FCEL earnings call analysis

NASDAQ:FCEL Q2 2026 Earnings Call Transcript Generated on 10/9/2026 Operator | Conference Operator: Good morning and welcome everyone to the Fuel Cell Energy second quarter of fiscal 2026 financial results conference call. Today's conference is being recorded. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press the star key followed by the number one on your telephone keypad. If you would like to withdraw your question, press star one again. At this time, I would like to turn the conference over to Michael Bishop, Chief Financial Officer.

Please go ahead. Michael Bishop | Chief Financial Officer

Thank you, operator. Good morning, everyone, and thank you for joining us on the call today. This morning, Fuel Cell Energy released our financial results for the second quarter of fiscal year 2026, and our earnings press release is available in the investor section of our website at www.fuelcellenergy.com. In addition to this call and our earnings press release, we have posted a slide presentation on our website. This webcast is being recorded and will be available for replay on our website approximately two hours after we conclude. Before we begin, Please note that some information that you will hear or be provided with today consists of forward-looking statements within the meaning of the Securities Exchange Act of 1934. Set statements express our expectations, beliefs, and intentions regarding the future and include statements concerning our anticipated financial results, plans and expectations regarding the continuing development of commercialization, and financing of our fuel cell technology, our anticipated market opportunities, and our business plans and strategies. Our actual future results could differ materially from those being described in or implied by such forward-looking statements because of a number of risks and uncertainties. More information regarding such risks and uncertainties is available in the Safe Harbor Statement in the slide presentation and in our filings with the SEC, particularly the risk factor section of our most recent Form 10-K and any subsequently filed quarterly reports on Form 10-Q. During this call, we'll be discussing certain non-GAAP financial measures, and we refer you to our website, our earnings press release, and the appendix of the slide presentation for the reconciliation of those measures to GAAP financial measures. Our earnings press release and a copy of today's webcast presentation are available on our website under the Investors tab. For this call, I'm joined by Jason Few, our President and Chief Executive Officer. Following our prepared remarks, the leadership team will be available to take your questions. I'll now hand the call over to Jason for opening remarks. Jason?

Jason Few | President and Chief Executive Officer

Thank you, Mike, and good morning, everyone. Thank you for joining us today. Let me set the stage before we dive into the quarter. Demand for distributed baseload power and fuel cell solutions continue to accelerate and shift. AI, digital infrastructure, and high density compute are driving a step change in power demand, while grid timelines remain too slow to meet that need. Customers require proven, scalable power that can be deployed without waiting years, and that is where fuel cell energy is differentiated. As we review our second quarter financial and operational results, I want to focus on several key themes that demonstrate the momentum we're building and the strategic progress we're making. The first is commercial execution. and our focus on the AI and data center market. This unprecedented power density requirements of AI infrastructure have exposed the severe limitations of the traditional grid, creating an immediate need for reliable behind-the-meter baseload generation. Fuso Energy's DC native continuous platform is a ready backbone for data centers. By natively outputting DC power and integrating high-grade thermal exhaust for absorption chilling, we offer a modular solution that bypasses multi-year grid interconnection cues and that we believe can dramatically improve data center power usage effectiveness, or PUE. We are focused on architecting computing and energy as one system. Our pipeline has expanded to 4 gigawatts of submitted proposals. As shown in slide 14, this represents a more than 250% increase over our first quarter pipeline, which we believe reflects the increasing recognition of fuel cells as a critical solution for meeting near-term and long-term power needs. Average proposal size has grown from 65 megawatts to 130 megawatts in a single quarter. a 2x increase that reflects the scale at which data center customers and hyperscalers are now engaging. As transaction size increases, diligence expands proportionally. Extended timelines are often a function of scale. Our pipeline includes opportunities across data centers, distributed generation, utilities, and industrial applications spanning both domestic and international markets. Potential data center customers make up about 89% of our pipeline. This is what gives us confidence in increasing the scale of our planned manufacturing capacity expansion at the Torrington facility from 350 megawatts to 500 megawatts of annual capacity. I'll speak more about this in a moment. To better address this market in a scalable, standardized and modular way, this quarter, we introduced the 12.5 megawatt fuel cell energy block product shown on slide seven. This is not a small system aggregated up. It is a utility scale architecture scaled out. Our base energy block is 1.25 megawatts. Utility scale begins at one megawatt. Going from 1.25 megawatts to 12.5 megawatts to hundreds of megawatts is multiplication. Same architecture, same proven stack, same operating envelope. This off-the-shelf product is another way we enable rapid deployment into grid-constrained markets while shortening time to power for data center developers and will allow customers to add capacity in phases rather than overbuild up front. Built for the scale, reliability, and speed required by AI infrastructure, we believe this commercial product will play a critical role in converting pipeline opportunities into executable transactions. Our priority remains disciplined conversion. We are focused on turning high-quality opportunities into contracted backlog, structuring projects with the right counterparties, and financing support. While 100 megawatt infrastructure decisions are not made on a predictable schedule, our active negotiations focus on advancing those opportunities where we believe execution certainty and long-term value creation are strongest, with the goal of converting submitted proposals into contracted backlog within this fiscal year. Second, operational discipline and manufacturing scale-up. As just mentioned, we have begun the initial phase of our U.S. manufacturing capacity expansion to meet growing power demand. Our Torrentine, Connecticut facility is the heart of our operations and we are making targeted investments to increase our annualized production capacity. Given our engagement with potential customers and the market context, we are increasing our planned capacity expansion from the 350 megawatts per year we had previously discussed to 500 megawatts of fuel cell manufacturing capacity per year. Overall cost associated with this full expansion of the facility will be in the range of $200 to $275 million. Beyond that, we intend to expand capacity in line with contracted backlog, market demand, and structured capital support, not ahead of it. We will execute this expansion in strict alignment with contracted backlog, market demand, and structured capital support with the goal of ensuring we do not build ahead of the market or compromise our stewardship of stockholder capital. Third, our strategic and commercial partnerships continue to validate global scale. Our work in South Korea remains strong with ongoing module deliveries to Gungi Green Energy, Company Limited, GGE, and progress under our MOU with Inuverse for the AI Feigu data center. Our collaboration with ExxonMobil's low carbon solution business continues to progress, which we believe the market has not yet valued. Our partnerships are transitioning from development to deployment. With the carbon capture module shipping to ExxonMobil's Rotterdam facility, we believe we are establishing the physical proof points required to commercialize this technology and unlock the massive total addressable market for point source emission reductions. Currently, two units are en route to Rotterdam, as slide 17 illustrates, and we expect they will be delivered in June. Finally, the strength of our balance sheet enables us to take a measured, disciplined approach to growth. Our strong liquidity position allows us to pursue these opportunities with discipline, prioritizing execution, proof, and long-term value creation. We closed the quarter with almost $441 million in total cash and cash equivalents, providing ample runway to execute our business plans. We continue to build financing capacity to support growth. Across all these areas, we continue to emphasize proof over promise. We're delivering measurable progress on our strategy, growing our pipeline, focusing on converting the pipeline into contracted backlog, increasing our revenue base, reducing costs, and focusing our resources on near-term commercial opportunities with the goal of long-term value creation. Another key area of focus is our strategic and commercial partnerships, which continue to validate the global scale of market demand for our technology. We believe the decisive steps we have taken in commercial focus on AI, product offerings, and manufacturing scale-up are strengthening our foundation and positioning us to capitalize on opportunities during one of the most important Energy use step changes in history. The world needs more power, clean, resilient, affordable, and continuous power, and that is exactly what we deliver. With that, I'd like to turn the call back to our CFO, Mike Bishop, to discuss our second quarter financial performance.

Michael Bishop | Chief Financial Officer

Thank you, Jason, and good morning, everyone. In the second quarter of fiscal 2026, we reported total revenues of $35.6 million in compared to 37.4 million in the prior year quarter, a decrease of approximately 5% year over year. This decrease was primarily due to lower service revenue as there were no module exchanges in the quarter and lower generation revenue resulting from lower output largely due to the fact that the Groton project was undergoing repairs. These declines were partially offset by higher product revenues driven by scheduled module deliveries to Gunji Green Energy, or GGE, in Korea, we expect deliveries of the remaining six GGE modules and the upcoming CGN Yulcheon generation, or CGN, deliveries to drive consistent product revenue in the second half of fiscal 2026. We also saw an uptick in advanced technology revenue in the quarter. Loss from operations was $77.9 million for the quarter compared to $35.8 million in the second quarter of fiscal 2025. The higher loss was largely driven by a non-cash $42.6 million impairment charge related to the Groton project, which we expect to upgrade utilizing three of our current generation 2.5 megawatt power blocks. This was a strategic decision with the goal of ensuring high reliability for the Navy-based customer following the upgrade. Net loss was 77.6 million in the second quarter of fiscal 2026 compared to net loss of 37.7 million in the second quarter of fiscal 2025. Net loss attributable to common stockholders was 78.7 million, or $1.45 per share, compared to 38.8 million or $1.79 per share in the prior year period. On a non-GAAP basis, adjusted EBITDA for the second quarter of fiscal 2026 was negative 17.1 million and improvement from negative 19.3 million in the second quarter of fiscal 2025. This 12% year-over-year improvement in adjusted EBITDA reflects our progress on cost reduction and operating efficiency. We have included reconciliations of our non-GAAP financial measures, including EBITDA and adjusted EBITDA in the appendix of our earnings press release for reference. Backlog totaled $1.14 billion as of April 30th, 2026, compared to $1.26 billion as of April 30th, 2025. This change was primarily due to revenue recognized on long-term contracts over the past year, partially offset by new orders added to backlog. Turning to the composition of backlog, as of quarter end, product backlog was $36.1 million, primarily reflecting remaining repowering module deliveries in Korea that are scheduled to be recognized as revenue in the second half of this year. Service backlog was 155.4 million comprised of future revenue from our long-term service agreements on customer-owned power plants. Generation backlog was 928.5 million representing future revenue from company-owned projects under long-term power purchase agreements. This portion of our backlog has a weighted average remaining contract term of approximately 15 years underscoring the long-lived nature of these assets. Lastly, advanced technology contract backlog was 15.4 million, the majority of which is tied to our joint development work with ExxonMobil Technology and Engineering Company. Operating expenses for the second quarter were 65 million, up from 26.4 million in the same quarter last year. This increase was primarily the result of the 42.6 million non-cash impairment charge that I mentioned earlier. It's important to contextualize this charge relates to our decision to upgrade the 7.4 megawatt Groton Navy project with our current generation 2.5 megawatt power blocks with the goal of ensuring high reliability, baseload power for a critical US government asset. Excluding this charge, our core operating expenses declined year over year, demonstrating our continued cost discipline and progress on our path towards sustainable, positive, adjusted EBITDA results. Turning to the balance sheet and liquidity, we ended the quarter with $440.9 million of total cash, cash equivalents, and restricted cash. This includes $373.2 million of of unrestricted cash and $67.7 million of restricted cash, providing a strong liquidity position to support our growth. During the second quarter, we utilized our at-the-market equity program, selling approximately 10.9 million shares at an average price of $9.45 per share for net proceeds of $100.4 million. Subsequent to quarter end, we sold an additional 4.1 million shares at an average price of $13.31 per share, raising net proceeds of $52.9 million. These actions have significantly bolstered our cash resources while preserving a conservative capital structure. We remain essentially debt-free apart from the long-term financings on specific project assets and service agreements, and we have no near-term debt maturities. our strong balance sheet has positioned us to invest in near-term growth opportunities with a disciplined approach. As Jason mentioned, we are increasing our production levels and expanding our manufacturing capacity with the goal of meeting the accelerating demand for resilient, continuous distributed power, especially in the AI and high density data center market. In closing, we are executing our strategy with financial discipline and focus, balancing growth initiatives with rigorous cost control and efficient capital allocation. We remain confident that our approach of leveraging a solid balance sheet, commercial execution, and targeted capacity expansion will accelerate our path to sustainable profitability. We have made tangible progress this quarter on our objectives. Thank you for your attention. With that, I will now turn the call over to the operator for Q&A.

