FUELCELL ENERGY INC

Current report (Form 8-K) · Jun 8, 2026 · Financial results · Investor press release · Financial statements

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FUELCELL ENERGY INC

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Jun 8, 2026

Filing summary Workforce analysis SEC documents(37)Filing text Exhibits(2)

EX-99.1 · fcel-20260608xex99d1.htm

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fcel-20260608xex99d1.htm

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EX-99.1 · fcel-20260608xex99d1.htm EX-99.1 2 fcel-20260608xex99d1.htm EX-99.1 ‌ Exhibit 99.1 FuelCell Energy Reports Second Fiscal Quarter 2026 Results; Advances Data Center Power Strategy DANBURY, Conn., June 8, 2026 (GLOBE NEWSWIRE) — FuelCell Energy, Inc. (“FuelCell Energy” or the “Company”) (NASDAQ: FCEL) today reported financial results for its second quarter ended April 30, 2026. Second Fiscal Quarter 2026 Operational and Financial Highlights (All comparisons are year-over-year unless otherwise noted) ● Backlog of $1.14 billion as of April 30, 2026, compared to $1.26 billion as of April 30, 2025, a decrease of approximately 9.9% ● Sales pipeline 1 in Q2 2026 totals 4 gigawatts (“GW”), a 267% increase from Q1 2026 ● Advanced expansion of Torrington, CT manufacturing capacity ● First two carbon capture modules en route to Rotterdam, The Netherlands in advancement of carbon capture collaboration with ExxonMobil Technology and Engineering Company ● Revenue of $35.6 million, compared to $37.4 million, a decrease of approximately 5% ● Gross loss of $(12.9) million, compared to $(9.4) million, an increase of approximately 37% ● Loss from operations of $(77.9) million, compared with $(35.8) million, an increase of approximately 118% ● Net loss per share attributable to common stockholders was $(1.45), compared with $(1.79) “This past quarter reflected strong commercial momentum and disciplined operational execution across the business, including continued progress on our data center strategy,” said Jason Few, President and CEO of FuelCell Energy. “Our carbonate fuel cell platform was designed from inception as a megawatt-scale distributed generation solution and has been proven through more than two decades of commercial operations. Unlike architectures that aggregate numerous sub-scale units to achieve meaningful output, FuelCell Energy deploys utility-scale energy blocks capable of bringing resilient, continuous power directly to the customer. In effect, we are focused on extending the grid to the data center, enabling customers to accelerate time-to-power, reducing dependence on constrained transmission infrastructure, removing permitting friction, and supporting the growing energy demands of AI-driven compute environments with proven, scalable technology.” “This past quarter also reflected progress toward expanding the capacity of our Torrington manufacturing facility to support an annualized production rate of up to 500 MW. We believe our balance sheet, including approximately $441 million in total cash and cash equivalents as of April 30, 2026, positions us well to execute on the pipeline opportunities, scale responsibly, and create long-term value for our shareholders and stakeholders.” Business Updates During the second quarter, FuelCell Energy announced the introduction of a standardized 12.5 MW FuelCell Energy Block, with the goal of shortening time-to-power for AI and data center developers and enabling rapid deployment of power solutions to grid-constrained markets. The off-the-shelf, standardized, and scalable 12.5 MW on-site power system is designed to address grid bottlenecks directly, with the goal of enabling large data center projects to move forward faster in power-constrained markets. Similar to the standardized generation capacity increases utilities plan and execute over years, the 12.5 MW FuelCell Energy Block will apply a similar approach to on-site data center power, but on shorter timelines, reducing 1 Pipeline consists of ongoing commercial discussions that range from solutions discussion through contract negotiation and does not represent signed agreements. There can be no assurance that these discussions will result in executed contracts or actual sales. repeated engineering and integration as projects scale, and eliminating the need for high voltage transmission and other costly infrastructure associated with grid connection. To address increased product demand from the Company’s growing commercial pipeline and interest in the 12.5 MW Energy Block, the Company has begun work on the previously announced expansion of its Torrington, CT manufacturing facility. In light of increased demand, the previously contemplated capacity expansion to support an annualized production rate of up to 350 MW has been increased, with the target of supporting an annualized production rate of up to 500 MW. The Company estimates that total cost of the expansion will range from $200 to $275 million. The expansion project is expected to be executed over the next twenty four months. As of May 31, 2026, work had begun on installation of a new high-volume tape caster, and a new conditioning room had been commissioned. Backlog As of April 30, (Amounts in thousands) 2026 2025 Change Product $ 36,115 $ 98,184 $ (62,069) Service 155,350 164,417 (9,067) Generation 928,482 967,388 (38,906) Advanced Technologies 15,440 29,608 (14,168) Total Backlog $ 1,135,387 $ 1,259,597 $ (124,210) Overall, backlog decreased by approximately 9.9% to $1.14 billion as of April 30, 2026, compared to $1.26 billion as of April 30, 2025, primarily as a result of revenue recognized over the period from April 30, 2025 through April 30, 2026, partially offset by new contract backlog. Backlog represents definitive agreements executed by the Company and our customers. Projects for which we have an executed power purchase agreement (“PPA”) are included in generation backlog, which represents future revenue under long-term PPAs. The Company’s ability to recognize revenue in the future under a PPA is subject to the Company’s completion of construction of the project covered by such PPA. Should the Company not complete the construction of the project covered by a PPA, it will forgo future revenues with respect to the project and may incur penalties and/or impairment expenses related to the project. Projects sold to customers (and not retained by the Company) are included in product sales and service agreements backlog, and the related generation backlog is removed upon sale. Together, the service and generation portion of backlog had a weighted average term of approximately 15 years as of April 30, 2026, with weighting based on the dollar amount of backlog and utility service contracts of up to 20 years in duration at inception. Consolidated Financial Metrics Three Months Ended April 30, (Amounts in thousands, except per share data) 2026 2025 Change Total revenues $35,589 $37,406 (5%) Gross loss (12,929) (9,438) 37% Loss from operations (77,913) (35,810) 118% Net loss (77,629) (37,749) 106% Net loss attributable to common stockholders (78,707) (38,849) 103% Net loss per basic and diluted share attributable to common stockholders (1) $ (1.45) $ (1.79) (19%) EBITDA * $ (67,071) $ (24,920) 169% Adjusted