8-K
T1 Energy Inc. (TE)
UNITED STATESSECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 15, 2025
T1 Energy Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 333-274434 | 93-3205861 |
|---|---|---|
| (State or other jurisdiction <br><br>of incorporation) | (Commission File Number) | (IRS Employer <br><br>Identification No.) |
1211 E 4th St.
Austin, Texas 78702
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code:
409-599-5706
(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) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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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, $0.01 par value | TE | The New York Stock Exchange |
| Warrants, each whole warrant exercisable for one Common Stock at an exercise price for $11.50 per share | TE WS | The New York Stock Exchange |
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 May 15, 2025, T1 Energy Inc., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the first quarter ended March 31, 2025.
The information set forth under Item 9.01 of this Current Report on Form 8-K is incorporated herein by reference.
The information in this Item 2.02, including the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 7.01. Regulation FD Disclosure.
The Company is also furnishing a First Quarter 2025 Earnings Call presentation, dated May 15, 2025 (the “Presentation”), attached as Exhibit 99.2 to this Current Report on Form 8-K, which may be referred to on the Company’s first quarter 2025 conference call to be held on May 15, 2025. The Presentation will also be available on the Company’s website at https://www.t1energy.com.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated May 15, 2025, reporting T1 Energy Inc.’s financial results for the first quarter ended March 31, 2025. |
| 99.2 | First Quarter 2025 Earnings Call presentation. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
1
SIGNATURE
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.
| T1 ENERGY INC. | ||
|---|---|---|
| By: | /s/ Joseph Evan Calio | |
| Name: | Joseph Evan Calio | |
| Title: | Chief Financial Officer |
Dated: May 15, 2025
2
Exhibit 99.1
T1 Energy Reports First Quarter 2025 Results
Austin, TX and New York, NY, May,15, 2025 T1 Energy Inc. (NYSE: TE) (“T1,” “T1 Energy,” or the “Company”) reported financial and operating results for the first quarter 2025 today.
Headlines
| § | T1 has signed 253 MW 2025 sales agreement with U.S. utility-scale developer. This sales agreement, which is the first new customer<br>commitment the Company has signed as T1 Energy, underscores T1’s commercial appeal to U.S. developer customers. With this sales<br>agreement, T1 has now secured 1.75 GW of 2025 customer module sales and offtake commitments for G1 Dallas. |
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| § | Reducing 2025 guidance, maintaining integrated G1/G2 guidance. T1 is lowering its 2025 full-year EBITDA guidance to $25 - $50<br>million from a prior range of $75 - $125 million based on a reduced production forecast of 2.6 – 3.0 GW from a prior expectation<br>of 3.4 GW. The reduction in 2025 guidance reflects T1’s assumption of limited to no merchant sales from G1 Dallas during 2025 due<br>to near-term trade policy uncertainties that are obscuring Bill of Materials cost visibility and creating a temporary lull in bidding<br>activity, the elective conversion of three production lines from PERC to TOPCon technology, and a potential 800 MW inventory build. At<br>the low-end of the updated EBITDA guidance range, T1 expects to exit 2025 with a cash and liquidity position of more than $100 million<br>after approximately $70 million of cash debt service. There are no changes to T1’s projected $650 - $700 million annual run-rate<br>EBITDA estimate based on optimized production at G1 Dallas and G2 Austin. |
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| § | G1 Dallas revenues and production continue to ramp. Following the full handover of G1 Dallas to T1’s operating team in<br>April, the Company’s U.S. module manufacturing facility has continued to ramp sales and production volumes. During Q1 2025, T1 generated<br>$64.6 million of revenue from G1 Dallas exclusively associated with deliveries under the Trina offtake contract. During Q2 2025, deliveries<br>under the RWE offtake contract have commenced. As of May 11^th^, T1 had produced 690 MW of modules from G1. |
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| § | T1 has entered into a Heads of Agreement with a partner aligned with the Kingdom of Saudi Arabia to explore a potential investmentin G2 Austin. T1 announced this morning that the Company has entered into a non-binding agreement to pursue an investment in the Company’s<br>planned G2 Austin U.S. solar cell manufacturing facility. The agreement was signed at a ceremony in Riyadh this week hosted by the Saudi<br>Ministry of Investment to commemorate the U.S. administration’s ‘America First’ program and the Kingdom’s commitment<br>to investing in critical U.S. energy infrastructure projects. |
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“T1’s rapid corporate transformation gained momentum during and following the first quarter,” said Daniel Barcelo, T1’s Chief Executive Officer and Chairman of the Board. “Although potential changes to trade policy are creating near-term uncertainties in the merchant sales market for T1 and our developer customers, we are well positioned to manage this sales environment with 1.7 GW of 2025 contracted module offtake coverage, a robust cash and liquidity position, and the continued production and sales ramp up at G1 Dallas. In addition, our plans to establish a vertically integrated U.S. solar value chain, coupled with our domestic content strategy, are generating meaningful interest from customers, prospective capital providers, and industrial partners. As we sprint forward with our key strategic initiatives, we will continue to prioritize value generating opportunities that enhance T1’s competitive position as an emerging leader in the U.S. solar and storage markets.”