Operator | Conference Operator

Thank you. We will now begin the question and answer session. If you have dialed in and would like to ask a question, please press star 1 on your telephone keypad to raise your hand and join the queue. If you would like to withdraw your question, simply press star 1 again. We'll take our first question from Jason Tilchen at Canaccord Genuity.

Jason Tilchen | Analyst, Canaccord Genuity

Good morning, and thanks for taking my questions. To start, I was hoping, you know, in this deck you laid out a number of the benefits that you think that the use of your fuel technology will provide to data centers. Just curious, in the conversations with potential customers, which of those various benefits and advantages are resonating the most at the moment? That would be really helpful to start from.

Jason Few | President and Chief Executive Officer

Jason, good morning, and thank you for the question. I think if you look at our platform and the conversations we're having with customers, one of the big advantages that, you know, clearly stand out is just our long history in providing utility scale platforms, first and foremost. If you look at even the material we provided in the deck, we just give, you know, we show five examples with a combined, you know, 50-year operating history at utility scale. And so, When you look at essentially taking the grid and moving it behind the meter, that's a real strong selling point for us because that's effectively what we're doing. Obviously, time to power remains critically important in our ability to deliver quickly, and not only deliver quickly, but to get through the permitting hurdles that more traditional generation clearly faces when it comes to communities, as well as just you know, permitting on things like Title V, which are not issues for us. So we offer a community-friendly platform. The other big piece is we think, you know, we're getting a lot of interest in our, you know, 12.5 megawatt, you know, building block that we've announced. And, you know, just the long-term, you know, capital preservation from an investment in our technology, given that we're native D.C., And as the racks move that direction, GPUs go that direction, that investment that a customer makes is still a solid one and will certainly continue to be important for the AI factory in the future.

Jason Tilchen | Analyst, Canaccord Genuity

Great. That's really helpful. And maybe one follow-up to that, is there anything else you can share in terms of the steps that are needed either on your side or on the customer side or the prospective customer side, or sort of key milestones you're looking towards to get some of that pipeline converted into those time agreements, as you talked about, and maybe potential timelines beyond just the sort of framework that you mentioned in the prepared remarks around sort of some point this fiscal year.

Jason Few | President and Chief Executive Officer

Yeah, I think as we look at it and the conversations that we're having, certainly as the transaction sizes have increased, and we talked about a 200% increase in the average size of the proposals that we're responding to, that increases diligence. It expands proportionately to the size of those transactions. So we see these timelines really as a function of scale, but the As you look at the milestones that you go through, it's one, clearly being in the opportunity and have a chance to engage with the customer and lay out our technology, work through the technological questions that a customer has, and then just being able to really demonstrate our long history of providing utility-scale solutions that have had continuous runtime and For example, one of our largest platforms is, you know, continuously run for 13 years. That is a really strong, you know, technical hurdle that we're able to cross given what our platform has done over the last 23-plus years.

Jason Tilchen | Analyst, Canaccord Genuity

Great. That's very helpful.

Thank you very much. Operator | Conference Operator

Thank you. We'll take our next question from Mark Strauss at J.P.

Morgan. Mark Strauss | Analyst, J.P. Morgan

Yes, good morning. Thank you very much for taking our questions. I just had a couple for Mike, if I can. I wanted to ask about the target for profitability. Should we still think about that around 100 megawatts or so? I'm just curious if the increase in capacity that you're targeting, if that changes that target at all.

Michael Bishop | Chief Financial Officer

Good morning, Mark, and thanks for the question. No, the increase in capacity does not change anything. The company has been consistently looking at once we achieve consistent production volumes at or above 100 megawatts on an annualized basis, we are targeting getting to adjusted EBITDA positive.

Mark Strauss | Analyst, J.P. Morgan

Okay, thank you. And then with the capital raises that you mentioned recently, obviously your balance sheet's in good shape. You are spending on CapEx, though, so I'm just curious, should investors completely rule out additional capital raises from here? Do you think you're in a sufficient spot or anything else to expect near term?

Thank you. Michael Bishop | Chief Financial Officer

As Jason and I said in our prepared remarks, we are comfortable with our current balance sheet and investing in capacity expansion for growth. The company looks at a number of ways to continue to finance growth. We have obviously done project financing. We have financed service agreements, and we have looked to the equity markets to periodically, but again, comfortable with our current liquidity position.

Operator | Conference Operator

We'll take our next question from Ryan Finks at B.

Reilly Securities. Ryan Finks | Analyst, B. Riley Securities

Hey, guys. Thanks for taking the questions. First, just curious how much the introduction of the 12.5 megawatt power block has accelerated customer conversation since you announced that in late March.

Jason Few | President and Chief Executive Officer

All right, thank you, and good morning. It's been a really strong adder to the conversations that we're having because you're able to really demonstrate to the customer, one, time to power. Being able to do that in a 12.5-megawatt block size is really attractive in terms of the way that data centers think about the overall power domain and the way in which they want to scale in a modular fashion. The other big piece of that is that you create better economics because your ability to actually leverage a lot of the balance of plant across a larger block of power. So that has become a really strong selling point from a customer perspective. But that being said, you know, I would say that, you know, what continues to be a really strong selling point is modularity and the ability to actually scale at the customer demand as opposed to having the customer overbuy from where their real demand is. And we're able to do that with the 12.5 megawatt block in addition to our 1.25 or 2.5 megawatt block sizes as well.

Ryan Finks | Analyst, B. Riley Securities

Appreciate that. And then maybe going back to Steve, adopt positive target and how you're thinking about operating leverage. What do you expect for growth in OpEx as you potentially scale revenue here with data center demand and the operating leverage that you're expecting to see?

Michael Bishop | Chief Financial Officer

Good morning, Ryan. It's Mike. I'll take that one. So as you know, the company has done a fair amount of work. around our operating cost structure with the goal to get to that adjusted EBITDA positive target. As a result, you know, we would not expect to see significant increases in operating expenses. There will certainly be some modest growth related to inflation, but we're comfortable with our current cost structure and absolutely expect to get leverage from it.

Ryan Finks | Analyst, B. Riley Securities

Great. I appreciate that, guys. I'll turn it back Thank you.

Operator | Conference Operator

We'll move next to Dushan Alani at Jefferies.

Dushan Alani | Analyst, Jefferies

Hey, guys. Thanks for taking my question. This is the first one. I know you guys have talked about it briefly, but the ramp to 500 megawatts you've talked about in the next 24 months, how do we think about the cadence? Is it going to be in 100 megawatt blocks, or how do we think about it over the next 12 months? Or do we just see an immediate bump from 100 to 500 in two years?

Jason Few | President and Chief Executive Officer

Sean, thank you for the question. Yeah, you'll see us unlock capacity as we scale from where we are today to that 500 megawatts. So, for example, one of the things we've talked about is, you know, implementing our high-volume tape caster. That gives us the ability actually to have tape casting capacity to fulfill that 500 megawatts, as an example. And as we expand... and add additional conditioning capacity, we'll start to unlock more volume. And so the way we really think about it, if you think about it and kind of work backwards, we look at all of the areas of constraint where we're kind of maxed out. How do we unlock that capacity as we scale to 500? So we anticipate that we'll incrementally add more volume all the way to the 500. It won't be a binary 100 to 500 cut.

Dushan Alani | Analyst, Jefferies

Got it. That's helpful. And then maybe just quickly on the Groton repairs, are there potential for other upgrade opportunities across your portfolio, or would this be the only one?

Jason Few | President and Chief Executive Officer

This is the one that we see because what we're doing is we're changing it to our standard energy block. And across the rest of our portfolio, that's what we have deployed. And from our perspective, we looked at the importance of the U.S. military operation and Groton and that this is a nuclear submarine base and a microgrid is part of hardening that facility. And for us, to play a role in that and to deliver really strong operational technology is, you know, really what anchors this decision. And so this is the one area where we see that we'll switch out to our standard platform. And so we'll be standard across our entire fleet.

Dushan Alani | Analyst, Jefferies

Thank you.

Jason Few | President and Chief Executive Officer

Thank you.

Operator | Conference Operator

We'll move next.

Colin Rush at Oppenheimer. Colin Rush | Analyst, Oppenheimer

Thanks so much, guys. You know, could you talk a little bit about the siting flexibility that you're enabling for your customers and how that's impacting some of the conversations that you're having with the data center customers?

Jason Few | President and Chief Executive Officer

Hey, Colin, good morning, and thank you for that question. Yeah, we think one of the really strong value propositions of our platform is the fact that we're a community-friendly technology. So when you think about the following few items. You're not going to run into Title V issues, so we're not going to create air pollution to the local community. That's a positive. If you look at some of the complaints that you see from some communities, it's around noise. Well, we operate at a level that's similar to a home air conditioner, so we're not going to run into noise-related issues. We're modular in terms of our scalability, so we're very efficient in terms of land use. In addition to that, we also have the ability to bring down overall energy consumption by leveraging the thermal output of our platform and delivering a product that can actually help cool the data center by leveraging our thermal energy and integration with absorption chilling. So we see a number of factors that create positives for data center developers and then certainly see those positives play out in terms of the community reaction to our technology.

Super helpful. Colin Rush | Analyst, Oppenheimer

And then just turning into a different market in Europe, you know, there's been an awful lot of activity looking at moving towards leveraging some of the peak power capacity as well as moving towards energy independence, you know, from some of the international volatility that we're seeing in the macro environment. I'm just curious about how the pipeline is starting to move in Europe and if there's any meaningful opportunities we should be attending to over there.

Jason Few | President and Chief Executive Officer

I think if you look at our pipeline today, it's clearly weighted toward the U.S. We do see a change in attitude taking place in Europe and a bigger acceptance starting to emerge around natural gas and the importance that it's going to play in helping them build out data centers. And in addition to that, also having the energy that they need from a reliable continuous energy resource, we continue to focus on a global market opportunity. And we're certainly even seeing a lot of, you know, some of the larger data center developers here in the U.S. that also have a significant European presence. We're working with them on our technology as a way to not only deliver the power that they need in Europe, but again, going back to the same conversation we just had around community-friendly, being able to get sighted, getting through a lot of the environmental issues that are a big consideration in the European markets. We're seeing that play well as we look at those opportunities there and in Asia.

Colin Rush | Analyst, Oppenheimer

Perfect. Thanks, guys.

Jason Few | President and Chief Executive Officer

Thank you.

Operator | Conference Operator

Now I'll take our next question from Noel Parks at Tuohy Brothers.

Noel Parks | Analyst, Tuohy Brothers

Hi, good morning. You know, just trying to wrap my head around sort of the doubling of proposal size and the tripling of the pipeline in the course of the quarter. I wonder if you can just sort of characterize what that looks like compared to our last you know, a call three months ago, just, you know, inbound call, just how has that manifested itself that, you know, in this particular quarter, you've seen, you know, such a ramp up?

Jason Few | President and Chief Executive Officer

Yeah, no, thank you. And good morning to you as well. Look, we have a direct sales team that is focused on data center, and the overall AI factory opportunity as a segment. And that team is very focused on working across data center developers, powered land developers, hyperscalers, as well as the GPU providers. It's that engagement and creating more awareness of our technology, our differentiation and advantages that's really driving that in addition to just the more significant engagement the team is having now that we've really shifted a big part of our focus toward this opportunity. And so they're coming through our direct channel. In addition to that, we have a a very robust omni-channel, if you will, in terms of our website presence and the things that we do to drive interest and awareness of our technology. You know, we recently published a data center white paper that's been well received. A lot of our, you know, podcasts and other things that we've been doing, those have all been well attended. And so as we think about creating surround sound around our technology, our advantages in the market, we're starting to see that pay off in terms of our ability to engage at a more deep level with customers and submit larger proposals.

Noel Parks | Analyst, Tuohy Brothers

Great. Thanks. And, you know, I was wondering, is the standardized power block, is that currently expected to be a meaningfully higher margin module out of the gate, or is that only going to be sort of over time just through your normal process of efficiency going to have an impact, would you say?