EBITDA * $ (17,056) $ (19,310) (12%) Adjusted net loss per basic and diluted share attributable to common stockholders * $ (0.53) $ (1.53) (65%) * Reconciliations of non-GAAP measures EBITDA, Adjusted EBITDA and Adjusted net loss per basic and diluted share attributable to common stockholders are contained in the appendix to this press release . Second Fiscal Quarter 2026 Financial Results (All comparisons are between second quarter of fiscal 2026 and second quarter of fiscal 2025 unless otherwise noted) Second quarter revenue of $35.6 million represents a decrease of 5% from the comparable prior year quarter. This was driven by a decline in service revenue due to the lack of modules exchanges in the quarter and lower generation revenue due to lower operating output (in large part due to the fact that the Groton Project was undergoing repairs during the quarter), partially offset by higher product revenues recognized in connection with module deliveries to customers in Korea and higher Advanced Technologies revenues. (The Groton Project is the 7.4 MW fuel cell project located on the U.S. Navy Submarine Base in Groton, CT.) 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. Higher net loss in the period was primarily driven by impairment expenses related to the Company’s decision to upgrade the equipment at the Groton Project to utilize three of the Company’s standard 2.5 MW FCE Blocks. Net loss attributable to common stockholders was $(78.7) million in the second quarter of fiscal 2026, compared to net loss attributable to common stockholders of $(38.8) million in the second quarter of fiscal 2025. The increase in net loss attributable to common stockholders was primarily due to the increase in loss from operations for the three months ended April 30, 2026. Adjusted EBITDA totaled $(17.1) million in the second quarter of fiscal 2026, compared to Adjusted EBITDA of $(19.3) million in the second quarter of fiscal 2025. The improvement in Adjusted EBITDA reflects lower cash operating costs than in the prior period. Please see the discussion of non-GAAP financial measures, including Adjusted EBITDA, in the appendix at the end of this release. The net loss per share attributable to common stockholders in the second quarter of fiscal 2026 was $(1.45), compared to $(1.79) in the second quarter of fiscal 2025. The decrease in net loss per share attributable to common stockholders is primarily due to the higher number of weighted average shares outstanding due to share issuances since April 30, 2025 . Cash and Restricted Cash Cash and cash equivalents and restricted cash and cash equivalents totaled $440.9 million as of April 30, 2026, compared to $341.8 million as of October 31, 2025. Of the $440.9 million as of April 30, 2026, unrestricted cash and cash equivalents totaled $373.2 million and restricted cash and cash equivalents totaled $67.7 million. Of the $341.8 million total as of October 31, 2025, unrestricted cash and cash equivalents totaled $278.1 million and restricted cash and cash equivalents totaled $63.7 million. Sales of Common Stock During the three months ended April 30, 2026, approximately 10.9 million shares of the Company’s common stock were sold under the Company’s Open Market Sale Agreement, as amended, at an average sale price of $9.45 per share, resulting in gross proceeds of approximately $102.6 million and net proceeds to the Company of approximately $100.4 million after deducting sales commissions and fees totaling approximately $2.2 million. Subsequent to the end of the quarter, approximately 4.1 million shares of the Company’s common stock were sold under the Company’s Open Market Sale Agreement, as amended, at an average sale price of $13.31 per share, resulting in gross proceeds of approximately $54.0 million and net proceeds to the Company of approximately $52.9 million after deducting sales commissions and fees totaling approximately $1.1 million. Following these sales, approximately $0.5 million of shares remained available for sale under the Open Market Sale Agreement, as amended. For further information, please refer to the Company’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2026, which includes the Company’s unaudited interim consolidated financial statements, related notes thereto and management’s discussion and analysis, and is available on the Company's website at www.fuelcellenergy.com and under its profile at www.sec.gov. Conference Call Information FuelCell Energy will host a conference call today beginning at 10:00 a.m. ET to discuss second quarter 2026 results as well as key business highlights. Participants can access the live call via webcast on the Company’s website or by telephone as follows: (1) The live webcast of the call and supporting slide presentation will be available at www.fuelcellenergy.com . To listen to the call, select “Investors” on the home page located under the “Our Company” pull-down menu, proceed to the “Events & Presentations” page and then click on the “Webcast” link listed under the June 8th earnings call event, or click here . ● Alternatively, participants can dial 888-330-3181 and state FuelCell Energy or the conference ID number 1099808. The replay of the conference call will be available via webcast on the Company’s Investors’ page at www.fuelcellenergy.com approximately two hours after the conclusion of the call. Cautionary Language This news release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 regarding future events or our future financial performance that involve certain contingencies and uncertainties. The forward-looking statements include, without limitation, statements with respect to the Company’s anticipated financial results and statements regarding the Company’s plans and expectations regarding the continuing development, commercialization and financing of its current and future fuel cell technologies, the Company’s business plans and strategies, the Company’s plan to reduce operating costs, the capabilities of the Company’s products, the Company’s potential sales pipeline, opportunities, and partners, and the markets in which the Company expects to operate. Projected and estimated numbers contained herein are not forecasts and may not reflect actual results. These forward-looking statements are not guarantees of future performance, and all forward-looking statements are subject to risks and uncertainties, known and unknown, that could cause actual results and future events to differ materially from those projected. Factors that could cause such a difference include, without limitation: general risks associated with product development and manufacturing; general economic conditions; changes in interest rates, which may impact project financing; supply chain disruptions; changes in the utility regulatory environment; changes in the utility industry and the markets for distributed generation, distributed hydrogen, and fuel cell power plants configured for carbon capture or carbon separation; potential volatility of commodity prices that may adversely affect our projects; availability of government subsidies and economic incentives for alternative energy technologies; our ability to remain in compliance with U.S. federal and state and foreign government laws and regulations; our