| T1 Energy Inc. | News Release |
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Highlights of First Quarter 2025 and Subsequent Events
| § | G1 Dallas fully operational following term conversion of construction loan. On April 30^th^, T1 achieved term conversion<br>of the G1 Dallas construction loan to a $235 million term loan in line with the previously communicated timeline. The conversion of the<br>loan was conditioned upon third-party verification that construction, commissioning, and testing of all G1 Dallas production line equipment<br>was complete. All production lines have been handed over to T1’s operations team. |
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| § | Key additions strengthen T1’s leadership team. On April 28^th^, T1 announced the additions of Andy Munro as<br>Chief Legal Officer and Russell Gold as Executive Vice President of Strategic Communications. Mr. Munro and Mr. Gold bring deep solar<br>energy legal and communications experience to T1’s mission to create a vertically integrated, solar plus storage manufacturing and<br>technology leader in the United States. |
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| § | U.S. tariffs align with T1’s strategy to establish an integrated U.S. solar value chain based on high domestic content. On April 4th, T1 published a communication highlighting the potential long-term benefits to T1<br> from its domestic vertical integration strategy. Although solar industrial and tariff policy uncertainty are creating some near-term<br> headwinds for T1 and utility-scale developers, T1 believes that it is positioned to benefit from public policies that promote U.S.<br> manufacturing, technology transfer, and job creation. |
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Business Outlook and Guidance
| § | Reducing 2025 guidance, maintaining integrated G1/G2 guidance. T1 is lowering its 2025 full-year EBITDA guidance to $25 - $50<br>million from a prior range of $75 - $125 million based on a reduced production forecast of 2.6 – 3.0 GW from a prior expectation<br>of 3.4 GW. The reduction in 2025 guidance reflects T1’s assumption of limited to no merchant sales from G1 Dallas during 2025 due<br>to near-term trade policy uncertainties that are obscuring Bill of Materials cost visibility and creating a temporary lull in bidding<br>activity; the elective conversion of three production lines from PERC to TOPCon technology; and a potential 800 MW inventory build. There<br>are no changes to T1’s projected $650 - $700 million annual run-rate EBITDA estimate based on optimized production at G1 Dallas<br>and G2 Austin. | |
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| § | Strong liquidity outlook despite reductions to 2025 to EBITDA guidance. At the low-end of T1’s updated 2025 EBITDA guidance<br>range, the Company expects to exit 2025 with a cash and liquidity position of more than $100 million after approximately $70 million of<br>cash debt service. T1’s significant liquidity position is supported by 1.5 GW of high-margin customer offtake contracts, the anticipated<br>start of Section 45X Production Tax Credit (“PTC”) monetizations in Q2 or Q3 2025, and the expected roll off of $20 million<br>of legacy annual General & Administrative expenses by 2026 associated with the wind down of T1’s legacy European business. | |
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| § | T1 is advancing financing processes for G2 Austin. T1 initiated several capital formation initiatives in parallel during the<br>first quarter to pursue funding for the Company’s planned G2 Austin U.S. solar cell facility. The Company is currently advancing<br>a project financing with its consortium of commercial lenders, the monetization of Section 45X PTCs, and possible mezzanine financing<br>options to complement expected customer offtake deposits to reserve G2 capacity. | |
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| § | Update on European Portfolio Optimization. The Company continues to make progress with the wind down of legacy European operations<br>and the European Portfolio Optimization initiative. As personnel-related expenses roll off T1’s P&L, cost savings from the wind<br>down should accelerate later in 2025, representing a projected $20 million of General & Administrative costs that will not recur in<br>2026. T1’s Board of Directors is concurrently overseeing the process of potentially harvesting value from legacy European assets,<br>including Giga Arctic, the Customer Qualification Plant, and the Giga Vasa project. Securing access to additional power for these assets<br>is expected to be a key value driver, and T1 will provide additional updates as the process develops. | |
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| T1 Energy Inc. | 2 | News Release |
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Q1 2025 Results Overview
| § | T1 Energy reported a net loss attributable to common stockholders for the first quarter 2025 of $17.1 million, or $0.11 per diluted<br>share compared to a net loss of $28.5 million, or $0.20 per diluted share for the first quarter of 2024. Net loss from continuing operations<br>was $4.1 million, or $0.03 per diluted share for the first quarter of 2025 compared to $11.3 million or $0.08 per diluted share for the<br>first quarter of 2024. Net loss from discontinued operations was $12.1 million or $0.08 per diluted share for the first quarter of 2025<br>compared to $17.4 million or $0.12 per diluted share for the first quarter of 2024. |
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| § | As of March 31, 2025, T1 had cash, cash equivalents, and restricted cash of $51.1 million. |
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Presentation of First Quarter 2025 Results
A presentation will be held today, May, 15, 2025, at 8:00 am Eastern Daylight Time to discuss financial and operating results for the first quarter. The results and presentation material will be available for download at https://ir.t1energy.com/.