Michael Bishop | Chief Financial Officer

Good morning. No, I'll take that one. So the way that we look at our business model here is There's really two key elements as we're converting these proposals into backlog. You would expect to see product backlog where we're delivering the platform to our customers. That would result in future product sales. We target in the 10% to 20%. margin. If we are not the EPC, we're towards the higher end of that margin. If we are involved in the EPC process, we're towards the lower end because we're out working with others. And then, as importantly, we will bring in service backlog as well. These are 15 to 20-year long-term agreements, and generally the size of that service agreement is significantly higher than the initial product sale as we're taking care of our customers over a long period of time, and we target a margin for service agreements north of 20%. So as we're putting together models here going into the future, those are the targets that the company looks at.

Noel Parks | Analyst, Tuohy Brothers

Okay, great.

Thanks a lot. Thank you. Operator | Conference Operator

And that concludes our Q&A session. I will now turn the conference back over to Jason Few for closing remarks.

Jason Few | President and Chief Executive Officer

Audra, thank you, and thanks, everyone, for joining us today. In summary, the second quarter reflects continued progress in several key areas, strong commercial momentum and expansion of our pipeline to over 4 gigawatts of submitted proposals, operational discipline, cost reductions, and action in support of our manufacturing capacity scale up to 500 megawatts at Torrington. a step closer to demonstrating our unique carbon capture capabilities and financial strength with a solid balance sheet and strategic financing partnerships. More importantly, these results reinforce a broader point. We've already proven the value of distributed baseload power in real-world utility-scale applications over many years. we've demonstrated nearly 50 years of cumulative utility scale runtime across just five of our installations shown on slide nine. What is changing is the scale and urgency of demand, particularly in power-constrained digital infrastructure markets. Our differentiated platform, including modular deployment, continuous power, native DC capability, thermal integration and a disciplined path to scale positions us to meet that need. What's changing is who needs it, how urgently, and at what scale. We remain committed to discipline execution, converting our pipeline thoughtfully, advancing vital programs like carbon capture, and continuing to scale our platform production capacity for the long term. Before we conclude, I want to thank our team members customers, partners, and shareholders for their continued support. The team at Fuel Cell Energy remains focused on executing our strategy, advancing our technology, and delivering reliable, resilient power solutions that strengthen energy infrastructure around the world. Thank you again for your time today, and we look forward to updating you on our progress next quarter.

Thank you. Operator | Conference Operator

And this concludes today's conference call. Thank you for your participation. You may now disconnect. jsPDF 3.0.3 D:20261009125637-00'00'

NASDAQ:FCEL Q1 2026 Earnings Call Transcript Generated on 6/6/2026 Tiffany | Conference Operator: Hello, and thank you for standing by. My name is Tiffany, and I will be your conference operator today. At this time, I would like to welcome everyone to the Fuel Cell Energy first quarter of fiscal 2026 financial results conference call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during that time, Simply press star, then the number one on your telephone keypad. I would now like to turn the call over to Michael Bishop, Chief Financial Officer. Michael, please go ahead.

Michael Bishop | Chief Financial Officer

Thank you, Operator. Good morning, everyone, and thank you for joining us on the call today. This morning, Fuel Cell Energy released our financial results for the first quarter of fiscal year 2026 and our earnings press release is available on the investor section of our website at www.fuelcellenergy.com. In addition to this call and our earnings press release, we have posted a slide presentation on our website. The webcast is being recorded and will be available for replay on our website approximately two hours after we conclude. Before we begin, Please note that some information you will hear or be provided with today consists of forward-looking statements within the meaning of the Securities Exchange Act of 1934. Such statements express our expectations, beliefs, and intentions regarding the future and include statements concerning our anticipated financial results, plans, and expectations regarding the continuing development commercialization and financing of our fuel cell technology, our anticipated market opportunities, and our business plans and strategies. Our actual future results could differ materially from those described or implied by such forward-looking statements because of a number of risks and uncertainties. More information regarding such risks and uncertainties is available in the Safe Harbor Statement in the slide presentation and in our filings with the SEC, particularly the risk factor section of our most recent Form 10-K and any subsequently filed quarterly reports on Form 10-Q. During this call, we'll be discussing certain non-GAAP financial measures and we refer you to our website, our earnings press release, and the appendix of the slide presentation for the reconciliation of those measures to GAAP financial measures. Our earnings press release and a copy of today's webcast presentation are available on our website under the Investor Relations tab. For this call, I'm joined by Jason Few, our President and Chief Executive Officer. Following our prepared remarks, the leadership team will be available to take your questions. I will now hand the call over to Jason for opening remarks. Jason?

Jason Few | President and Chief Executive Officer

Good morning, everyone, and thank you, Mike. I appreciate everyone joining us today. Before we begin, I want to acknowledge the events unfolding in the Middle East. Our thoughts are with the civilians affected across the region And we are grateful for the courage and service of the American men and women in uniform and those of our allies working to protect stability and safeguard lives. We hope for the safety of all innocent people and for a path toward peace. With that said, I'd like to turn to Fuel Cell Energy's results and the progress our team continues to make. Let me set the stage before we dive into the quarter. Fuel cell energy delivers continuous scalable power for critical applications and grid resilience. Our mission remains unchanged. However, the world around us is changing rapidly. The explosive growth of AI, digital infrastructure, and compute intensive workloads collides with a power system that can't scale quickly enough. Interconnection timelines now take years instead of months, and customers simply can't wait that long. This environment demands solutions that are proven scalable and ready to deploy immediately. And that's where fuel cell energy excels. We don't need to prove the need for distributed baseload power with our solutions. We've already demonstrated it over decades in utility scale, real world and demanding environments. Please turn to slide four. I will focus today's discussion on a few key themes. First, commercially. Data centers are driving demand for power that doesn't depend on grid timing in the commercial sector. Our DC native continuous platform is a ready backbone for data centers. We're seeing this shift reflected not just in conversations, but in the types of projects actively entering our pipeline. Second, operationally. Our momentum in South Korea is demonstrated by us servicing the largest fuel cell plant in the world at nearly 60 megawatts and our collaboration under a 100 megawatt data center MOU. Additionally, we are moving carbon capture from concept to deployment. And at the ExxonMobil ESSO refinery in Rotterdam, we will demonstrate what our platform can do. Capture carbon from an external point source while simultaneously generating power, delivering usable thermal energy, and producing hydrogen. One integrated system, multiple revenue streams, and zero wasted energy. We are also implementing the initial phases of our U.S. manufacturing scale-up to meet growing power demand. Third, financially. Our strong liquidity position enables us to pursue this opportunity with discipline, prioritizing execution, proof, and long-term value creation. Across all three, we emphasize proof over promise. Let me begin with a commercial update by turning to slide six. Our value proposition rests on five fundamentals, accelerated time to power, scalability, capital preservation, native DC power efficiency, and accelerated returns. accelerated time to power we design our solutions to power up sites quickly giving customers reliable energy and enabling revenue generation in a much shorter time frame this speedy deployment without requiring grid connection eliminates typical delays so operations and monetizations start faster infrastructure grid scalability our technology allows seamless growth from initial megawatt-scale projects to hundreds of megawatts, ensuring infrastructure-grade reliability. As demand rises, our proven solution makes expansion efficient at scale. Capital preservation and regulatory resilience. Flexible, phased capital deployment means customers invest as they grow, minimizing risk. Our ultra-low emissions profile reduces permitting hurdles, making regulatory navigation easier. AI-native architecture. DC-native power backbone aligns perfectly with the requirements of AI and high-density compute workloads, eliminating inefficient AC-to-DC conversions. This compatibility supports next-generation data center design and maximizes systems efficiency. revenue and return acceleration. We are able to deliver faster returns by providing rapid time to power, greater usable capacity, and flexible capital deployment without relying on grid timing. Next, we will go one layer deeper on two of these areas, AI native architecture and efficiency through thermal integration by turning to slide seven. As AI workloads redefine power requirements, We help customers rethink power delivery inside their facilities. Our ability to deliver native DC output stands out. While most data centers operate internally on DC, most generation systems still require multiple AC to DC conversions before power reaches the rack. Each conversion adds cost, complexity, energy loss, heat, and potential failure points. By producing native DC power, Our platform reduces conversions, simplifies electrical architecture, and improves system efficiency and reliability, especially at the scale and density that AI demands. This shift is not theoretical. It is being articulated publicly by industry leaders. At the 2025 GPU Technology Conference, or GTC 2025 as it is known, in an interview with Data Center Dynamics, Jensen Wong, CEO of NVIDIA, stated, we're moving from tens of kilowatts per rack to hundreds of kilowatts and ultimately toward megawatt class racks. Power and cooling are now the fundamental constraints of AI infrastructure. Similarly, Gio Albertazzi, CEO of Vertiv, has publicly noted that rack densities are nearing one megawatt. As rack density approaches the megawatt class, infrastructure must scale in kind. Our 1.25 megawatt modular block delivers native DC output and aligns directly with a one megawatt rack architecture, enabling a more direct, efficient path from generation to compute. Time to power and power efficiency are no longer secondary considerations. They are gating factors for deployment. This is not just a future concept. DC ecosystems already thrive across EVs, renewables, and storage. Now, data center operators are actively asking a logical question. Should power generation align more directly with the way power is consumed? Turning to slide eight, it may sound counterintuitive for a power generation company to reduce electric demand, but this is exactly what our platform enables. In reality, it is a capital efficiency discussion. Cooling can represent approximately 25 to 30% of a data center total electricity consumption. And that percentage is rising as AI workloads increase rack density and thermal intensity. Cooling is essential, but it does not generate revenue. Every megawatt allocated to cooling is a megawatt not allocated to compute. Power usage effectiveness, or PUE, measures how much energy reaches IT equipment versus how much is consumed by supporting infrastructure. As density rise, managing PUE becomes a greater factor in data center economics. Our platform technology provides a differentiated solution. We produce high quality thermal energy as part of combined heat and power. When paired with absorption chilling, That heat, which would otherwise be rejected, is converted into chilled water to support cooling requirements. The result is an integrated power, heat, and cooling configuration that reduces electric cooling load, improves PUE, and will shift more available power to revenue generating compute. In constrained power environments, this is not incremental efficiency. It is a structural advantage. This quarter, We advanced our strategic collaboration with Sustainable Development Capital, SDCL. Together, we have identified up to 450 megawatts of discrete data center and distributed generation opportunities globally. Fuel Cell Energy will provide the power platform and long-term operating and service capability. SDCL brings institutional capital, structuring expertise, and infrastructure asset management. Our collaboration is designed to address what matters most to customers, proven technology, and a dependable execution at scale. We are advancing these opportunities with discipline, focusing on development milestones, managing risks deliberately, and will structure each project to create durable value for customers, partners, and shareholders alike. Please turn to slide 10. In the first quarter, We submitted more than 1.5 gigawatts of proposals, with data centers now making up over 80% of our pipeline. This reflects a structural shift in how customers are thinking about power, reliability, speed to deployment, and long-term risk mitigation. Our platform is well aligned with that demand. Our priority is disciplined conversion. We are focused on turning high-quality opportunities in our pipeline into contracted projects, building backlog with the right counterparties and financing structures, and progressing contracted projects to commercial operation. We will continue to emphasize durability over velocity, allocating capital and resources where risk-adjusted returns and execution certainty are strongest. Now let's turn to operations. south korea remains an important operational and commercial market for us and a clear proof point of scale module deliveries at go and get green energy company ltd or gge and china general nuclear or cgn drove our product revenue in the quarter revenue would have been approximately six million dollars higher had two modules been commissioned just days earlier Those two modules are now online and contributing to Q2 2026 revenue. Importantly, our projects in South Korea demonstrate what few platforms can. Utility scale deployments of multiple 20 megawatt plants and 58.8 megawatts operating reliably for an average of 10 years in market. The operating history matters. It is a tangible validation of scale, bankability, and execution. attributes increasingly required by data center customers globally. In addition, in connection with our collaboration under our MOU with Inuverse, supporting the AI Daegu Data Center in South Korea, Inuverse recently announced a meaningful step, the execution of a land purchase agreement with Daegu University for the development of an AI Daegu Data Center. The message is consistent. Customers are selecting platforms with demonstrated performance at scale and long-term operating credibility. We're moving carbon capture from development to deployment. In April, we expect to ship two carbon capture modules to the ExxonMobil Rotterdam integrated manufacturing site. This project will mark the first demonstration of carbonate fuel cells capturing carbon directly from an external emission source while simultaneously producing power, hydrogen, and usable thermal energy. That capability is not theoretical, and it is not replicated elsewhere. Our molten carbonate platform is uniquely able to capture carbon at the source while maintaining power density and generating multiple revenue or operational expense saving streams from the same asset. That integration has the potential to materially lower the net cost of capture. Later this year, we believe that differentiation will be on full display in Rotterdam. Captured CO2 can ultimately integrate into the Perthas infrastructure, a large-scale open access transport and storage network under development in the North Sea. We view this project not as a demonstration alone. but as a catalyst for commercialization. Carbon capture represents a second distinct growth factor for fuel cell energy, differentiated from distributed generation and complementary to it. It positions us in markets where customers require practical decarbonization solutions with economic durability. This is a capability that will place our platform in a different category. Carbon capture is core to our carbonate platform, creating a fundamentally different long-term pathway for customers facing tightening emission standards. We take a disciplined approach to manufacturing scale. At our Torrington, Connecticut facility, we are making the initial investments to advance from 100 megawatts per year of maximum annualized capacity today toward 350 megawatts. more than a threefold increase within our existing footprint. This capacity expansion leverages a predominantly U.S.-based supply chain, proven electrochemistry, no reliance on rare earth materials, and over 23 years of manufacturing and operating experience at utility scale. Importantly, we have demonstrated our ability to scale before. We have produced fuel cell stacks in Torrington and shipped them to South Korea for final assembly and conditioning, enabling localized value creation and logistics synergies. We applied the same model in Germany, manufacturing stacks domestically and supporting final assembly and deployment into the European market. We know how to expand capacity through modular replication and distributed assembly without building entirely new factories. Scale is not theoretical for us. It is execution we have already delivered. We expect to invest 20 to 30 million in fiscal year 2026 to support this optimization. Beyond that, expansion will be demand driven. We will build capacity in alignment with contracted volume and structure partner capital not ahead of it. Advanced manufacturing techniques including automation and modular replication, give us a clear pathway to scale efficiently toward one gigawatt and beyond. But we will do so deliberately, matching capital deployment to durable, financeable demand and maintaining stewardship of stockholder capital. Now, I'll hand it over to CFO Mike Bishop to discuss our Q1 financial performance.