ability to maintain compliance with the listing rules of The Nasdaq Stock Market; rapid technological change; competition; the risk that our bid awards will not convert to contracts or that our contracts will not convert to revenue; market acceptance of our products; changes in accounting policies or practices adopted voluntarily or as required by accounting principles generally accepted in the United States; factors affecting our liquidity position and financial condition; government appropriations; the ability of the government and third parties to terminate their development contracts at any time; the ability of the government to exercise “march-in” rights with respect to certain of our patents; our ability to successfully market and sell our products internationally; delays in our timeline for bringing commercially viable products to market; our ability to develop additional commercially viable products in the future; our ability to implement our strategy; our ability to reduce our levelized cost of energy and deliver on our cost reduction strategy generally; our ability to protect our intellectual property; litigation and other proceedings; the risk that commercialization of our new products will not occur when anticipated or, if it does, that we will not have adequate capacity to satisfy demand; our need for and the availability of additional financing; our ability to generate positive cash flow from operations; our ability to service our long-term debt; our ability to increase the output and longevity of our platforms and to meet the performance requirements of our contracts; our ability to expand our customer base and maintain relationships with our largest customers and strategic business allies; and our ability to reduce operating costs, as well as other risks set forth in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2025. The forward-looking statements contained herein speak only as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement contained herein to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based. About FuelCell Energy FuelCell Energy, Inc. (Nasdaq: FCEL) is an American clean energy technology company delivering continuous, scalable baseload power for mission-critical applications globally. The company’s fuel cell systems generate electricity directly at the point of use, enabling reliable, low-emissions power for data centers, industrial facilities, utilities, and distributed generation customers. FuelCell Energy delivers commercially proven, modular, utility-scale systems—backed by global fuel cell deployments. Learn more at www.fuelcellenergy.com. Contact Media Relations: Kathleen Blomquist kblomquist@fce.com 203.546.5844 Investor Relations: ir@fce.com FUELCELL ENERGY, INC. Consolidated Balance Sheets (Unaudited) (Amounts in thousands, except share and per share amounts) April 30, 2026 October 31, 2025 ASSETS Current assets: Cash and cash equivalents, unrestricted $ 373,167 $ 278,099 Restricted cash and cash equivalents – short-term 16,577 16,601 Accounts receivable, net 7,684 3,999 Unbilled receivables 43,653 49,008 Inventories 88,449 86,196 Other current assets 14,400 15,907 Total current assets 543,930 449,810 Restricted cash and cash equivalents – long-term 51,108 47,092 Inventories – long-term - 3,216 Project assets, net 167,512 216,847 Property, plant and equipment, net 95,323 96,436 Operating lease right-of-use assets, net 11,048 11,232 Intangible assets, net 3,242 3,891 Other assets 131,217 103,622 Total assets (1) $ 1,003,380 $ 932,146 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 17,351 $ 15,847 Current portion of operating lease liabilities 1,003 932 Accounts payable 16,464 17,009 Accrued liabilities 24,123 31,318 Deferred revenue 4,359 2,733 Total current liabilities 63,300 67,839 Long-term deferred revenue 10,362 5,985 Long-term operating lease liabilities 11,799 11,954 Long-term debt and other liabilities 129,550 115,227 Total liabilities (1) 215,011 201,005 Redeemable Series B preferred stock (liquidation preference of $64,020 as of April 30, 2026 and October 31, 2025) 59,857 59,857 Total equity: Stockholders’ equity: Common stock ($0.0001 par value); 1,000,000,000 shares authorized as of April 30, 2026 and October 31, 2025; 63,549,362 and 46,075,237 shares issued and outstanding as of April 30, 2026 and October 31, 2025, respectively) 6 5 Additional paid-in capital 2,651,450 2,493,318 Accumulated deficit (1,930,216) (1,829,449) Accumulated other comprehensive loss (1,810) (1,695) Treasury stock, Common, at cost (57,681 and 44,913 shares as of April 30, 2026 and October 31, 2025, respectively) (1,502) (1,406) Deferred compensation 1,502 1,406 Total stockholders’ equity 719,430 662,179 Noncontrolling interests 9,082 9,105 Total equity 728,512 671,284 Total liabilities, redeemable Series B preferred stock and total equity $ 1,003,380 $ 932,146 (1) As of April 30, 2026 and October 31, 2025, the combined assets of the variable interest entities (“VIEs”) were $293,861 and $325,661, respectively, that can only be used to settle obligations of the VIEs. These assets include cash of $2,552, accounts receivable of $696, unbilled accounts receivable of $4,686, operating lease right of use assets of $1,631, other current assets of $175,649, restricted cash and cash equivalents of $826, project assets of $95,460, derivative assets of $1,587 and other assets of $10,774 as of April 30, 2026, and cash of $2,490, accounts receivable of $722, unbilled accounts receivable of $12,865, operating lease right of use assets of $1,643, other current assets of $162,005, restricted cash and cash equivalents of $731, project assets of $141,414, derivative assets of $2,047 and other assets of $1,743 as of October 31, 2025. The combined liabilities of the VIEs as of April 30, 2026 include short-term operating lease liabilities of $207, accounts payable of $170,917, accrued liabilities of $1,379, derivative liabilities of $768, long-term operating lease liability of $2,109 and other non-current liabilities of $362 and, as of October 31, 2025, include short-term operating lease liabilities of $204, accounts payable of $198,736, accrued liabilities of $1,222, derivative liabilities of $21, long-term operating lease liability of $2,123 and other non-current liabilities of $307. FUELCELL ENERGY, INC. Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Amounts in thousands, except share and per share amounts) Three Months Ended April 30, 2026 2025 Revenues: Product $ 18,018 $ 13,027 Service 4,175 8,144 Generation 8,681 12,124 Advanced Technologies 4,715 4,111 Total revenues 35,589 37,406 Costs of revenues: Product 20,282 16,261 Service 3,489 9,067 Generation 22,055 18,411 Advanced Technologies 2,692 3,105 Total costs of revenues 48,518 46,844 Gross loss (12,929) (9,438) Operating expenses: Administrative and selling expenses 14,708 16,470 Research and development expenses 7,709 9,896 Impairment expense 42,567 - Restructuring expense - 6 Total costs and expenses 64,984 26,372 Loss from operations (77,913) (35,810) Interest expense (2,859) (2,548) Interest income 2,488 1,825 Other income (expense), net 605 (1,132) Loss before provision for income taxes (77,679) (37,665) Benefit from (provision for) income taxes 50 (84) Net loss (77,629) (37,749) Net income attributable to noncontrolling interest 278 300 Net loss attributable to FuelCell Energy, Inc. (77,907) (38,049) Series B preferred stock dividends (800) (800) Net loss attributable to common stockholders $ (78,707) $ (38,849) Loss per share basic and diluted: Net loss per share attributable to common stockholders $ (1.45) $ (1.79) Basic and diluted weighted average shares outstanding 54,224,428 21,740,193 FUELCELL ENERGY, INC. Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (Amounts in thousands, except share and per share amounts) Six Months Ended April 30, 2026 2025 Revenues: Product $ 30,060 $ 13,099 Service 7,364 9,992 Generation 19,669 23,470 Advanced Technologies 9,027 9,842 Total revenues 66,120 56,403 Costs of revenues: Product 36,677 19,297 Service 6,311 10,735 Generation 36,147 33,705 Advanced Technologies 5,771 7,308 Total costs of revenues 84,906 71,045 Gross loss (18,786) (14,642) Operating expenses: Administrative and selling expenses 28,178 31,500 Research and development expenses 14,672 20,977 Impairment expense 42,567 - Restructuring expense - 1,542 Total costs and expenses 85,417 54,019 Loss from operations (104,203) (68,661) Interest expense (5,617) (5,155) Interest income 5,015 4,213 Other income (expense), net 1,075 (448) Loss before provision for income taxes (103,730) (70,051) Benefit from (provision for) income taxes 50 (84) Net loss (103,680) (70,135) Net loss attributable to noncontrolling interest (2,913) (3,760) Net loss attributable to FuelCell Energy, Inc. (100,767) (66,375) Series B preferred stock dividends (1,600) (1,600) Net loss attributable to common stockholders $ (102,367) $ (67,975) Loss per share basic and diluted: Net loss per share attributable to common stockholders $ (2.00) $ (3.22) Basic and diluted weighted average shares outstanding 51,165,339 21,110,664 Appendix Non-GAAP Financial Measures Financial results are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Management also uses non-GAAP measures to analyze and make operating decisions on the business. Earnings before interest, taxes, depreciation and amortization (“EBITDA”), Adjusted EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are non-GAAP measures of operations and operating performance by the Company. These supplemental non-GAAP measures are provided to assist readers in assessing operating performance. Management believes EBITDA, Adjusted EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are useful in assessing performance and highlighting trends on an overall basis. Management also believes these measures are used by companies in the fuel cell sector and by securities analysts and investors when comparing the results of the Company with those of other companies. EBITDA differs from the most comparable GAAP measure, net loss attributable to the Company, primarily because it does not include finance expense, income taxes and depreciation of property, plant and equipment and project assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation, impairment and restructuring expenses , unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual items, which are considered either non-cash or non-recurring. Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders differ from the most comparable GAAP measures, Net loss attributable to common stockholders and Net loss per share attributable to common stockholders, primarily because they do not include stock-based compensation, impairment and restructuring expenses, unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual items, which are considered either non-cash or non-recurring. While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of other companies due to differences in the exact method of calculation. The Company’s non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with the Company’s consolidated financial statements prepared in accordance with GAAP. The following table calculates EBITDA and Adjusted EBITDA and reconciles these figures to the GAAP financial statement measure Net loss. Three Months Ended April 30, Six Months Ended April 30, (Amounts in thousands) 2026 2025 2026 2025 Net loss $ (77,629) $ (37,749) (103,680) (70,135) Depreciation and amortization (1) 10,842 10,890 21,360 20,836 (Benefit from) provision for income taxes (50) 84 (50) 84 Other (income) expense, net (2) (605) 1,132 (1,075) 448 Interest income (2,488) (1,825) (5,015) (4,213) Interest expense 2,859 2,548 5,617 5,155 EBITDA $ (67,071) $ (24,920) $ (82,843) $ (47,825) Stock-based compensation expense 2,628 4,824 5,020 6,966 Unrealized loss (gain) on natural gas contract derivative assets (3) 4,820 780 1,171 (1,066) Impairment expense (4) 42,567 - 42,567 - Restructuring expense - 6 - 1,542 Adjusted EBITDA $ (17,056) $ (19,310) $ (34,086) $ (40,383) The following table calculates Adjusted net loss attributable to common stockholders and reconciles that figure to the GAAP financial statement measure Net loss attributable to common stockholders and calculates Adjusted net loss per share attributable to common stockholders. Three Months Ended April 30, Six Months Ended April 30, (Amounts in thousands except share and per share amounts) 2026 2025 2026 2025 Net loss attributable to common stockholders $ (78,707) $ (38,849) (102,367) (67,975) Stock-based compensation expense 2,628 4,824 5,020 6,966 Unrealized loss (gain) on natural gas contract derivative assets (3) 4,820 780 1,171 (1,066) Impairment expense (4) 42,567 - 42,567 - Restructuring expense - 6 - 1,542 Adjusted net loss attributable to common stockholders $ (28,692) $ (33,239) $ (53,610) $ (60,533) Net loss per share attributable to common stockholders $ (1.45) $ (1.79) $ (2.00) $ (3.22) Adjusted net loss per share attributable to common stockholders $ (0.53) $ (1.53) $ (1.05) $ (2.87) Basic and diluted weighted average shares outstanding 54,224,428 21,740,193 51,165,339 21,110,664 (1) Includes depreciation and amortization on our Generation portfolio of $8.7 million and $8.7 million for the three months ended April 30, 2026 and 2025, respectively, and $17.6 million and $16.7 million for the six months ended April 30, 2026 and 2025, respectively. (2) Other income (expense), net includes gains and losses from transactions denominated in foreign currencies, interest rate swap income earned from investments and other items incurred periodically, which are not the result of the Company’s normal business operations. (3) The Company recorded mark-to-market net losses of $4.8 million and $0.8 million for the three months ended April 30, 2026 and 2025, respectively, and mark-to-market net losses (gains) of $1.2 million and $(1.1) million for the six months ended April 30, 2026 and 2025, respectively, related to natural gas purchase contracts as a result of net settling certain natural gas purchases under previous normal purchase normal sale contract designations, which resulted in a change to mark-to-market accounting. These losses and gains are classified as Generation cost of sales. (4) The Company recorded a non-cash impairment expense of $42.6 million for the three and six months ended April 30, 2026 related to the Company’s decision to upgrade the equipment at the Groton Project to utilize three of the Company’s standard 2.5 MW FCE Blocks.