To access the conference call, listeners should proceed as follows:
| 1. | Click on the call link and<br>complete the online registration form. |
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| 2. | Upon registering, you will receive dial-in information and a unique PIN to join the call as well as an email confirmation with details. |
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| 3. | Select a method for joining the call: |
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| a. | Dial in: A dial in number and unique PIN are displayed to connect directly by phone. |
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| b. | Call Me: Enter your phone number and a click “Call Me” for an immediate callback from the system. The call will<br>come from a U.S. number. |
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The call will also be available by clicking the webcast link.
About T1 Energy
T1 Energy Inc. (NYSE: TE) is an energy solutions provider building an integrated U.S. supply chain for solar and batteries. In December 2024, T1 completed a transformative transaction, positioning the Company as one of the leading solar manufacturing companies in the United States, with a complementary solar and battery storage strategy. Based in the United States with plans to expand its operations in America, the Company is also exploring value optimization opportunities across its portfolio of assets in Europe.
To learn more about T1, please visit www.T1energy.com and follow us on social media.
Investor contact:
Jeffrey Spittel
EVP, Investor Relations and Corporate Development
jeffrey.spittel@T1energy.com
Tel: +1 409 599-5706
Media contact:
Russell Gold
EVP, Strategic Communications
russell.gold@T1energy.com
Tel: +1 214 616-9715
| T1 Energy Inc. | 3 | News Release |
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Cautionary Statement Concerning Forward-Looking Statements:
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation with respect to: the Company’s commercial appeal to U.S. developer customers; the Company’s financial, production and operational guidance; the existence of trade policy uncertainties and lack of cost visibility; the Company’s inventory build resulting from production at G1; the Company’s projected cash and liquidity position; the ability of the Company to ramp sales and production volumes at G1; the speed and success of the Company’s corporate transformation; the Company’s ability to manage the current sales environment; the Company’s plans to establish a vertically integrated U.S. solar value chain, coupled with its domestic content strategy; interest from the Company’s customers, prospective capital providers and industrial partners; the prioritization of value generating opportunities that enhance the Company’s competitive position as an emerging leader in the U.S. solar and storage markets; the potential for an investment in the Company’s planned G2 Austin U.S. solar cell manufacturing facility by a partner aligned with the Kingdom of Saudi Arabia; the Company’s potential long-term benefits of tariffs and other public policies that promote U.S. manufacturing, technology transfer, and job creation; the elective conversion of three production lines from PERC to TOPCon technology; the anticipated start of Section 45X Production Tax Credit (“PTC”) monetizations in Q2 or Q3 2025; the expected roll off of $20 million of legacy annual General & Administrative expenses by 2026 associated with the wind down of T1’s legacy European business; and the Company’s goals and projections for securing project financing at G2; These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual future events, results, or achievements to be materially different from the Company’s expectations and projections expressed or implied by the forward-looking statements. Important factors include, but are not limited to, those discussed under the caption “Risk Factors” in (i) T1’s annual report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2025, as amended and supplemented by Amendment No. 1 on Form 10-K/A filed with the SEC on April 30, 2025, (ii) T1’s post-effective amendment no. 1 to the Registration Statement on Form S-3 filed with the SEC on January 4, 2024, and (iii) T1’s Registration Statement on Form S-4 filed with the SEC on September 8, 2023 and subsequent amendments thereto filed on October 13, 2023, October 19, 2023 and October 31, 2023. All of the above referenced filings are available on the SEC’s website at www.sec.gov. Forward-looking statements speak only as of the date of this press release and are based on information available to the Company as of the date of this press release, and the Company assumes no obligation to update such forward-looking statements, all of which are expressly qualified by the statements in this section, whether as a result of new information, future events or otherwise, except as required by law.