Michael Bishop | Chief Financial Officer

Thank you, Jason, and good morning to everyone on the call today. I'll cover our first quarter financial results and backlog on slide 16 and 17, and then close with a liquidity and capacity utilization discussion on slide 18. In the first quarter of fiscal year 2026, we reported total revenues of $30.5 million compared to revenues of $19 million in the prior year quarter, an increase of approximately 61%. This increase was primarily driven by module deliveries to GGE and CGN under long-term service agreements. We reported a loss from operations in the quarter of $26.3 million compared to $32.9 million in the first quarter of fiscal year 2025, an improvement of approximately 20%. The net loss attributable to common stockholders in the quarter was $23.7 million, or 49 cents per share, compared to $29.1 million, or $1.42 per share, in the prior year period. The improvement in net loss per share reflects both the reduction in net loss attributable to common stockholders and a higher weighted average share count due to equity issuances since January 31st Net loss was $26.1 million in the first quarter of fiscal year 2026 compared to net loss of $32.4 million in the first quarter of fiscal year 2025. On a non-GAAP basis, adjusted EBITDA totaled negative $17 million in the first quarter of fiscal year 2026 compared to negative $21.1 million in the first quarter of fiscal year 2025. Please refer to the appendix of the earnings release, which provides a reconciliation of the non-GAAP financial measures. Turning now to slide 17, I'll walk through the mix and key drivers of revenue, which was $30.5 million. Product revenues were $12 million, reflecting the delivery and commissioning of a total of four modules, two for GGE and two for CGN, under long-term service agreements. Revenue for the quarter was approximately $6 million lower than planned, driven by the timing of commissioning for two delivered and installed modules that entered service shortly after quarter end, which was previously planned to take place within the first quarter. Service agreement revenue increased to $3.2 million for the three months ended January 31, 2026, compared to 1.8 million in the prior year quarter, reflecting higher service activity under the GGE long-term service agreement. Generation revenues decreased slightly to 11 million from 11.3 million, reflecting lower output from plants in the company's generation operating portfolio. Advanced technology contract revenues decreased to 4.3 million from 5.7 million, Revenue in the quarter included $1.7 million related to our joint development agreement with ExxonMobil Technology and Engineering Company, or EmTech, and $1.9 million related to the purchase order received from ESSO Netherlands BV, an affiliate of EmTech and ExxonMobil Corporation, related to the Rotterdam project. There was also about $700,000 of revenue recognized under government and other contracts for the three months ended January 31st, 2026. Looking at the right-hand side of the slide, gross loss for the first quarter of fiscal year 2026 totaled 5.9 million compared to 5.2 million in the comparable prior year quarter, primarily related to increased gross loss from manufacturing variances and lower gross profit from advanced technology contracts, partially offset by higher gross profit for service agreement revenues and lower gross loss from generation revenues. Operating expenses for the first quarter of fiscal year 2026 decreased to $20.4 million from $27.6 million in the first quarter of fiscal 2025, primarily due to a $4.1 million decrease in research and development expenses a decrease of 1.5 million in administrative and selling expenses, and the lack of any restructuring expense recorded in the first quarter of 2026 compared to 1.5 million of restructuring expenses included in the first quarter of 2025. Finally, on the bottom right of the slide, you will see that backlog decreased approximately 10.8% to 1.17 billion year-over-year primarily as a result of revenue recognized over the period from January 31, 2025 through January 31, 2026, partially offset by new contract backlog. Now, turning to slide 18, our liquidity remains a strength. As of January 31, 2026, we had cash, restricted cash, and cash equivalents of $379.6 million. During the three months ended January 31st, 2026, we sold approximately 6.4 million shares of the company's common stock under the amended open market sale agreement at an average sale price of 882 per share, resulting in net proceeds of approximately 54.9 million. Subsequent to the end of the quarter, we sold an additional 300,000 shares at an average price of $7.67 per share, generating net proceeds of approximately $2.5 million. During the quarter, we also closed a new round of debt financing with Export-Import Bank of the United States, resulting in approximately $25 million of gross proceeds. We view this as continued support for exporting our differentiated U.S. energy technology while expanding delivery of utility-scale power in international markets such as South Korea through long-term service agreements. In closing, we remain disciplined in working to strengthen our financial foundation while sharpening commercial execution. we are seeing accelerating momentum in the data center market where evolving power requirements are creating meaningful near and medium term opportunities. Our priority is converting this pipeline of opportunities and driving operational leverage through higher utilization of our Torrington facility. As previously outlined, we are targeting future achievement of positive adjusted EBITDA once our Torrington facility reaches an annualized production rate of 100 megawatts per year. At the same time, we are maintaining balance sheet strength through capital efficient financing structures, including our arrangements with XM and our collaboration with SDCL. I will now turn the call over to the operator to begin Q&A.

Tiffany | Conference Operator

At this time, if you would like to ask a question, press star, ending number one on your telephone keypad. To withdraw your question, simply press star one again. We kindly ask that you limit your questions to one and one follow up for today's call. We will pause for just a moment to compile the Q&A roster. Your first question comes from the line of Dushant Alani with Jefferies.

Please go ahead. Dushant Alani | Analyst, Jefferies

Hi, yeah, good morning. Thanks for taking my question. I just wanted to touch on that 1.5 gigawatts of proposal that you've submitted. Could you walk us through what the next steps would look like before we could potentially see a project being added to the backlog?

Jason Few | President and Chief Executive Officer

Yes, Sean, thank you very much for that question. As it relates to backlog, just to clarify our position on that, everything that's in our backlog are firm committed orders before it goes into backlog. So even upon a project award, we would not move it to backlog until such time that we've finalized all of the contracts. So from the submittals that we've made, what the team is doing now is going through finalizing technical details, working through initial formalities, you know, considerations around the contract and trying to work with those customers to advance it to, you know, full contract negotiation and ultimately contract closure. We think that the opportunity that we have around that set of projects really starts to materialize over the coming quarters, but the team is in active negotiations on all of those as we speak.

Dushant Alani | Analyst, Jefferies

Understood. That's helpful. And then maybe also, you know, kind of touching on the MOU with Inuverse, could you talk about the key milestones there to think about that as well on how that kind of converts to a, you know, a definitive agreement?

Jason Few | President and Chief Executive Officer

Sure. So as we discussed, one of the key milestones was actually them solidifying and lining up the land. That's now done. And so now, you know, the next phase of that is really working through the offtakers and who's going to be part of that site in Korea. So for us, we will begin to be part of designing architecture and planning around the power delivery for that site, working collaboratively within U-verse.

Dushant Alani | Analyst, Jefferies

Understood.

Thank you. Jason Few | President and Chief Executive Officer

Thank you.

Tiffany | Conference Operator

Your next question comes from the line of Jason Tilchen with Canaccord Genuity.

Please go ahead. Jason Tilchen | Analyst, Canaccord Genuity

Good morning, and thanks for taking my question. In the repair remarks, you talked about the percentage of sales pipeline from data centers sort of doubling over the past year, specifically as it relates to the partnership with SDCL. Can you talk to the experience they bring to the table, how that changes the math in terms of the types of projects you're exploring and potentially the timelines for when those could move forward?

Jason Few | President and Chief Executive Officer

Yeah, for sure. Jason, thank you. So if you think about SDCL, SDCL as a private equity firm or really an infrastructure fund, you can think about them that way. Today, they own multiple gigawatts of projects today that they run and operate as an infrastructure provider for that. SDCL believes very strongly in delivering sustainable, power generation projects on a distributed basis. So what they bring is not only the opportunity from a financial investment standpoint, but also just their experience in delivering large-scale infrastructure projects and being part of running and maintaining those. And so as we think about our way in which we deliver projects, our ability to run and maintain remotely, provide service wrappers around that We think the combination between us and SDCO is very strong, and we're aligned in terms of what we want to be able to deliver to customers.

Jason Tilchen | Analyst, Canaccord Genuity

Okay, great. That's very helpful. And then just as a quick follow-up, the run rate at Torrington was a bit lower in Q1 than it was in Q4. Could you speak to some of the puts and takes there, and how should we be thinking about the gaining factors and timeline getting closer to that 100 megawatt target?

Michael Bishop | Chief Financial Officer

Sure. Good morning, Jason, and thanks for joining the call. So really just seasonal around Q1. It was a little bit lower than where we were in Q4. Today, we're targeting a current run rate in the 40, 41 megawatt run rate. I'm sorry. But as Jason described, we get traction on new commercial opportunities. We will look to increase that run rate. And as I discussed in my remarks, we're still targeting positive adjusted EBITDA when that run rate achieves 100 megawatts.

Jason Tilchen | Analyst, Canaccord Genuity

Great.

Thank you very much. Yep. Tiffany | Conference Operator

Your next question comes from the line of Manav Gupta with UBS.

Please go ahead. Manav Gupta | Analyst, UBS

Good morning. I actually had just one question. Can you talk about the benefits of absorption chillers, how it makes the fuel cell offering more competitive, what it does to the overall efficiency of the system if you can combine your fuel cells with absorption chillers? What's like a simple cycle gas turbine or a combined cycle gas turbine? If you could talk around those dynamics, I'll be very grateful.