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EX-99.1 · fcel-20260608xex99d1.htm

EX-99.1
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 fcel-20260608xex99d1.htm
 EX-99.1

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 Exhibit 99.1

 
 
 FuelCell Energy Reports Second Fiscal Quarter 2026 Results;
 Advances Data Center Power Strategy
 
 DANBURY, Conn., June 8, 2026 (GLOBE NEWSWIRE) — FuelCell Energy, Inc. (“FuelCell Energy” or the “Company”) (NASDAQ: FCEL) today reported financial results for its second quarter ended April 30, 2026.
 Second Fiscal Quarter 2026 Operational and Financial Highlights
 (All comparisons are year-over-year unless otherwise noted)
 ● Backlog of $1.14 billion as of April 30, 2026, compared to $1.26 billion as of April 30, 2025, a decrease of approximately 9.9%

 ● Sales pipeline 1 in Q2 2026 totals 4 gigawatts (“GW”), a 267% increase from Q1 2026

 ● Advanced expansion of Torrington, CT manufacturing capacity

 ● First two carbon capture modules en route to Rotterdam, The Netherlands in advancement of carbon capture collaboration with ExxonMobil Technology and Engineering Company

 ● Revenue of $35.6 million, compared to $37.4 million, a decrease of approximately 5%

 ● Gross loss of $(12.9) million, compared to $(9.4) million, an increase of approximately 37%

 ● Loss from operations of $(77.9) million, compared with $(35.8) million, an increase of approximately 118%