T1 intends to use its website as a channel of distribution to disclose information which may be of interest or material to investors and to communicate with investors and the public. Such disclosures will be included on T1’s website in the ‘Investor Relations’ section. T1, and its CEO and Chairman of the Board, Daniel Barcelo, also intend to use certain social media channels, including, but not limited to, X, LinkedIn and Instagram, as means of communicating with the public and investors about T1, its progress, products, and other matters. While not all the information that T1 or Daniel Barcelo post to their respective digital platforms may be deemed to be of a material nature, some information may be. As a result, T1 encourages investors and others interested to review the information that it and Daniel Barcelo posts and to monitor such portions of T1’s website and social media channels on a regular basis, in addition to following T1’s press releases, SEC filings, and public conference calls and webcasts. The contents of T1’s website and its and Daniel Barcelo’s social media channels shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
| T1 Energy Inc. | 4 | News Release |
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T1 ENERGY INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited)
| December 31, 2024 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Current assets: | |||||
| Cash and cash equivalents | 48,881 | $ | 72,641 | ||
| Restricted cash | 2,210 | 4,004 | |||
| Accounts receivable trade, net - related parties | 18,005 | — | |||
| Government grants receivable, net | 14,080 | 687 | |||
| Inventory | 333,032 | 274,549 | |||
| Advances to suppliers | 164,248 | 164,811 | |||
| Other current assets | 7,908 | 1,569 | |||
| Current assets of discontinued operations | 38,312 | 64,909 | |||
| Total current assets | 626,676 | 583,170 | |||
| Property and equipment, net | 310,246 | 285,187 | |||
| Goodwill | 74,527 | 74,527 | |||
| Intangible assets, net | 270,686 | 281,881 | |||
| Right-of-use asset under operating leases | 149,570 | 111,081 | |||
| Total assets | 1,431,705 | $ | 1,335,846 | ||
| LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | |||||
| Current liabilities: | |||||
| Accounts payable | 108,532 | $ | 61,708 | ||
| Accrued liabilities and other | 76,845 | 91,346 | |||
| Deferred revenue | 61,525 | 48,155 | |||
| Derivative liabilities | 1,556 | 14,905 | |||
| Current portion of long-term debt | 56,492 | 42,867 | |||
| Current portion of long-term debt - related party | 59,000 | 51,500 | |||
| Payables to related parties | 88,947 | 52,534 | |||
| Current liabilities of discontinued operations | 40,204 | 51,009 | |||
| Total current liabilities | 493,101 | 414,024 | |||
| Long-term deferred revenue | 30,000 | 32,000 | |||
| Convertible note - related party | 82,083 | 80,698 | |||
| Operating lease liability | 139,921 | 101,787 | |||
| Long-term debt | 170,753 | 188,316 | |||
| Long-term debt - related party | 234,829 | 238,896 | |||
| Deferred tax liability | 20,232 | 21,227 | |||
| Other long-term liabilities | 9,581 | 21,761 | |||
| Total liabilities | 1,180,500 | 1,098,709 | |||
| Commitments and contingencies | |||||
| Redeemable preferred stock | |||||
| Convertible series A preferred stock, 0.01 par value, 5,000 issued and outstanding as of both March 31, 2025 and December 31, 2024 (includes accrued dividends and accretion of 978 and 87 as of March 31, 2025 and December 31, 2024, respectively) | 49,266 | 48,375 | |||
| Stockholders’ equity: | |||||
| Common stock, 0.01 par value, 155,938 issued and outstanding as of March 31, 2025 and 155,928 issued and outstanding as of December 31, 2024 | 1,559 | 1,559 | |||
| Additional paid-in capital | 974,767 | 971,416 | |||
| Accumulated other comprehensive loss | (32,910 | ) | (58,975 | ) | |
| Accumulated deficit | (741,477 | ) | (725,238 | ) | |
| Total equity | 201,939 | 188,762 | |||
| Total liabilities, redeemable preferred stock, and equity | 1,431,705 | $ | 1,335,846 |
All values are in US Dollars.
| T1 Energy Inc. | 5 | News Release |
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T1 ENERGY INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSAND COMPREHENSIVE INCOME (LOSS)
(In thousands, except per share amounts)
(Unaudited)
| Three months ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net sales - related parties | $ | 64,647 | $ | — | ||
| Cost of sales | 35,671 | — | ||||
| Gross profit | 28,976 | — | ||||
| Selling, general and administrative | 52,587 | 15,004 | ||||
| Loss from continuing operations | (23,611 | ) | (15,004 | ) | ||
| Other income (expense): | ||||||
| Warrant liability fair value adjustment | 1,567 | 146 | ||||
| Derivative liabilities fair value adjustment | 25,229 | — | ||||
| Interest (expense) income, net | (9,853 | ) | 1,405 | |||
| Foreign currency transaction (loss) gain | (14 | ) | 554 | |||
| Other income, net | 34 | 1,594 | ||||
| Total other income | 16,963 | 3,699 | ||||
| Loss from continuing operations before income taxes | (6,648 | ) | (11,305 | ) | ||
| Income tax benefit | 2,513 | — | ||||