Thank you. Jason Few | President and Chief Executive Officer

Thank you very much for the question. If you go back to the page 8 in our presentation, what we tried to do there is really lay out a very straightforward example of the benefits of leveraging absorption chilling. When you think about power usage being 20% to 30% going toward cooling, our ability to deliver absorption chilling by leveraging the thermal properties of our platform, which is the ability to deliver high-grade steam, and integrating with steam-efficient absorption chilling adds to the efficiency of actually delivering a cooling solution, you know, you can pick up not only additional, you know, cooling capabilities, but reduce the power required, so effectively increasing the PUE of that data center. And, you know, just taking a simple example, if you think about a 100-megawatt, you know, data center today, where maybe 69% 0.5 megawatts are going toward IT load. By leveraging absorption chilling, you can increase the amount of power going to the IT load. And if you think about the offset between delivering absorption chilling, the capex required around that, but the operational efficiencies and pickup and reduction of power, in the example that we're showing here, you know, you pick up about $127 million in incremental value over that 20-year period. So we think that's a really strong value proposition, and the capability to do that is inherent in the platform. So I think as power density and heat continue to increase and a bigger focus on delivering more compute power to the racks, absorption chilling becomes a very compelling opportunity for data center customers. And as a company, We have demonstrated our ability to do that. We've delivered absorption chilling solutions. And if you just think about the core capability that we need to have there, that's actually the recovery and delivery of that heat. So if you go beyond just even look at what we've done in terms of absorption chilling, if you look at our, you know, we've got solutions today where we're delivering district heating or we're delivering, you know, steam to an entire steam loop, providing steam across industrial complex. really showing our capabilities in this area. And so we think that we have a unique advantage to really deliver a strong value proposition via absorption chilling.

Manav Gupta | Analyst, UBS

Thank you.

Jason Few | President and Chief Executive Officer

Thank you.

Tiffany | Conference Operator

Your next question comes from the line of Ryan Finkst with B Reilly.

Please go ahead. Ryan Finkst | Analyst, B. Riley

Hey, good morning, guys. Thanks for taking my questions. For the 1.5 gigawatts of proposals delivered in one queue, can you break that down a bit by geography or perhaps average project size?

Jason Few | President and Chief Executive Officer

Yeah, so the vast majority of those projects are weighted toward the U.S. market. And, you know, they range across customer types from hyperscalers to co-location developers to infrastructure players, also real estate developers and power land developers, if you think across the whole opportunity that we're talking about. And the average sizes for these typically are in the 50 to 300 megawatt type range when you think about that as a per facility. So you might have larger sites, but when you think about really powering a number of sites at a particular location. And as those data centers scale their capacity, we're seeing, you know, the building block sizes, you know, match very, you know, nicely to our scalability.

Ryan Finkst | Analyst, B. Riley

Got it. Appreciate that, Jason. And then with the two carbon capture modules expected to ship next month, can you talk about the next milestone to look out for there?

Jason Few | President and Chief Executive Officer

Yeah, so we'll ship the modules to Rotterdam, and ExxonMobil is completing the work that they need to do when they're in at the ESSO refinery there. And so the team will go through an integration process where we're actually setting up the platform to be able to capture the flue gas directly from the ESSO refinery. And ultimately, upon completion of that work, will be demonstrating our ability to directly capture carbon from the point source while simultaneously producing power, hydrogen, and thermal energy. And we think the combination of being able to deliver those three incremental value streams and certainly the efficiency that comes from being able to capture directly at the point source gives us an opportunity to deliver what we ultimately believe will be a very compelling low cost of capture, in addition to the fact that one of the other things that this demonstration will show is something that's very difficult for other carbon capture technologies to do. And that's to actually capture carbon from lower CO2 concentration streams. So when you start to get to 6%, 8%, 12%, streams of carbon, it becomes a lot harder to capture that CO2, and we're going to demonstrate how efficiently and effectively we can do that. So this demonstration will show those two things, we think, quite well, the simultaneous production of three revenue streams and the ability to capture CO2 in a low CO2 concentration stream.

Ryan Finkst | Analyst, B. Riley

Got it. Appreciate it, guys.

Thank you. Tiffany | Conference Operator

Your next question comes from the line of Colin Rush with Oppenheimer.

Please go ahead. Colin Rush | Analyst, Oppenheimer

Thanks so much, guys. Can you talk a little bit about the modular design you're working with on some of these data centers, the building blocks that we can think about, and how leverageable this first award will ultimately be in terms of being able to drive a template for other customers to use for building out similar type of facilities?

Jason Few | President and Chief Executive Officer

Colin, thank you for your question. So, you know, our building block size is a 1.25 megawatt building block size. And as we look to deploy larger sites, we pair those and you can think about it in a two by two configuration. So we're delivering two and a half megawatt blocks essentially to customers. And so if you think about what a data center is ultimately trying to do, is they want to match not only the power they need for compute, but the power they need for the overall facility. And as we just talked about, if they leverage our absorption chilling capabilities, they'll actually need less power. And then as that data center scales, our ability to scale in lockstep with that data center customer, we think gives us an advantage. So if you think about take a 100 megawatt data center, the next block of power they need is probably not another 100 megawatts. Maybe it's more like 20 or 50. And so our modularity gives us the ability to match exactly to the power needs that that data center customer has. In addition to that, as we think about the value proposition that we offer overall, not only in terms of accelerated time to power, You know, we've demonstrated our ability to deliver, you know, infrastructure-grade scalability across our deployments that we have today. But we think that we also offer two additional really compelling things. Ultimately, the ability for that customer to transition to DC when the market moves that direction. And the fact that, you know, our building block is 1.25 megawatts and rack sizes are going to a megawatt. That's a perfect alignment with our building block, and the whole goal there is actually to reduce the number of products needed, the number of connection points, the number of piping and wiring and other things that are required to make that data center operate. So that matchability with our platform at 1.25 megawatts is really compelling. And then the other piece is just around our ability to really provide – not only that capital preservation, but regulatory resilience. So as you think about changing regulatory environments, our low emissions profile, our lack of SOX, NOX, and other particulates, the fact that we operate at near silent, and our platforms are deployed carbon capture ready, the ability to ultimately take advantage of that and deliver that to a customer when they're ready, we think puts us in a really nice position And in terms of leveraging, we think that the initial commercial win, successfully deploying and delivering power to that data center customer, we think will serve just as yet another proof point of our ability to deliver utility-scale distributed power generation. And now we'll have a reference, if you will, of a data center customer, and we think that that's ultimately really leverageable by our sales team and the other customers that they're working with to close transactions.

Colin Rush | Analyst, Oppenheimer

Thanks so much. And then, you know, just turning to the operational side, it looks like you guys are set up for a pretty substantial amount of operating leverage as you scale revenue. Can you just talk about what other elements you need for the organization to really meet the opportunity that you see coming on the data center side?

Michael Bishop | Chief Financial Officer

Good morning, Colin. Thanks for joining. So, yeah, as you mentioned, we are set up for scale. And as I said in my remarks, as we get closer to 100 megawatts of production volume, we get to adjusted EBITDA positive. But also, as Jason talked about in his remarks, as you look at how we scale beyond 100 megawatts, we have plans in place to expand Torrington to at least 350 and then plans beyond that. And we've allocated a range of capital this year to begin that with long lead items. So as an example, we're installing a high capacity tape caster. So that's an example of what is going into the factory today. But also what we've talked about is essentially a hub and spoke model to really optimize Torrington to bring final assembly and conditioning facilities closer to where our customers are, and we'll gain a lot of leverage from that by having lower operating costs and lower transportation costs to the customers, and then also being able to localize certain activities. This is a model that we followed in the past with the activity that we've done in Korea and Germany. So those are a few examples that I'd point to.

Colin Rush | Analyst, Oppenheimer

Thanks so much, guys.

Michael Bishop | Chief Financial Officer

Thank you.

Tiffany | Conference Operator

Your next question comes from the line of Noel Parks with Tuohy Brothers.

Please go ahead. Noel Parks | Analyst, Tuohy Brothers

Hi, good morning. I just had a couple. And I was wondering if you could maybe talk about what you're seeing in your contract negotiations overall since you said so much of your pipeline is the data center business. I was wondering, in particular, if there are any differences on service terms with this customer base compared to historically, either in terms of how willing they are to go into the service agreements with you, whether they balk at all on pricing or whether they're sensitive to duration. So anything like that would be really interesting.

Jason Few | President and Chief Executive Officer

Noel, thank you for the question. So as we have the conversations with data center customers, if we just focus on that for a moment, we are not seeing resistance to service agreements. I mean, if you think about their core business, they want to deliver data center compute to their customers. They're not necessarily looking to be in the business of managing generation assets. And one of the Benefits of our platform is the fact that we can and we do run and operate the platform remotely. And our service wrapper includes all of the service and maintenance as well as the repowering of those modules as part of our service agreement. So we're not seeing any resistance to that. We are having conversations with customers around duration. as customers really try to balance between how they lay out their full architecture and continue to think about when grid connections might be available and then how does that ultimately play in to the architecture that gets deployed. So in a pure behind-the-meter scenario where a grid connection may be five years out or more, they really like to think about, okay, well, what does that mean in terms of the power need once that grid connection becomes available and if that grid connection would even be to the level of power that they would need for the data center anyway. So what the conversation we're having about is how does the grid come along? We operate in a parallel way. They look at the grid as a way to get incremental power or even perhaps serving as part of the backup architecture for the data center. But, you know, so it's more of an integration conversation as opposed to an either-or conversation that we're having with our customers.

Noel Parks | Analyst, Tuohy Brothers

Great, thanks. And, you know, you're talking about sort of the horizon of 100 megawatt capacity at Torrington and ultimately seeing a path to 350 megawatt capacity. And, you know, with the data center market is so strong, it sort of feels like there's kind of an inevitability or maybe an unusual degree of visibility to very strong growth trends. I just wonder, is there any interest on your part or from parties approaching you on the financing side about maybe, you know, securing that financing. I mean, maybe not pulling the trigger on it in terms of execution, but you know, for example, an infrastructure fund or something like that, being willing to come in at this point and say, you know, we, it's really likely your demand is going to bring you to that capacity. And can we set up what that might look like now, even if only conditionally. So I just wondered about that. Cause it, it's like I said, the visibility seems pretty good.

Michael Bishop | Chief Financial Officer

Hi, Noel, this is Mike, and thanks for that question. Yeah, so as we've laid out, we have a very strong commercial pipeline around data center opportunities. We talked about, you know, a gigawatt and a half of recent proposals. The company is doing a lot of planning around these opportunities. I talked about the expansion in Torrington to 350 megawatts, and then Jason's remarks talked about additional potential expansion, 500 megawatts to a gigawatt, beyond the Torrington factory. So as part of our planning, we are planning for financing for this as well. As Jason said in his remarks, as we get closer to final investment decisions, we will have more to say around capacity expansion and potentially financing that goes along with that.

Noel Parks | Analyst, Tuohy Brothers

Okay, great.

Thanks a lot. Michael Bishop | Chief Financial Officer

Thank you.

Thank you. Tiffany | Conference Operator

That concludes our question and answer session. I will now turn the call back over to Jason Pugh for closing remarks.

Jason Few | President and Chief Executive Officer

Thank you, Tiffany. Thank you everyone for joining today's call. In summary, the first quarter reflects progress in several key areas. Robust revenue growth, strengthened operating discipline, improved liquidity, and continued advancement in commercial and operational priorities. More importantly, these results reinforce a broader point. We've already proven distributed baseload power works. What's changing is who needs it, how urgently, and at what scale. We remain committed to discipline execution, converting the pipeline thoughtfully, advancing vital programs like Rotterdam, and continue to scale our platform for the long term. Before we conclude, I want to thank our team members, customers, partners, and shareholders for their continued support. The team at Fuel Cell Energy remains focused on executing our strategy, advancing our technology, and delivering reliable, resilient power solutions that strengthen energy infrastructure around the world. Thank you again for your time today, and we look forward to updating you on our progress next quarter.