 ● Net loss per share attributable to common stockholders was $(1.45), compared with $(1.79)

 
 “This past quarter reflected strong commercial momentum and disciplined operational execution across the business, including continued progress on our data center strategy,” said Jason Few, President and CEO of FuelCell Energy. “Our carbonate fuel cell platform was designed from inception as a megawatt-scale distributed generation solution and has been proven through more than two decades of commercial operations. Unlike architectures that aggregate numerous sub-scale units to achieve meaningful output, FuelCell Energy deploys utility-scale energy blocks capable of bringing resilient, continuous power directly to the customer. In effect, we are focused on extending the grid to the data center, enabling customers to accelerate time-to-power, reducing dependence on constrained transmission infrastructure, removing permitting friction, and supporting the growing energy demands of AI-driven compute environments with proven, scalable technology.”
 
 “This past quarter also reflected progress toward expanding the capacity of our Torrington manufacturing facility to support an annualized production rate of up to 500 MW. We believe our balance sheet, including approximately $441 million in total cash and cash equivalents as of April 30, 2026, positions us well to execute on the pipeline opportunities, scale responsibly, and create long-term value for our shareholders and stakeholders.”
 
 Business Updates
 During the second quarter, FuelCell Energy announced the introduction of a standardized 12.5 MW FuelCell Energy Block, with the goal of shortening time-to-power for AI and data center developers and enabling rapid deployment of power solutions to grid-constrained markets. The off-the-shelf, standardized, and scalable 12.5 MW on-site power system is designed to address grid bottlenecks directly, with the goal of enabling large data center projects to move forward faster in power-constrained markets.
 
 Similar to the standardized generation capacity increases utilities plan and execute over years, the 12.5 MW FuelCell Energy Block will apply a similar approach to on-site data center power, but on shorter timelines, reducing

 1 Pipeline consists of ongoing commercial discussions that range from solutions discussion through contract negotiation and does not represent signed agreements. There can be no assurance that these discussions will result in executed contracts or actual sales.

 repeated engineering and integration as projects scale, and eliminating the need for high voltage transmission and other costly infrastructure associated with grid connection.
 
 To address increased product demand from the Company’s growing commercial pipeline and interest in the 12.5 MW Energy Block, the Company has begun work on the previously announced expansion of its Torrington, CT manufacturing facility. In light of increased demand, the previously contemplated capacity expansion to support an annualized production rate of up to 350 MW has been increased, with the target of supporting an annualized production rate of up to 500 MW. The Company estimates that total cost of the expansion will range from $200 to $275 million. The expansion project is expected to be executed over the next twenty four months. As of May 31, 2026, work had begun on installation of a new high-volume tape caster, and a new conditioning room had been commissioned.
 
 Backlog
 
 As of April 30,
 
 

 (Amounts in thousands)
 2026
   
 2025
   
 Change

 Product
 $ 36,115
 
 $ 98,184
 
 $ (62,069)

 Service
 155,350
 
 164,417
 
 (9,067)

 Generation
 928,482
 
 967,388
 
 (38,906)

 Advanced Technologies
 15,440
 
 29,608
 
 (14,168)

 Total Backlog
 $ 1,135,387
 
 $ 1,259,597
 
 $ (124,210)

 
 Overall, backlog decreased by approximately 9.9% to $1.14 billion as of April 30, 2026, compared to $1.26 billion as of April 30, 2025, primarily as a result of revenue recognized over the period from April 30, 2025 through April 30, 2026, partially offset by new contract backlog.
 Backlog represents definitive agreements executed by the Company and our customers. Projects for which we have an executed power purchase agreement (“PPA”) are included in generation backlog, which represents future revenue under long-term PPAs. The Company’s ability to recognize revenue in the future under a PPA is subject to the Company’s completion of construction of the project covered by such PPA. Should the Company not complete the construction of the project covered by a PPA, it will forgo future revenues with respect to the project and may incur penalties and/or impairment expenses related to the project. Projects sold to customers (and not retained by the Company) are included in product sales and service agreements backlog, and the related generation backlog is removed upon sale. Together, the service and generation portion of backlog had  a weighted  average term of approximately 15 years  as of April 30, 2026, with weighting based on the dollar amount of backlog and utility service contracts of up to 20 years in duration at inception.
 
 Consolidated Financial Metrics

 Three Months Ended April 30,
 

 (Amounts in thousands, except per share data)
 2026
 2025
 Change
   

 Total revenues
 $35,589
 $37,406
 (5%)

 Gross loss
 (12,929)
 (9,438)
 37%

 Loss from operations
 (77,913)
 (35,810)
 118%

 Net loss
 (77,629)
 
 (37,749)
 
 106%
 

 Net loss attributable to common stockholders
 (78,707)
 (38,849)
 103%

 Net loss per basic and diluted share attributable to common stockholders (1)
 $ (1.45)
 $ (1.79)
 
 (19%)

 

 EBITDA *
 $ (67,071)
 
 $ (24,920)
 
 169%
 

 Adjusted EBITDA *
 $ (17,056)
 $ (19,310)
 (12%)

 Adjusted net loss per basic and diluted share attributable to common stockholders *
 $ (0.53)
 
 $ (1.53)
 
 (65%)
 

 
 * Reconciliations of non-GAAP measures EBITDA, Adjusted EBITDA and Adjusted net loss per basic and diluted share attributable to common stockholders are contained in the appendix to this press release .
 