| Net loss from continuing operations | (4,135 | ) | (11,305 | ) | ||
| Net loss from discontinued operations, net of tax | (12,104 | ) | (17,385 | ) | ||
| Net loss | (16,239 | ) | (28,690 | ) | ||
| Net loss attributable to non-controlling interests | — | 147 | ||||
| Preferred dividends and accretion | (891 | ) | — | |||
| Net loss attributable to common stockholders | $ | (17,130 | ) | $ | (28,543 | ) |
| Weighted average shares of common stock outstanding - basic and diluted | 155,933 | 139,705 | ||||
| Net loss per share from continuing operations - basic and diluted | $ | (0.03 | ) | $ | (0.08 | ) |
| Net loss per share from discontinued operations - basic and diluted | $ | (0.08 | ) | $ | (0.12 | ) |
| Net loss per share attributable to common stockholders - basic and diluted | $ | (0.11 | ) | $ | (0.20 | ) |
| Other comprehensive income (loss): | ||||||
| Net loss | $ | (16,239 | ) | $ | (28,690 | ) |
| Foreign currency translation adjustments | 26,065 | (26,044 | ) | |||
| Total comprehensive income (loss) | 9,826 | (54,734 | ) | |||
| Comprehensive loss attributable to non-controlling interests | — | 147 | ||||
| Preferred dividends and accretion | (891 | ) | — | |||
| Comprehensive income (loss) attributable to common stockholders | $ | 8,935 | $ | (54,587 | ) | |
| T1 Energy Inc. | 6 | News Release | ||||
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T1 ENERGY INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| Three months ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Cash flows from operating activities: | ||||||
| Net loss | $ | (16,239 | ) | $ | (28,690 | ) |
| Adjustments to reconcile net loss to cash used in operating activities: | ||||||
| Share-based compensation expense | 3,939 | 3,551 | ||||
| Depreciation and amortization | 14,678 | 2,211 | ||||
| Change in fair value of derivative liabilities | (25,229 | ) | — | |||
| Gain on sale of property and equipment | (5,675 | ) | — | |||
| Accretion of discount on long-term debt | 4,640 | — | ||||
| Reduction in the carrying amount of right-of-use assets | 1,689 | 277 | ||||
| Warrant liability fair value adjustment | (1,567 | ) | (146 | ) | ||
| Deferred income taxes | (995 | ) | — | |||
| Share of net loss of equity method investee | 425 | 156 | ||||
| Foreign currency transaction net unrealized gain | 251 | (1,359 | ) | |||
| Other | 1,311 | — | ||||
| Changes in assets and liabilities: | ||||||
| Inventory | (58,483 | ) | — | |||
| Advances to suppliers and other current assets | (358 | ) | 2,852 | |||
| Trade accounts receivable | (18,005 | ) | — | |||
| Government grants receivable | (13,393 | ) | — | |||
| Accounts payable, accrued liabilities and other | 56,827 | 4,930 | ||||
| Deferred revenue | 11,370 | — | ||||
| Net cash used in operating activities | (44,814 | ) | (16,218 | ) | ||
| Cash flows from investing activities: | ||||||
| Proceeds from the return of property and equipment deposits | 1,202 | 19,021 | ||||
| Purchases of property and equipment | (29,141 | ) | (21,455 | ) | ||
| Proceeds from the sale of property and equipment | 50,000 | — | ||||
| Net cash provided by (used in) investing activities | 22,061 | (2,434 | ) | |||
| Cash flows from financing activities: | ||||||
| Debt fees paid | (3,760 | ) | — | |||
| Net cash used in financing activities | (3,760 | ) | — | |||
| Effect of changes in foreign exchange rates on cash, cash equivalents, and restricted cash | 959 | (4,324 | ) | |||
| Net decrease in cash, cash equivalents, and restricted cash | (25,554 | ) | (22,976 | ) | ||
| Cash, cash equivalents, and restricted cash at beginning of period | 76,645 | 275,742 | ||||
| Cash, cash equivalents, and restricted cash at end of period | $ | 51,091 | $ | 252,766 | ||
| T1 Energy Inc. | 7 | News<br>Release | ||||
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Exhibit 99.2
_0 1 TM Q1 2025 Earnings Call May 15, 2025 T1 Energy _ Q1 2025 Earnings Call G1 Dallas Pictured: Robotic module assembly station at G1 Dallas
_0 2 TM T1 Energy _ Q1 2025 Earnings Call Important Notices Forward Looking Statements This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 . All statements, other than statements of present or historical facts included in this presentation, including, without limitation, with respect to T1 Energy Inc.’s (“T1”) strategy of developing an integrated U.S. solar value chain; the likelihood of merchant sales; the status of the Inflation Reduction Act and other legislation that may impact T1's business and the solar industry; T1's project financing and developm ent of G2 and related timeline; the projection of 2025 utility - scale generation additions; the success of T1's pursuit of domestic content pathways; T1's strategic and financial position, and 2025 operatin g a nd financial guidance; T1’s strategy to build an integrated U.S. solar + storage leader; the ramp of production, sales and revenue from G1; T1's progress on the optimization of its European portfolio; the succ ess of converting production lines from PERC to TOPCon technology and inventory build; the expected deliveries of T1's solar modules; T1's ability to develop