Tiffany | Conference Operator

Ladies and gentlemen this concludes today's call. Thank you all for joining. You may now disconnect. jsPDF 3.0.3 D:20260606090125-00'00'

NASDAQ:FCEL Q4 2025 Earnings Call Transcript Generated on 6/6/2026 Operator | Conference Operator: Hello and welcome to the Fuel Cell Energy fourth quarter of fiscal 2025 financial results conference call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during this time, please press star 1 on your telephone keypad. I would now like to turn the conference over to Michael Bishop, CFO.

You may begin. Michael Bishop | Chief Financial Officer

Thank you, operator. Good morning, everyone, and thank you for joining us on the call today. This morning, Fuel Cell Energy released our financial results for the fourth quarter and fiscal year 2025, and our earnings press release is available in the investor section of our website at www.fuelcellenergy.com. In addition to this call and our earnings press release, we have posted a slide presentation on our website. This webcast is being recorded and will be available for replay on our website approximately two hours after we conclude. Before we begin, please note that some information that you will hear or be provided with today consists of forward-looking statements within the meaning of the Securities and Exchange Act of 1934. Such statements express our expectations, beliefs, and intentions regarding the future and include statements concerning our anticipated financial results, plans, and expectations regarding the continuing development, commercialization, and financing of our fuel cell technology, our anticipated market opportunities, and our business plans and strategies. Our actual future results could differ materially from those described or implied by such forward-looking statements because of a number of risks and uncertainties. More information regarding such risks and uncertainties is available in the Safe Harbor Statement in the slide presentation and in our filings with the SEC, particularly the risk factor section of our most recent Form 10-K, and any subsequently filed quarterly reports on Form 10-Q. During this call, we'll be discussing certain non-GAAP financial measures, and we refer you to our website, our earnings press release, and the appendix of the slide presentation for the reconciliation of those measures to GAAP financial measures. Our press release and a copy of today's webcast presentation are available on our website under the Investors tab. For this call, I'm joined by Jason Few, our President and Chief Executive Officer. Following our prepared remarks, the leadership team will be available to take your questions. I'll now hand the call over to Jason for opening remarks. Jason?

Jason Few | President and Chief Executive Officer

Thank you, Mike, and good morning, everyone. Thank you for joining us on our call today. Our fourth fiscal quarter closed a year of meaningful progress for fuel cell energy. Starting around 12 months ago, we began a series of thoughtful restructuring measures to sharpen our focus and strengthen the fundamentals of our business. Through this series of tough decisions to streamline and focus our organization, today we are operating with greater discipline, lower cost, and strategic clarity. We are further along on our path to profitability. The work is not finished. but we believe we are on the right track. During this time, the surrounding market environment has undergone significant change as well, presenting what we see as one of the greatest business opportunities of our generation, the demand for more power to accommodate data centers, industry, and communities. We believe that demand plays directly to the strength of our technology, clean, resilient, near silent continuous power. We continue to focus on converting our pipeline into executed contracts, scaling our manufacturing capacity at our Torrington facility, and advancing product improvements that differentiate us from our competitors. We are committed to this work and we are doing it with urgency and with clear focus. That focus is delivering distributed always-on low emission power through our carbonate fuel cell platform. Our technology is proven at scale, and we are aligning our business around this singular strength. As you all know, demand for power is accelerating quickly, driven by the exponential growth of AI, data centers, and digital infrastructure that is outpacing the capabilities of the existing grid. This demand is reshaping the market and it requires solutions that can provide clean, reliable power where it is needed. The need is clear, urgent, and investable. With decades of operating experience and a differentiated electrochemical platform, we believe we are well positioned to meet this need and successfully compete for the opportunities emerging in this rapidly growing market segment. Please turn to slide four. As you view our fourth quarter and full fiscal year results, please keep the following five points in mind. Number one, we are focused on our data center strategy. AI-driven demand is reshaping power requirements across the data center and digital infrastructure ecosystem. We are actively engaged with participants across the ecosystem to make them aware of our capabilities and that we are prepared to provide utility scale, reliable, and cost-competitive clean power for these types of energy-intensive applications. With our collaboration with Diversified Energy, a potential future collaboration with Inuverse announced earlier this year, and a growing pipeline of potential data center opportunities in the U.S. and Asia, we believe we have strong momentum heading into 2026. Number two, we are scaling manufacturing capacity. We believe that our path to profitability runs through higher utilization at our manufacturing facility in Torrington, Connecticut. As we increase production, we expect our cost structure to become more efficient, and we expect this to translate into positive adjusted EBITDA once we reach an annualized production rate of 100 megawatts per year. Entering fiscal year 2026, our focus is on margin expansion driven by disciplined operations and greater production throughput. I will provide additional detail on our scalable manufacturing capacity later in the presentation. Number three, we are building financing capacity to enable growth. We believe that the $25 million financing provided by XM to support our GGE project in Korea demonstrates a model that can be used for future projects both in Korea and worldwide. The current U.S. administration has expressed its intention to use XM to support the global adoption of American technologies like ours, and we believe this financing signals XM's belief and our utility-scale power generation technology. We are pleased to have EXIM as a financing partner. We are entering 2026 with a strong balance sheet, and we expect to achieve financing flexibility through proven models like the EXIM financing and other financing alternatives. Number four, we believe we are positioned to win in emerging power markets. Policy certainty under the One Big Beautiful Bill Act improves project economics, supports long-term adoption, and allows current and potential customers to make investment decisions. Furthermore, our core carbonate platform provides reliable, clean power that can be dispatched when needed and can be situated close to users, an advantage for customers prioritizing dependable energy, lower emissions, and flexible site options for crucial operations. And number five, we are entering fiscal year 2026 with strong momentum. Commercial momentum, policy clarity, and an expanding opportunity set gives us confidence. Our success in fiscal year 2026 will depend on execution, converting our pipeline into executed contracts and backlog into revenue. with the discipline and focus we've been building across the company. Transitioning to slide five. We succeed when we stay focused on solving problems for our customers. Customers turn to us when they need to pursue business growth without compromise and when power constraints threaten timelines, economics, or operational reliability. Increased demand is not the only challenge they encounter. There are numerous obstacles facing customers today that can hinder their economic growth. Utility interconnections now routinely take five to seven years or more, and new substation builds follow a similar timeline. Traditional gas turbines face three to five years of procurement and construction before they can deliver behind the meter power. Our carbonate fuel cells avoid these bottlenecks. They can be deployed without requiring new high-voltage interconnections, can be brought online more quickly and can deliver a cost of energy comparable to turbines and other engine alternatives with reduced permitting risk. These delays are further compounded by emission restrictions and limited site availability. Our core carbonate platform addresses those issues directly. They produce virtually no NOx or SOx and offer unique carbon capture capability. In addition, our 1.25 megawatt power blocks allow customers to scale capacity as their needs grow. Traditional generation projects often trigger resistance, adding years of uncertainty. Our distributed carbonate fuel cell platform sidesteps these issues. It requires a smaller footprint, operates quietly, and can operate near the point of use, which may help to mitigate opposition and accelerate time to power. Let's move to slide six. These challenges and the way our customers need to solve them shape how we operate. We have concentrated our efforts on our carbon and fuel cell platform because it not only is ready now, but also directly addresses the constraints I just outlined. It is proven across commercial deployments of varying scale, and we continue to refine it through real-world operating experience. Our platform also benefits from a strong U.S. policy tailwind, including the reinstatement of the investment tax credit and incentives for carbon capture, an important point of differentiation compared to other generation technologies. And while we are doubling down on what is a commercially ready platform, we are also investing selectively in innovations that we believe will better position us for what comes next. These emerging technologies have the potential to drive the next phase of our growth and strengthen our long term competitiveness. Now onto slide eight. I wanted to highlight one example of the momentum we are carrying into 2026. We have established fuel cell energy as a leading partner in South Korea's growing fuel cell energy economy, the largest in the world. Today, We have more than 100 megawatts of power projects in South Korea in our backlog, with another 100 megawatts under MOU. Our ongoing work with GGE continues to advance, supported by the 25 million in new EXIM financing for the next phase of the project, including additional module shipments and service. We also see a clear path for additional repowering opportunities, and we are proud to contribute to Korea's evolving energy landscape. Let's go to slide nine. As we look ahead to fiscal year 2026, we continue to see a compelling case for fuel cells in data center applications. Grid constraints, rising workloads, and pressure to manage energy costs are all increasing demand for reliable, efficient, and scalable onsite power. Our carbonate fuel cell platform addresses these needs directly by delivering baseload reliability modular scalability, and meaningful permitting advantages. And as data centers push more computational power, our integrated absorption chilling and heat offtake could help manage thermal load while maintaining system performance. It is our assessment that our carbonate fuel cell platform additionally offers extended stack longevity, reliable biogas functionality, minimal performance degradation, and sophisticated containment management. These features collectively facilitate cost-effective carbon capture solutions, particularly in large-scale applications. Additionally, as NIMBY concerns grow and data center operators are under pressure to expand, our fuel cells offer a low-profile clean solution that provides greater flexibility for siting that can help them move forward faster amidst community concerns. Let's move to slide 10. With this opportunity in front of us, we also believe we have the manufacturing foundation to meet it. Once we reach an annualized production rate of 100 megawatts per year at our Torrington facility, we expect to achieve positive adjusted EBITDA. Today, we are roughly 40% of the way there, and our backlog continues to build. Looking further ahead, we believe that the Torrington facility could accommodate an estimated annualized production capacity of up to 350 megawatts per year with additional capital investment in machinery, equipment, tooling, labor, outsourcing certain processes, and inventory. As we enter the new year, we are executing with focus and momentum. We are focused on advancing meaningful opportunities in the data center market scaling a manufacturing platform built for utility level deployments, and moving steadily toward profitability with operational discipline. With that, I'd like to turn the call over to our CFO, Mike Bishop.

