<br>Q4 Fiscal 2024 Financial Performance and Backlog<br>13<br>$0.14 $0.17<br>$0.87 $0.84<br>$0.02 $0.04<br>$0.11<br>Q4 2023 Q4 2024<br>Service Generation Adv. Tech. Product<br>$1.16<br>$1.03<br>Revenue Breakdown ($M)<br>Q4 2024 Total Revenue: $49.3 million<br>Gross Loss and Operating Expenses ($M)<br>$(1.5)<br>$(10.9)<br>$(34.9)<br>$(30.1)<br>Q4 2023 Q4 2024<br>Backlog as of 10/31/2024 ($B)<br>11% 52%<br>24%<br>13%<br>Product<br>Service<br>Generation<br>Advanced Technologies<br>$6.4<br>$5.6 $25.4<br>$12.0<br>Gross Loss Operating Expenses | |||
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| © 2024 FuelCell Energy<br>Cash and Liquidity<br>14<br>Our liquidity position has enabled us to execute on our strategic initiatives<br>through investment in manufacturing and R&D<br>• $318.0M in total cash (including restricted cash and equivalents) and short-term<br>investments as of October 31, 2024<br>• Sale of ~1.9 million shares of common stock during the 4th quarter resulted in net<br>proceeds of ~$20.8 million<br>Focused on cash management including significant reductions in operating<br>costs<br>Pursuing financing to support commercial activities which includes deployment<br>of modules for the Korea repowering opportunity including GGE<br>• Received net loan proceeds of ~$9.2M from the Export-Import Bank of the<br>United States (EXIM)<br>Liquidity to fund projects in development and commercialization activities<br>250.0<br>148.1 159.3 148.1<br>103.8<br>109.1 107.8 109.1<br>49.6<br>60.8 58.8 60.8<br>10/31/23 10/31/24 7/31/24 10/31/24<br>Cash and Equivalents & Short-Term<br>Treasury Securities ($M)<br>Restricted Short-term<br>Investments in<br>U.S. Treasury<br>Securities<br>Unrestricted<br>$403.3<br>$318.0 $318.0<br>Year-over-Year Sequential Quarters<br>$326.0 | |||
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| © 2024 FuelCell Energy<br>FY25 Investment Targets<br>15<br>$6.4<br>$21.1<br>$39.3<br>$47.7<br>$20-$25<br>FY2021 FY2022 FY2023 FY2024 FY2025E<br>$11.3<br>$34.5<br>$61.0 $55.4<br>$40-$45<br>FY2021 FY2022 FY2023 FY2024 FY2025E<br>Capital Expenditures<br>Expand manufacturing capacity<br>Target Range: $20M to $25M<br>• Calgary, Canada<br>• Continued solid oxide production capacity expansion<br>• Torrington, CT<br>• Completion of carbon recovery test unit<br>R&D Expenditures<br>Accelerate Commercialization of Advanced Technologies Solutions<br>Target Range: $40M to $45M<br>• Continued improvement of fuel cell stack design and life<br>• Enhance our solid oxide module design to enhance our ability to compete for large-scale<br>infrastructure projects<br>• Advancing commercial demonstrations of carbon capture and carbon recovery platforms | |||
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| © 2024 FuelCell Energy<br>Thank you<br>16 | |||
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| © 2024 FuelCell Energy<br>Appendix<br>17 | |||
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| © 2024 FuelCell Energy<br>GAAP to Non-GAAP Reconciliation<br>18<br>1) Includes depreciation and amortization on our Generation portfolio of $6.9 million and $28.2 million for the three months and year ended October 31, 2024, respectively, and $5.4 million and $20.3 million for the three months and year ended October 31, 2023, respectively. Other (income)<br>expense, net includes gains and losses from transactions denominated in foreign currencies, interest rate swap income earned from investments and other items incurred periodically, which are not the result of the normal business operations.<br>2) Other (income) expense, net includes gains and losses from transactions denominated in foreign currencies, interest rate swap income earned from investments and other items incurred periodically, which are not the result of the normal business operations.<br>3) The Company recorded a mark-to-market net loss of $1.8 million and $6.9 million for the three months and year ended October 31, 2024, respectively, related to natural gas purchase contracts, and $4.1 million for the three months and year ended October 31, 2023, as a result of net<br>settling certain natural gas purchases under previous normal purchase normal sale contract designations, which resulted in a change to mark-to-market accounting. These losses are classified as Generation cost of sales.<br>4) The gain on extinguishment of finance obligations and debt, net was $15.3 million for the year ended October 31, 2023 and represents a one-time gain on the payoff of the PNC finance obligations in conjunction with a new project financing facility entered into in May 2023.<br>The following table calculates EBITDA and Adjusted EBITDA and reconciles these figures to the GAAP financial statement<br>measure Net loss<br>Financial results are presented in accordance with accounting principles generally accepted in the United States . Management also uses non-GAAP measures to analyze and make operating decisions on the business. Earnings before interest, taxes, depreciation and<br>amortization and Adjusted EBITDA are non-GAAP measures of operations and operating performance by the Company.