 

 Second Fiscal Quarter 2026 Financial Results
 (All comparisons are between second quarter of fiscal 2026 and second quarter of fiscal 2025 unless otherwise noted)
 
 Second quarter revenue of $35.6 million represents a decrease of 5% from the comparable prior year
 quarter. This was driven by a decline in service revenue due to the lack of modules exchanges in the quarter and lower generation revenue due to lower operating output (in large part due to the fact that the Groton Project was undergoing repairs during the quarter), partially offset by higher product revenues recognized in connection with module deliveries to customers in Korea and higher Advanced Technologies revenues. (The Groton Project is the 7.4 MW fuel cell project located on the U.S. Navy Submarine Base in Groton, CT.)
 
 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. Higher net loss in the period was primarily driven by impairment expenses related to the Company’s decision to upgrade the equipment at the Groton Project to utilize three of the Company’s standard 2.5 MW FCE Blocks.
 
 Net loss attributable to common stockholders was $(78.7) million in the second quarter of fiscal 2026, compared to net loss attributable to common stockholders of $(38.8) million in the second quarter of fiscal 2025. The increase in net loss attributable to common stockholders was primarily due to the increase in loss from operations for the three months ended April 30, 2026.
 
 Adjusted EBITDA totaled $(17.1) million in the second quarter of fiscal 2026, compared to Adjusted EBITDA of $(19.3) million in the second quarter of fiscal 2025. The improvement in Adjusted EBITDA reflects lower cash operating costs than in the prior period. Please see the discussion of non-GAAP financial measures, including Adjusted EBITDA, in the appendix at the end of this release.
 
 The net loss per share attributable to common stockholders in the second quarter of fiscal 2026 was $(1.45), compared to $(1.79) in the second quarter of fiscal 2025. The decrease in net loss per share attributable to common stockholders is primarily due to the higher number of weighted average shares outstanding due to share issuances since April 30, 2025 .
 
 Cash and Restricted Cash
 
 Cash and cash equivalents and restricted cash and cash equivalents totaled $440.9 million as of April 30, 2026, compared to $341.8 million as of October 31, 2025. Of the $440.9 million as of April 30, 2026, unrestricted cash and cash equivalents totaled $373.2 million and restricted cash and cash equivalents totaled $67.7 million. Of the $341.8 million total as of October 31, 2025, unrestricted cash and cash equivalents totaled $278.1 million and restricted cash and cash equivalents totaled $63.7 million.
 
 Sales of Common Stock
 
 During the three months ended April 30, 2026, approximately 10.9 million shares of the Company’s common stock were sold under the Company’s Open Market Sale Agreement, as amended, at an average sale price of $9.45 per share, resulting in gross proceeds of approximately $102.6 million and net proceeds to the Company of approximately $100.4 million after deducting sales commissions and fees totaling approximately $2.2 million.

 Subsequent to the end of the quarter, approximately 4.1 million shares of the Company’s common stock were sold under the Company’s Open Market Sale Agreement, as amended, at an average sale price of $13.31 per share, resulting in gross proceeds of approximately $54.0 million and net proceeds to the Company of approximately $52.9 million after deducting sales commissions and fees totaling approximately $1.1 million.
 Following these sales, approximately $0.5 million of shares remained available for sale under the Open Market Sale Agreement, as amended.
 For further information, please refer to the Company’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2026, which includes the Company’s unaudited interim consolidated financial statements, related notes thereto and management’s discussion and analysis, and is available on the Company's website at www.fuelcellenergy.com and under its profile at www.sec.gov.
 
 Conference Call Information
 FuelCell Energy will host a conference call today beginning at 10:00 a.m. ET to discuss second quarter 2026 results as well as key business highlights. Participants can access the live call via webcast on the Company’s website or by telephone as follows:
 (1) The live webcast of the call and supporting slide presentation will be available at www.fuelcellenergy.com . To listen to the call, select “Investors” on the home page located under the “Our Company” pull-down menu, proceed to the “Events & Presentations” page and then click on the “Webcast” link listed under the June 8th earnings call event, or  click here .

 ● Alternatively, participants can dial 888-330-3181 and state FuelCell Energy or the conference ID number 1099808.

 The replay of the conference call will be available via webcast on the Company’s Investors’ page at  www.fuelcellenergy.com approximately two hours after the conclusion of the call.
 
 
 Cautionary Language
 
 This news release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 regarding future events or our future financial performance that involve certain contingencies and uncertainties. The forward-looking statements include, without limitation, statements with respect to the Company’s anticipated financial results and statements regarding the Company’s plans and expectations regarding the continuing development, commercialization and financing of its current and future fuel cell technologies, the Company’s business plans and strategies, the Company’s plan to reduce operating costs, the capabilities of the Company’s products, the Company’s potential sales pipeline, opportunities, and partners, and the markets in which the Company expects to operate. Projected and estimated numbers contained herein are not forecasts and may not reflect actual results. These forward-looking statements are not guarantees of future performance, and all forward-looking statements are subject to risks and uncertainties, known and unknown, that could cause actual results and future events to differ materially from those projected. Factors that could cause such a difference include, without limitation: general risks associated with product development and manufacturing; general economic conditions; changes in interest rates, which may impact project financing; supply chain disruptions; changes in the utility regulatory environment; changes in the utility industry and the markets for distributed generation, distributed hydrogen, and fuel cell power plants configured for carbon capture or carbon separation; potential volatility of commodity prices that may adversely affect our projects; availability of government subsidies and economic incentives for alternative energy technologies; our ability to remain in compliance with U.S. federal and state and foreign government laws and regulations; our ability to maintain