Michael Bishop | Chief Financial Officer

Thank you, Jason, and good morning to everyone on the call today. Overall, we are pleased with the progress made during the year with revenue expansion, largely driven by repowering activities in Korea, expense reductions as a result of our restructuring plans implemented in fiscal year 2025, and balance sheet strength as a result of spending reductions and financing activities. Let's review the operating performance for the fourth quarter and fiscal year 2025 shown on slide 12. In the fourth quarter of fiscal year 2025, we reported total revenues of $55 million compared to revenues of $49.3 million in the prior year quarter, representing a 12% increase. We reported a loss from operations in the quarter of $28.3 million compared to $41 million in the fourth quarter of fiscal year 2024. The loss from operations in the fourth quarter of fiscal year 2025 was impacted by a non-cash impairment expense of 1.3 million as a result of our previously announced restructuring plan. The net loss attributable to common stockholders in the quarter was 30.7 million compared to a net loss attributable to common stockholders of 42.2 million in the fourth quarter of fiscal year 2024. The resulting net loss per share attributable to common stockholders in the fourth quarter of fiscal year 2025 was $0.85 compared to $2.21 in the prior year period. The decrease in net loss per share attributable to common stockholders is due to the benefit of the higher number of weighted average shares outstanding due to the share issuances since October 2020. 31st, 2024, and the decrease in net loss attributable to common stockholders. Net loss was 29.3 million in the fourth quarter of fiscal year 2025 compared to net loss of 39.6 million in the fourth quarter of fiscal year 2024. Adjusted EBITDA totaled negative 17.7 million in the fourth quarter of fiscal 2025 compared to adjusted EBITDA of negative 25.3 million in the fourth quarter of fiscal year 2024. Now, shifting to the full year results, in fiscal year 2025, we reported total revenues of 158.2 million compared to revenues of 112.1 million in the prior year representing a 41% increase. This increase was largely driven by module deliveries to Goji Green Energy Company Limited, or GGE, under our long-term service agreement. During fiscal year 2025, we delivered a total of 22 modules to GGE. We reported a loss from operations for the year of 192.3 million compared to 158.5 million in fiscal year 2024. This increase is mainly attributable to non-cash impairment expenses of 65.8 million and restructuring expenses of 5.3 million incurred in fiscal 2025 resulting from our previously announced restructuring plan. The net loss attributable to common stockholders for the year was 191.1 million compared to a net loss attributable to common stockholders of 129.2 million in fiscal year 2024. The resulting net loss per share attributable to common stockholders in fiscal year 2025 was $7.42 compared to $7.83 in the prior year. Adjusted net loss attributable to common stockholders, which excludes the non-cash impairment expenses, restructuring expenses, and certain other non-cash items was $4.41 compared to $6.54 in fiscal year 2024. Net loss was $191.4 million in fiscal year 2025 compared to net loss of $156.8 million in fiscal year 2024. Adjusted EBITDA totaled negative 74.4 million in fiscal year 2025 compared to adjusted EBITDA of negative 101.1 million in fiscal year 2024, a reduction of 26% and over $25 million. We believe this improvement in adjusted EBITDA and adjusted net loss attributable to common stockholders reflects the early benefits of our cost savings actions and our sharper focus on our core carbonate platform under our restructuring plans. Please refer to the appendix in the earnings release, which provides a reconciliation of the non-GAAP financial measures, adjusted net loss per share attributable to common stockholders, and adjusted EBITDA. Next, on slide 13, you will see additional details on our financial performance during the fourth quarter and backlog as of October 31st, 2025. In the graph on the left-hand side of the slide, revenue is broken down by category. Product revenues were $30 million compared to $25.4 million in the comparable prior year period. This increase was primarily driven by revenue recognized under the company's long-term service agreement with GGE for the delivery and commissioning of 10 fuel cell modules. Service agreement revenues increased to $7.3 million from $5.6 million. The increase in service agreement revenues during the three months ended October 31st, 2025, was primarily due to revenue recognized under the company's long-term service agreement with GGE. Generation revenues increased to $12.2 million from $12 million, reflecting higher output from plants in the company's generation operating portfolio during the quarter compared to the prior year period. Advanced technology contract revenues decreased to 5.5 million from 6.4 million. Now, looking at the right-hand side of the slide, I will walk through the changes in gross loss and operating expenses. Gross loss for the fourth quarter of fiscal year 2025 totaled 6.6 million compared to gross loss of 10.9 million in the comparable prior year quarter. The decrease in gross loss for the fourth quarter of fiscal year 2025 was primarily related to decreased gross loss from generation revenues, product revenues, and service agreement revenues partially offset by reduced gross margin on advanced technology contract revenues during the fourth quarter of fiscal year 2025. Operating expenses for the fourth quarter of fiscal year 2025 decreased to $21.7 million from $30.1 million in the fourth quarter of fiscal year 2024, primarily due to a $6.2 million decrease in research and development expenses partially offset by non-cash impairment expense of $1.3 million. Administrative and selling expenses decreased to $15.2 million during the period from $15.9 million during the fourth quarter of fiscal year 2024, primarily due to lower compensation expense resulting from the restructuring actions taken in September and November 2024 and June 2025. Research and development expenses decreased to 5.5 million during the fourth quarter of fiscal year 2025 compared to 11.6 million in the fourth quarter of fiscal year 2024. This decrease was primarily due to lower spending on commercial development efforts related to our solid oxide power generation and electrolysis platforms and carbon separation and carbon recovery solutions. On the bottom right of the slide, you will see that backlog increased by approximately 2.6% to 1.19 billion compared to 1.16 billion as of October 31st, 2024, primarily resulting from the additions of the Hartford project and the long-term service agreement with CGN Yeltsin Generation Company Limited, or CGN, partially offset by revenue recognition during the year. Slide 14 is an update on our liquidity position. As of October 31st, 2025, we had cash, restricted cash, and cash equivalent of $341.8 million. During the three months ended October 31st, 2025, approximately 16.4 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 $8.33 per share, resulting in net proceeds to the company of approximately $134.1 million. Subsequent to the end of the quarter, approximately 1.6 million shares of the company's common stock were also sold under the amended open market sale agreement at an average sale price of $8.37 per share, resulting in net proceeds to the company of approximately $13.1 million. Additionally, after the quarter ended, we announced a new $25 million debt financing transaction with the Export-Import Bank of the United States, or XM, marking a continued commitment from XM to support the company's growth ambitions to deliver utility-grade power in international markets such as the collaboration with GGE in Korea. In closing, we continue to take disciplined steps to strengthen our financial foundation while focusing on a growing set of new commercial opportunities. Our strategy centers on commercial momentum with the acceleration of data center opportunities, operational leverage through utilization and expansion at our Torrington facility, with the goal of achieving positive adjusted EBITDA results while maintaining balance sheet strength through capital efficiency via financing structures, including frameworks like those utilized with XM. I will now turn the call over to the operator to begin Q&A.

Operator | Conference Operator

Thank you. If you would like to ask a question, please press star 1 on your telephone keypad. If you would like to withdraw your question, simply press star one again. We ask that you please limit yourself to one question and one follow-up. Thank you. Your first question comes from the line of Deshant Ayalani with Jefferies.

Your line is open. Deshant Ayalani | Analyst, Jefferies

Hi, team. Thanks for taking my questions. One, I just wanted to kind of think about how do you guys frame 2026? growth outlook, do you think there's a potential to bake in any data center opportunity in 2026, or do you think it's more of a, you know, 2027 and beyond story?

Jason Few | President and Chief Executive Officer

Thank you for joining us today, and thank you for the question. As we look at 2026 and the overall data center opportunity, you know, today, as we said, we've got hundreds of megawatts of pricing proposals out. across the whole digital infrastructure ecosystem, and that ranges from hyperscalers, utilities, power land developers, infrastructure players, and sponsors, so kind of across the whole gamut of opportunities. And, you know, each of these opportunities are on their own timeline from a development and getting to an FID or closure, but we certainly believe that those opportunities will present in 2026 for the company. and be part of our growth story.

Deshant Ayalani | Analyst, Jefferies

Lovely. And then just wanted to kind of talk about the capacity expansions. I think you said that you could increase the capacity to 350 megawatts, right? How long would it take to scale once you make that decision? Just sort of think that through.

Jason Few | President and Chief Executive Officer

Yeah, so if you think about where we are today, we've always talked about our ability under our existing technology construct and what's there to do 100 megawatts of capacity. We're at 41 megawatts today run rate. So our ability to get to 100 megawatts is really no real new capital investment to make that happen. What we talked about on the call today is getting to 350 megawatts. That's still in that same footprint of our existing Torrington facility. So although there will be some capital investment, we think it's fairly modest to get to the 350 megawatts. And we think that we can do that in a pretty short cycle window. And our expectation is that scale can happen in, you know, in a timeframe of less than, you know, 18 months or so to get that billed out and get it done.

Deshant Ayalani | Analyst, Jefferies

Got it.

Thank you. Jason Few | President and Chief Executive Officer

Thank you.

Operator | Conference Operator

The next question comes from George Giannarekis with Canaccord Genuity.

Please go ahead. George Giannarekis | Analyst, Canaccord Genuity

Hi, good morning, all, and thank you for taking my question. So maybe just to pull that thread a little bit with regard to data center traction, can you just sort of maybe go into a little bit more detail as to how the conversations with your DPP partners are going? Like any bottlenecks to maybe signing a deal and where you see maybe the most opportunity over the next six to 12 months?

Thank you. Jason Few | President and Chief Executive Officer

Yeah, George, no, thank you for the question. So I think maybe the way that I would answer that is I'd break it up into maybe two buckets. If you look at the work that we're doing with diversified energy, that's really our play or angle to provide a power and land solution to customers because they bring gas, we bring power. And so it's all about offering, whether it's a real estate developer or if it's another data center developer or even a hyperscaler, that's looking to take advantage of that opportunity across the markets where Diversified has gas infrastructure, we're well positioned to deliver against that opportunity set. We don't see any constraints in our ability to deliver against that because we have really good knowledge around what the gas position is, and we certainly know what our position to deliver power is from a manufacturing capacity standpoint. With respect to kind of the broader data center opportunities and the conversations we're having, you know, it cuts across some direct conversations with hyperscalers, also with utilities. We also are having, like I said, you know, those conversations with infrastructure players and sponsors, as an example. And what we're finding in those conversations is really a strong interest in our distributive generation platform. Time to power is definitely a major thematic and one which we can meet. And thirdly, we're seeing really strong interest in what I would call the benefits of our level of modularity, meaning that our 1.25 megawatt power blocks gives us the ability to scale with those data center customers as they scale. And as you know, it's not linear growth necessarily in the way those data centers scale, so having the modularity is really important. And the other big area that we're seeing is because of our operating temperature of our platform, we're seeing really strong interest to take advantage of our ability to integrate with steam absorption chilling to provide a really efficient way of cooling the data center. If you think about about a third of the load in a data center goes to overhead. So if we can You know, in a 50-megawatt data center, I think we can roughly take about 5 megawatts or so of power load off that requirement. That's material, and that's very attractive to those customers, and those are the kind of conversations we're having.

George Giannarekis | Analyst, Canaccord Genuity

Thank you. And maybe as a follow-up, any update on what's happening with ExxonMobil and your carbon capture opportunity there?

Thank you. Jason Few | President and Chief Executive Officer

Yeah, so on Exxon, you know, we've completed the construction of the modules that are set to be shipped to Rotterdam in support of the demonstration in Rotterdam with Exxon at their ESSO refinery, which will demonstrate capturing 90-plus percent CO2 while simultaneously producing power and hydrogen, which is unique. No other technology can do that. And it's our expectation in the latter half of 2026, That project will be up and running, and we'll be demonstrating that technology. And upon successful demonstration of the technology, which we have a lot of confidence in, you know, we will, you know, certainly work with Exxon to think about how to go after and pursue commercial opportunities with carbon capture.

George Giannarekis | Analyst, Canaccord Genuity

Thank you all.

Happy holidays. Jason Few | President and Chief Executive Officer

Thanks, George. Happy holiday to you, too.

Operator | Conference Operator

The next question comes from Samaya Jane with UBS.

Please go ahead. Samaya Jane | Analyst, UBS

Hey, good morning, guys. So what are the big changes, if any, that you've seen across the South Korean market over the past year, and what's your outlook for that market specifically heading into 2026? And then on the data center side specifically, how are you seeing the South Korean market or Asian market in general vary from the U.S.?

Jason Few | President and Chief Executive Officer

Yeah, so good morning, and thank you for the question. You know, in Korea, we obviously are seeing really strong momentum across our opportunity to drive repowering on our existing installed base there, over, you know, 100 megawatts of installed base. So we're fully taking advantage of that, and we're seeing strong demand for that. We think the Korea market, which continues to be the largest fuel cell market in the world, will remain attractive. As you know, we announced an MOU earlier with Inuverse. to work with them on what they anticipate or are trying to do will be the largest data center in the Korea market. And, you know, our efforts with them, we think, will help seed their growth in the market from a data center perspective. I think if you think more broadly about Asia and, you know, outside of the U.S., I think you're seeing very strong interest and demand in data center growth, and we think that the Asia market You know, in its spots, you know, between markets like Korea and Singapore and Japan and Malaysia, you're going to see really strong data center growth. And we're, you know, excited about the opportunities we're having in those – or conversations we're having in those markets.

Samaya Jane | Analyst, UBS

Great, thank you. And then could you provide more color on any carbon capture opportunities you are pursuing with other players like the one with Exxon or any other similar partnerships?

Jason Few | President and Chief Executive Officer

Sure. So maybe you think about it in two ways. There's the work that we're doing with ExxonMobil, which is specifically focused on capturing carbon from external sources. So think about that refinery in Rotterdam. where we're going to capture carbon that is being emitted today from that refinery, right? And in that effort, what we're doing in terms of capturing that external carbon, our commercial activities in that particular application will really start to take full post-start demonstration of this technology with Exxon. Outside of that, though, we have – you can think about it the way we talk about it internally as carbon recovery – And that's our ability to recover the carbon from the fuels that we use to produce clean electricity. And there we're having those conversations actually with many of these data center customers who are still very committed to decarbonizing. And so our ability to provide, you know, a very low emission profile with no SOx, NOx, or other particulates operating at a, you know, very low decibel level, all the things that you're hearing that are causing a lot of problems for these data center customers today. we address with our technology. And then we have the extra added benefit of being able to recover the carbon. And then we can do lots of different things with that carbon up to, you know, providing it and selling it to an industrial gas company, to if we're a data center that's somewhere near a CO2, you know, pipeline, that CO2 could ultimately be sequestered or used in some other way. And so we're actively engaged in those conversations with our industrial customers as well from a recovery standpoint.