offtake opportunities with leading developers a nd IPPs; the potential for a strategic investment in G2 by a Saudi partner aligned with the Kingdom of Saudi Arabia; the ability of G2 to satisfy utility - scale customer demand; T1's ability to begin monetizing Sectio n 45X PTCs; T1's progress on ongoing CFIUS review; T1's earnings and cash flow potential from integrated operations at G1 and G2; customer demand for U.S. cells and domestic content; the timing of trade a nd regulatory clarity; the appeal to U.S. developers of T1's domestic content road map, traceable supply chain, leading technology, and vertical integration strategy and T1's ability to meet them; the ability of T1 and its customers to take advantage of certain tax incentives and avoid tariff liability; and the promotion of American Advanced Manufacturing are forward - looking statements. These forward - looking statements involve significant risks and uncertainties that could cause the actual results to differ mater ially from the expected results. Most of these factors that could impact T1's results are outside T1’s control and are difficult to predict. Additional information about factors that could materially affect T1 is se t forth under the “Risk Factors” section in ( i ) T1's Annual Report on Form 10 - K for the year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 31, 2025, as amended an d supplemented by Amendment No. 1 on Form 10 - K/A filed with the SEC on April 30, 2025, (ii) T1’s Post - Effective Amendment No . 1 to the Registration Statement on Form S - 3 filed with the SEC on January 4, 2024, and ( iii ) T1’s Registration Statement on Form S - 4 filed with the SEC on September 8, 2023 and subsequent amendments thereto filed on October 13, 2023, October 19, 2023 and October 31, 2023, each of which are available on the SEC’s website at www.sec.gov. Except as otherwise required by applicable law, T1 disclaims any duty to update any forward - looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this presentation. Should any underlying assumptions prove incorrect, actual results and projections could differ materially from those expressed in any fo rwa rd - looking statements. T1 intends to use its website as a channel of distribution to disclose information which may be of interest or material to in ves tors and to communicate with investors and the public. Such disclosures will be included on T1’s website in the ‘Investor Relations’ section . T1 , and its CEO and Chairman of the Board, Daniel Barcelo, also intend to use certain social media channels, including, but not limited to, X , LinkedIn and Instagram , as means of communicating with the public and investors about T1, its progress, products, and other matters. While not all the information that T1 or Daniel Barcelo post to their respective digital platforms may be deemed to be of a material nature, some information may be. As a result, T1 encourages investors and ot hers interested to review the information that it and Daniel Barcelo posts and to monitor such portions of T1’s website and social media channels on a regular basis, in addition to following T1’s press relea ses , SEC filings, and public conference calls and webcasts. The contents of T1’s website and its and Daniel Barcelo’s social media channels shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amende d.
_0 3 TM Participants and Agenda T1 Energy _ Q1 2025 Earnings Call Daniel Barcelo Chairman of the Board and Chief Executive Officer Evan Calio Chief Financial Officer Jaime Gualy EVP, Corporate Development ▪ U.S. policy overview ▪ Key messages ▪ G1 Dallas and G2 Austin updates ▪ Concluding remarks ▪ Reducing 2025 operating and financial guidance ▪ Financial summary ▪ Commercial update ▪ T1’s domestic content road map Prepared Remarks Q&A Rob Gibbons EVP, Strategic Partnerships B ørge Sel stad SVP, Operations G1 Dallas J eff Spittel EVP, Investor Relations and Corporate Development Andy Munro Chief Legal & Policy Officer
_0 4 TM U.S. Policy Overview Trade and solar industry policy validates T1’s strategy while also introducing near - term uncertainties T1 Energy _ Q1 2025 Earnings Call Preliminary View of House Ways & Means Markup of Reconciliation Bill ▪ Preservation of 45X PTCs demonstrates support for U.S. solar manufacturing ▪ Emphasis on domestic energy supply validates T1’s strategy of developing an integrated U.S. solar value chain ▪ Elements of House Ways & Means reconciliation bill potentially undermine growth, competition, and job creation in U.S. solar ind ustry ▪ Some provisions of bill are misaligned with President Trump’s agenda to promote American Advanced Manufacturing, infrastructu re development, technology onshoring, and low - cost energy capacity additions ▪ T1’s position is that Section 45X, 48E, and 45Y IRA incentives are critical facilitators of American Energy Dominance T1 is Committed to Localizing Solar Supply Chains, Advanced American Manufacturing, and Job Creation