<br>These supplemental non-GAAP measures are provided to assist readers in assessing operating performance. Management believes EBITDA and Adjusted EBITDA are useful in assessing performance and highlighting trends on an overall basis. Management also believes these measures<br>are used by companies in the fuel cell sector and by securities analysts and investors when comparing the results of the Company with those of other companies. EBITDA differs from the most comparable GAAP measure, net loss attributable to the Company, primarily because it does<br>not include finance expense, income taxes and depreciation of property, plant and equipment and project assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation, restructuring charges, non-cash (gain) loss on derivative instruments and other unusual items, which are<br>considered either non-cash or non-recurring.<br>While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to<br>similarly titled measures of other companies due to potential differences in the exact method of calculation. The non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in<br>conjunction with the consolidated financial statements prepared in accordance with GAAP.<br>Three Months Ended October 31, Year Ended October 31,<br>(Amounts in thousands) 2024 2023 2024 2023<br>Net loss $ (39,600) $ (29,458) $ (156,778) $ (108,056)<br>Depreciation and amortization (1) 8,782 6,716 36,171 25,375<br>Provision for income taxes 23 - 25 581<br>Other (income) expense, net (2) (983) (4,508) 2,295 (4,724)<br>Gain on extinguishment of finance obligations and debt, net(4) - - - (15,337)<br>Interest income (2,994) (4,731) (13,720) (15,795)<br>Interest expense 2,522 2,321 9,690 7,247<br>EBITDA $ (32,250) $ (29,660) $ (122,317) $ (110,709)<br>Stock-based compensation expense 2,537 2,957 11,764 11,954<br>Unrealized loss (gain) on natural gas contract derivative assets (3) 1,808 (4,127) 6,880 (4,127)<br>Restructuring 2,562 - 2,562 -<br>Adjusted EBITDA $ (25,343) $ (30,830) $ (101,111) $ (102,882) | |||
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| © 2024 FuelCell Energy<br>Service Business Profile for Module Replacement<br>19<br>Completed a multi-year fleet<br>upgrade<br>• Replaced ~30 MW of modules<br>over the past 3 years in our<br>service business<br>Have entered a lighter<br>module replacement cycle<br>based on deployment of<br>longer stack life modules<br>Additional opportunities for<br>LTSAs exist in Korea with<br>current Korea Fuel Cell<br>customers<br>Note: Quarters shown are fiscal quarters for fiscal years ending October 31st<br>* The planned replacement will involve installing a used module from inventory<br>Projects with LTSA Size of<br>Plant (MW)<br>Module<br>Restack<br>Quantity<br>Est. Date of Next<br>Module Restack<br>Pepperidge Farm - 1 1.4* 1 Q2-2025<br>United Illuminating - New Haven 2.8 2 Q2-2025<br>City of Tulare 2.8 2 Q3-2026<br>United Illuminating - Seaside 2.8 2 Q4-2026<br>United Illuminating - Glastonbury 2.8 2 Q4-2027<br>E.ON - Friatec 1.4 1 Q4-2027<br>E.ON - Radisson 0.4 1 Q1-2028<br>Pepperidge Farm - 2 1.4 1 Q3-2028<br>KOSPO 2.5 2 Q3-2028<br>University of Bridgeport 1.4 1 Q3-2028<br>KOSPO 2.5 2 Q3-2029<br>United Illuminating - Woodbridge 2.2 2 Q1-2030<br>KOSPO 2.5 2 Q1-2030<br>KOSPO 10 4 Q2-2030<br>Trinity College 1.4 1 Q3-2030<br>KOSPO 2.5 2 Q3-2030<br>Noeul Green Energy 20 16 Q4-2030<br>Total under LTSA 60.8 45 | |||
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| © 2024 FuelCell Energy<br>FuelCell Energy Operating Portfolio Overview<br>20<br>Generation Operating Portfolio as of October 31, 2024<br>Riverside Regional Water Quality Control Plant<br>Pfizer, Inc.<br>Santa Rita Jail<br>Bridgeport Fuel Cell Project<br>Tulare BioMAT<br>San Bernardino<br>LIPA Yaphank Project<br>Groton Project<br>Toyota<br>Derby - CT RFP-2<br>Derby (SCEF)<br>CCSU (CT University)<br>City of Riverside (CA Municipality)<br>Pfizer, Inc.<br>Alameda County, California<br>Connecticut Light and Power (CT Utility)<br>Southern California Edison (CA Utility)<br>San Bernardino Municipal Water Dept.<br>PSEG/LIPA, LI NY (Utility)<br>CMEEC (CT Electric Co-op)<br>Southern California Edison, Toyota<br>Eversource/United Illuminating (CT Utilities)<br>Eversource/United Illuminating (CT Utilities)<br>New Britain, CT<br>Riverside, CA<br>Groton, CT<br>Dublin, CA<br>Bridgeport, CT<br>Tulare, CA<br>San Bernardino, CA<br>Long Island, NY<br>Groton, CT<br>Los Angeles, CA<br>Derby, CT<br>Derby, CT<br>1.4<br>1.4<br>5.6<br>1.4<br>14.9<br>2.8<br>1.4<br>7.4<br>7.4<br>2.3<br>14.0<br>2.8<br>15<br>20<br>20<br>20<br>15<br>20<br>20<br>18<br>20<br>20<br>20<br>20<br>62.8<br>1 ct to the<br>Groton Project which did not achieve its design rated output of 7.4 MW until December 2023<br>2 Quarters for Actual Commercial Operation Date refer to FuelCell Energy fiscal quarters<br>Project Name Power Off-Taker Location Rated Capacity(1)<br>(MW)<br>Actual Commercial<br>Operation Date (2)<br>PPA Term<br>(Years)<br>Total MW Operating | |||
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