Samaya Jane | Analyst, UBS

Great. Thank you for all the color and happy holidays.

Jason Few | President and Chief Executive Officer

Happy holidays to you too.

Thank you for the question. Operator | Conference Operator

The next question comes from Ryan Fingst with B Reilly.

Please go ahead. Ryan Fingst | Analyst, B. Riley Securities

Hey, good morning, guys. Thanks for taking my questions. Maybe a follow-up on the data center discussions in the U.S. Is it fair to say that customer readiness is the main hurdle for fuel cell to secure a data center customer at this point or other factors we should be thinking about?

Jason Few | President and Chief Executive Officer

I don't really think it's a customer readiness issue, Ryan. What I would say is that it's a shift in the way these data center customers have procured power, you know, throughout their history. And, you know, they've been able – previously to procure power from the grid, and that model has worked for them. It's the shift in the model that requires them to think about onsite generation. And as they shift their business model, you know, they're being thoughtful about the way to do that. There's still, you know, thoughts around, you know, going completely behind the meter or running grid parallel. We're comfortable in operating in both of those environments and have done that and can demonstrate our capabilities in that regard. But I don't think it's a customer readiness issue. I think customers have now, you know, bought off on the fact that if they're going to build new data centers and they want to build those new data centers now, they're going to need on-site generation to meet that demand.

Ryan Fingst | Analyst, B. Riley Securities

Appreciate that. And then shifting over to South Korea, can you talk about your expectations around timing for the universe MOU to the extent you're able to when we might see that convert to a firm order or even first revenue there?

Jason Few | President and Chief Executive Officer

Yeah, I won't get specific on timing, but we think as we go throughout 2026, we'll have more to say about that opportunity as it's developing.

Okay. Ryan Fingst | Analyst, B. Riley Securities

Appreciate it, Jason. I'll turn it back. Thanks. Thank you, Brian.

Operator | Conference Operator

The next question comes from Jeff Osborne with TD Cowan.

Please go ahead. Jeff Osborne | Analyst, TD Cowen

Hey, good morning. Just maybe two lines of questioning on my side. One is on the data center side. Is there anything, Jason, that you need to, still develop as it relates to the use case or the application? I'm thinking like load following or other features relative to hospitals, college campuses, things like that.

Jason Few | President and Chief Executive Officer

You know, as we think about our solution set to address the data center opportunity, we don't really have anything that we need to develop because our ability to integrate in a microgrid configuration to support load following, whether that be through batteries or super caps. We're very comfortable with being able to do that. As you know, we operate in a number of micrograde configurations today, so that's not a concern for us. And we don't have plans on developing, you know, best systems or those kind of things as a company, and there's plenty of, you know, choices in the market, and we're going to leverage those market choices to integrate those solutions for customers.

Jeff Osborne | Analyst, TD Cowen

Got it. So if I'm hearing you right, then pricing for data centers should be similar-ish to what you've seen in years past for other smaller applications, given there's no additional equipment?

Jason Few | President and Chief Executive Officer

Yeah, I think, look, I think when we think about what we're offering to these customers, although we aren't going to be the developer, if you will, of the best system, there are instances where we're bringing that full integrated solution to a customer. So the pricing in some of those instances is going to be all inclusive of that. So I think you'll see different pricing based on what the customer is asking us to do. In a straight just deliver power to me scenario, yeah, I think you'll see similar pricing of where we've been priced in the past, but we've done a lot of things to improve our cost position. And so, you know, we think that we're very focused price competitive relative to other onsite generation alternatives, you know, and that goes across, you know, the landscape, including, you know, engines.

Michael Bishop | Chief Financial Officer

And maybe just to add on, and I know you know this, Jeff, but... With the extension of the investment tax credit this year, that provides pricing strength for us as well. The investment tax credit was extended in the big, beautiful bill in July. That goes through at least 2032, and that's a 30% investment tax credit off of the capital cost.

Jeff Osborne | Analyst, TD Cowen

Perfect. Maybe just a quick one for you, Mike. Two-parter, but to expand from 100 megawatts in Torrington to the 350, I think you mentioned, do you have a ballpark of what that would cost? And then I think the ATM is fully utilized, share counts up about 80% or so year on year. Is now a period of sort of relaxation on adding capital to the balance sheet and then waiting for the orders to come? And then maybe you need to revisit the ATM. Can you just walk us through the cash consumption in fiscal 26? and what it would cost to add capacity, and what happens if you get some of these major orders that you're targeting?

Michael Bishop | Chief Financial Officer

Sure. So maybe I'll go in reverse order, and thank you for the question, Jeff. So as far as the balance sheet today, the company is quite comfortable with the cash position that we ended the fiscal year with. We ended with about $342 million of total cash on balance sheet, And then subsequent to the end of the year, we also announced a $25 million facility with XM, a follow-on to the facility that we had done with them last year, which is really supporting deployment internationally. And we obviously like those types of structures, and we'll look to do more of that as we do more deployments internationally, but quite comfortable with our current liquidity position as we sit here today. As far as the expansion, as Jason said and as we included in the deck, we do have plans to expand Torrington up to 350 megawatts. That will obviously be paced by customer demand, but we have completed the planning for that. We are starting steps to enable us to do that expansion and are making plans capital investments this year. We include in our disclosures in 2026 that we plan to spend between 20 to 30 million of CapEx, which gets us started on that expansion path. And as we secure additional backlog and go down that path of expansion, we will provide additional color around any additional investments.

Jeff Osborne | Analyst, TD Cowen

I got it. So no need for an ATM for now, or do you just have a good housekeeping add that, just to be clear on that part?

Michael Bishop | Chief Financial Officer

So as far as the ATM, the company has historically kept an at-the-market sales program on file. I don't anticipate that changing, and we're not going to forecast potential financings beyond what I've already described.

Jeff Osborne | Analyst, TD Cowen

Makes sense.

Appreciate it. Thank you. Michael Bishop | Chief Financial Officer

Okay.

Thank you. Operator | Conference Operator

Once again, if you have a question, it is star 1 on your telephone keypad. Your next question comes from Noel Parks with Tuohy Brothers.

Please go ahead. Noel Parks | Analyst, Tuohy Brothers

Hi. Good morning. You know, talking about the data center market, sort of what we see happening in the broader markets overall is just a little bit more realization of there is some devil in the details it seems the market needs to understand just to really understand the, uh, the pace of, uh, uh, the data center rollout and, um, you know, at scale. And so I guess one thing I was wondering, um, I think during the earlier in the call, you, you mentioned sort of the emergence of, um, NIMBY issues, which is, I think sort of a fairly new topic in the last quarter or two. And, um, I just wonder if or how those issues are coming up in your potential customer discussions. And I'm also interested in, particularly with utilities, you know, how some of them are looking ahead to trying to insulate their maybe residential customer base from the cost that they'll probably incur from ramping up power supply to data centers.

Jason Few | President and Chief Executive Officer

No, good morning. Thank you for the question. You know, if you think about the – maybe I'll start with maybe the NIMBY issue. So what are the things that cause challenges, right? Things that cause challenges are generation platforms that create poor air quality. We do just the opposite, right, because we don't combust the fuel. So that's a significant advantage. What's the other thing that causes the challenge? Noise. We operate at a very low decibel level. Think about maybe your air conditioner running at your home, right? So we solve that issue. We're very efficient from a space perspective at 33 megawatts an acre. So we can be very efficient in terms of the power density that we deliver to these data center customers. In addition to that, we do things that help offset even the power demand. We talked about our ability to deliver absorption chilling, so we can help reduce the amount of power that's needed for that data center. You know, beyond that, we talked a little earlier on this call about our ability to do carbon recovery, to even further reduce the emission profile of the platform. And that remains, you know, very important for many of these data center customers are certainly the off takers of these data centers. So we think that our platform does a really good job of addressing the NIMBY issue. And in fact, you know, we have examples of our platform being deployed right next to, you know, where people live, and it's not an issue. And we think that, you know, we can clearly deliver a solution to a data center developer or off-taker that will minimize, if not eliminate, those issues that they see from the NIMBY standpoint.

Noel Parks | Analyst, Tuohy Brothers

Right, right. It does lead me to wonder whether there are any advantages regionally in your thinking about pursuing customers. I'm not I'm sure there's a connection area what the data center demand pickup is looking like there. But just sort of recognizing that you've done so many projects for sort of communities within your fairly close radius. And so is that a possibly positive factor in getting new business?

Jason Few | President and Chief Executive Officer

Look, I think being able to demonstrate to these data center customers where we have deployments close into communities and we don't have community complaints is a real strength. So, you know, I don't know that that's driving just a close in regional focus for us as our primary focus area, but it's certainly a leverage point for us as we tell our story to those data center customers. Beyond that, I think when we think about regionality and advantages, you know, across the U.S., we have the ability to take advantage of the IPC, and we think that's a real positive. But in some markets where we are also considered as a platform technology, the equivalent of a Class I renewable, we think that just adds to the economic benefit that we can deliver to these customers by deploying our platform. So, you know, we think the way in which we've deployed our distributed technology, and it's been deployed in urban areas and close-in communities, just serves as a great example of a way to do this and not have the consumer backlash.

Noel Parks | Analyst, Tuohy Brothers

Great, great. And just the last one for me, again, sort of about the discussions with potential customers. I'm curious, with, you know, so many cross-currents going on, so many different issues to evaluate. As you talk to a utility or a hyperscaler, say from one conversation to the next, say you're talking with somebody at one point and then a couple of months later you kind of reconvene and go from there, are you talking with customers about a pretty stable, static set of projects that they have in their sites? or is it more sort of dynamic and volatile, like the conversation is going one direction, and then a couple months later, the utility talks about, no, we're thinking about a different region or a different customer type. So I'm just sort of curious whether you're sort of following the same trail with these, and it's just a matter of getting to the end point, or whether sort of the table kind of keeps getting reset as you progress with these guys.

Jason Few | President and Chief Executive Officer

Well, look, I think if you think about at least our experience, you think about a development cycle, as you go through the process, there are always puts and takes that happen throughout that development process. What we aren't seeing is kind of this episode of a very sporadic kind of, you know, activity from the customers that we're engaged with. And we think that, you know, as you think about utilities, since you talked about utilities directly, I mean, I think the utilities are pretty – you know, thoughtful in their planning process and what they want to do. And I think they, you know, they have tremendous insight to where customers want to be and where they want to develop projects. So I think they've got a pretty good handle on that. And we're working with them to help solve the big constraints they have, which is additional, you know, power capacity. They've got constraints around, you know, transmission. I mean, if you look at what just happened in PJM, PJM They just closed their auction, I think it was yesterday. They're sitting at a 14.8% reserve margin, which is like their lowest reserve margin in a decade, right? So the way you're going to solve this problem is with technologies like ours and deploying distributed generation.

Noel Parks | Analyst, Tuohy Brothers

Great. Thanks a lot. That's an interesting example.

Thanks. Thank you. Operator | Conference Operator

There are no further questions at this time. I will turn the call to Jason Few for closing remarks.

Jason Few | President and Chief Executive Officer

Thank you, Sarah. And for everyone on the call, thank you for joining us today. We look forward to updating you on our progress as we move into calendar year 2026. I wish you all a safe, joyful holiday season and a very happy new year.

Thank you. Operator | Conference Operator

This concludes today's conference call. Thank you for joining. You may now disconnect. jsPDF 3.0.3 D:20260606090127-00'00'