_0 5 TM U.S. Policy Overview Trade and solar industry policy validates T1’s strategy while also introducing near - term uncertainties T1 Energy _ Q1 2025 Earnings Call Near - term Implications Solar Energy Fundamentals ▪ Uncertain tariff rates and opaque Bill of Materials costs make it difficult for solar manufacturers and developers to accurately bid projects ▪ Merchant sales likely to remain subdued until tariff rates finalized and clarity on costs emerges ▪ Uncertain status of Inflation Reduction Act incentives creating an overhang on commercial activity ▪ While G2 project financing process is currently progressing on schedule, closing will likely follow tariff and policy certainty T1’s Strategic Position ▪ Utility - scale solar + storage solutions remain the preferred option for rapid, cost - effective capacity additions ▪ Although there are near - term uncertainties, according to the EIA, solar is expected to account for more than 50% of projected 2025 U.S. utility - scale generation additions ▪ T1 plans to differentiate by pursuing domestic content pathways to deploy TOPCon technology at scale ▪ Tariffs align with T1’s strategy to build a vertically integrated U.S. solar value chain ▪ Strong cash/liquidity position and 1.7 GW of committed 2025 module sales to help navigate temporary policy uncertainty ▪ Long - term position supported by 7.5 GW of committed 2025 – 2029 offtake contracts
_0 6 TM T1 Energy _ Q1 2025 Earnings Call Key Messages T1 is rapidly transforming into an integrated U.S. solar + storage leader ▪ Signed 253 MW module sales agreement for 2025 with utility - scale developer ▪ Lowering 2025 guidance range to $25 - $50 million to reflect impact of near - term policy uncertainties on merchant sales environm ent ▪ At low end of 2025 EBITDA guidance range, T1 would exit 2025 with more than $100 million of cash and liquidity ▪ G1 Dallas is fully installed, commissioned, and operational for design capacity of 5.0 GW ▪ Sales from G1 continue to ramp with initial module deliveries to offtake customers underway ▪ Advancing initial phases of G2 Austin project development and multiple related capital formation initiatives ▪ T1 has entered into a non - binding agreement with a Saudi partner aligned with the Kingdom of Saudi Arabia to explore a potential strategic investment in G2_Austin ▪ CFIUS review process of Trina acquisition ongoing ▪ Progressing European Portfolio Optimization across multiple workstreams to maximize shareholder value
_0 7 TM T1 Energy _ Q1 2025 Earnings Call G1 Dallas Operations Update Production and revenues expected to continue to ramp with customer deliveries Production status ▪ Produced 688.3 MW of solar modules in 2025 through May 11 th , 2025 ▪ G1 Dallas is fully operational: construction loan conversion completed April 30 th and all lines handed over to operations ▪ Investing approximately $500k to convert three production lines from PERC to TOPCon technology ▪ Revising 2025 production plan from to 2.6 – 3.0 GW from 3.4 GW to facilitate emergence of trade and industrial policy clarity, line technology conversions and implementation of T1 sales initiatives Sales update ▪ Sales ramped to $64.6 million in Q1 2025 with start of deliveries under Trina U.S. offtake contract ▪ Deliveries for RWE offtake contract have commenced in Q2 2025 ▪ Deliveries under the 2025 sales agreement we announced today are expected to start in Q3 2025 * Production through May 11, 2025. JM0 JM1
_0 1 TM ▪ Progressing with two phase development plan: ▪ Phase 1: 4 lines/Phase 2: 4 lines ▪ Capacity: 4.8 - 5.1 GW (product dependent) ▪ Advancing initial project engineering through concept and schematic design development ▪ Launched tender process RFP for production line equipment ▪ Pursuing multiple capital formation initiatives: ▪ Project financing process kicked off with commercial lender consortium ▪ Positioned for section 45X PTC monetization ▪ Entered into non - binding agreement with Saudi partner aligned with the Kingdom of Saudi Arabia to explore strategic investment in G2 ▪ Discussing potential mezzanine financing opportunities with investors ▪ Potential to pull forward customer deposits on G2 offtakes ▪ No change to plan to achieve start of G2 Austin production in Q4 2026 T1 Energy _ Q1 2025 Earnings Call G2 Austin Update T1 is developing its planned U.S. solar cell manufacturing facility G2 Austin Rendering G2 Austin Development Progress G2 Austin Strategic Value ▪ G2 Austin expected to satisfy unmet utility - scale customer demand for a U.S. made solar solutions with TOPCon technology ▪ G2 Austin is foundational to U.S. domestic content strategy and T1’s objective to establish a vertically integrated U.S. solar supply chain ▪ Integrated G1 Dallas/G2 Austin operations present meaningful earnings and cash flow generating potential for T1’s investors
_0 2 TM T1 Energy _ Q1 2025 Earnings Call Updated guidance reflects near - term market uncertainty Reducing 2025 Operating and Financial Guidance ▪ Revenues: reduction in 2025 merchant sales forecast to allow for: ▪ Cost and policy uncertainties creating near - term lull in bidding activity ▪ Internal sales integration efforts ▪ Conversion of three production lines from PERC to TOPCon ▪ Includes potential 800 MW inventory build ▪ EBITDA: lowering 2025 full - year EBITDA guidance to $25 - $50 million from prior range of $75 - $125 million, based on: ▪ Sales of 1.75 GW at low - end, all of which is contracted ▪ Includes $20 million of legacy European G&A that should roll off by 2026 ▪ G1/G2 integrated: no changes to guidance of $650 - $700 million ▪ Projected robust customer demand for U.S. cells and domestic content ▪ Expected emergence of clarity on tariffs and IRA expected to reignite project bidding activity ▪ T1 is moving forward with G2 project development and capital formation initiatives ▪ Timing of trade and regulatory clarity expected in Q3 T1 2025E Guidance Summary Updated 2025E Prior 2025E Operting and Financial Full - Year Guidance Full - Year Guidance Guidance Summary 2.6 - 3.0 3.4 2025E Annual Module Production (GW) $25 - $50 $75 - $125 2025E EBITDA ($MM) Integrated G1 Dallas + G2 Austin 5.0 5.0 Annual Cell Production (GW) Integrated G1 Dallas + G2 Austin $650 - $700 $650 - $700 Annual Run - Rate EBITDA ($MM) Q3 Q2/Q3 G2 Austin Est. Start of ConstructionMS0
_0 3 TM T1 Energy _ Q1 2025 Earnings Call Summary of T1 financial position T1 Financial Summary T1 revenues continued to ramp in Q1 2025 with customer deliveries ▪ Generated Q1 revenues of $64.6 million from G1 Dallas ▪ Q1 sales exclusively tied to 250 MW of sales under Trina offtake contract G1 Dallas construction loan converted to $235 million term loan ▪ Conversion in April enabled by third - party certifications, completion of construction, installation and commissioning activities Finished module inventory build at G1 Dallas supports ramp in shipments ▪ T1 has 500 MW of volumes associated with RWE cost plus contract remaining in 2025 Expect to begin monetizing Section 45X PTCs in Q2/Q3 2025 T1 has significant projected liquidity outlook despite reductions to 2025 EBITDA guidance ▪ Expect to end 2025 with cash and liquidity of more than $100 million at low - end of EBITDA guidance range ▪ Includes projected cash debt service of $70 million in 2025 ▪ Supported by 1.5 GW of high margin offtake contracts T1 Balance Sheet Summary As of As of 31 - Dec - 24 31 - Mar - 25 $ in millions $73 $49 Cash and cash equivalents $511 $578 Other current assets $285 $310 Net, property, plant, & equipment $467 $495 Other assets $1,336 $1,432 Total assets $414 $493 Current liabilities $685 $688 Other liabilities $48 $49 Preferred stock $189 $202 Shareholders' equity $1,336 $1,432 Total liabilities, preferred stock & equity MS0
_0 4 TM T1 Energy _Q1 2025 Earnings Call Commercial Update Developing offtake opportunities with leading developers / IPPs ▪ C ommercial strategy focused on executing additional take or pay offtake contracts ▪ Multi - year purchase commitments with established economics improves planning, working capital and project finance ▪ Increasing interest from clients after plans for G2 Austin announced ▪ T1’s domestic content road map, traceable supply chain, leading technology, and vertical integration strategy appeal to U.S. dev elopers Sig ned 253 MW sales agreement with utility scale developer ▪ First new offtake contract since transaction closing underscores T1’s commercial appeal to customers ▪ Deliveries scheduled to commence in Q3 2025 ▪ T1 has now secured over 1.7 GW of 2025 module sales for G1 Dallas ▪ Market focused on improved performance benefits and LCOE from TOPCon modules T1 is building the G1 Dallas offtake portfolio
_0 5 TM Domestic Road Map T1 is committed to establishing a domestic content leadership position across an integrated U.S. solar value chain T1 Energy _ Q1 2025 Earnings Call Growing T1’s domestic supply chain ▪ T1 is executing a plan to deliver >70% domestic content on solar PV modules by H1 2027 ▪ T1’s integrated U.S. supply chain is expected to include polysilicon, cells, and other key BOM components ▪ Foundational aspects of T1’s domestic content strategy: ▪ U.S. made - polysilicon from Hemlock Semiconductor ▪ U.S. cell production from G2 Austin Anticipated benefits of domestic content leadership ▪ Enables developer clients to be eligible for 48E ITC stacking bonuses under the IRA ▪ Reduces tariff risk exposure for T1 and customers ▪ Stability and traceability of supply chain and cost visibility ▪ Eliminates risk of product/component detentions ▪ Promotes American Advanced Manufacturing MS0
_0 6 TM T1 Energy _ Q1 2025 Earnings Call Positioning T1 to generate meaningful shareholder value in an evolving U.S. solar market Key Priorities Advance T1’s commercial development Expand T1’s American made supply chain Build a cash flow powerhouse ▪ Execute T1’s domestic vertical integration strategy and supply chain ▪ Advance G2 Austin project and commercial development ▪ Pursue strategic options to augment U.S. domestic content ▪ Continue to safely and efficiently ramp production and deliveries at G1 ▪ Continue to opportunistically pursue G1 merchant sales ▪ Leverage T1’s leading technology position as producer of TOPCon modules ▪ Maximize long - term, cost - plus contract coverage across integrated G1/G2 footprint ▪ Progress G2 capital formation initiatives on parallel paths