 compliance with the listing rules of The Nasdaq Stock Market; rapid technological change; competition; the risk that our bid awards will not convert to contracts or that our contracts will not convert to revenue; market acceptance of our products; changes in accounting policies or practices adopted voluntarily or as required by accounting principles generally accepted in the United States; factors affecting our liquidity position and financial condition; government appropriations; the ability of the government and third parties to terminate their development contracts at any time; the  ability of the government to exercise “march-in” rights with respect to certain of our patents; our ability to successfully market and sell our products internationally; delays in our timeline for bringing commercially viable products to market; our ability to develop additional commercially viable products in the future; our ability to implement our strategy; our ability to reduce our levelized cost of energy and deliver on our cost reduction strategy generally; our ability to protect our intellectual property; litigation and other proceedings; the risk that commercialization of our new products will not occur when anticipated or, if it does, that we will not have adequate capacity to satisfy demand; our need for and the availability of additional financing; our ability to generate positive cash flow from operations; our ability to service our long-term debt; our ability to increase the output and longevity of our platforms and to meet the performance requirements of our contracts; our ability to expand our customer base and maintain relationships with our largest customers and strategic business allies; and our ability to reduce operating costs, as well as other risks set forth in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2025. The forward-looking statements contained herein speak only as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement contained herein to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based.
 
 About FuelCell Energy
 FuelCell Energy, Inc. (Nasdaq: FCEL) is an American clean energy technology company delivering continuous, scalable baseload power for mission-critical applications globally. The company’s fuel cell systems generate electricity directly at the point of use, enabling reliable, low-emissions power for data centers, industrial facilities, utilities, and distributed generation customers. FuelCell Energy delivers commercially proven, modular, utility-scale systems—backed by global fuel cell deployments. Learn more at www.fuelcellenergy.com.
 
 
 Contact
 
 Media Relations:
 Kathleen Blomquist
 kblomquist@fce.com
 203.546.5844
 
 Investor Relations:
 ir@fce.com

 FUELCELL ENERGY, INC.
 Consolidated Balance Sheets
 (Unaudited)
 (Amounts in thousands, except share and per share amounts)
 

 

 

 

 
 
 
 

 
 
 April 30,
 2026
 
 
 October 31,
 2025

 ASSETS
 
 
 
 
 

 Current assets:
 
 
 
 
 

 Cash and cash equivalents, unrestricted
 $
 373,167
 
 $
 278,099

 Restricted cash and cash equivalents – short-term
 
 16,577
 
 
 16,601

 Accounts receivable, net
 
 7,684
 
 
 3,999

 Unbilled receivables
 
 43,653
 
 
 49,008

 Inventories
 
 88,449
 
 
 86,196

 Other current assets
 
 14,400
 
 
 15,907

 Total current assets
 
 543,930
 
 
 449,810

 
 
 
 

 Restricted cash and cash equivalents – long-term
 
 51,108
 
 
 47,092

 Inventories – long-term
 
 -
 
 
 3,216

 Project assets, net
 
 167,512
 
 
 216,847

 Property, plant and equipment, net
 
 95,323
 
 
 96,436

 Operating lease right-of-use assets, net
 
 11,048
 
 
 11,232

 Intangible assets, net
 
 3,242
 
 
 3,891

 Other assets
 
 131,217
 
 
 103,622

 Total assets (1)
 $
 1,003,380
 
 $
 932,146

 LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 

 Current liabilities:
 
 
 
 
 

 Current portion of long-term debt
 $
 17,351
 
 $
 15,847

 Current portion of operating lease liabilities
 
 1,003
 
 
 932

 Accounts payable
 16,464
 
 17,009

 Accrued liabilities
 
 24,123
 
 
 31,318

 Deferred revenue
 4,359
 
 2,733

 Total current liabilities
 
 63,300
 
 
 67,839

 Long-term deferred revenue
 
 10,362
 
 
 5,985

 Long-term operating lease liabilities
 
 11,799
 
 
 11,954

 Long-term debt and other liabilities
 
 129,550
 
 
 115,227

 Total liabilities (1)
 
 215,011
 
 
 201,005

 
 
 
 
 
 

 Redeemable Series B preferred stock (liquidation preference of $64,020 as of April 30, 2026 and October 31, 2025)
 
 59,857
 
 
 59,857

 Total equity:
 
 
 
 

 Stockholders’ equity:
 Common stock ($0.0001 par value); 1,000,000,000 shares authorized as of April 30, 2026 and October 31, 2025; 63,549,362 and 46,075,237 shares issued and outstanding as of April 30, 2026 and October 31, 2025, respectively)
 
 6
 
 
 5

 Additional paid-in capital
 
 2,651,450
 
 
 2,493,318

 Accumulated deficit
 
 (1,930,216)
 
 
 (1,829,449)

 Accumulated other comprehensive loss
 
 (1,810)
 
 
 (1,695)

 Treasury stock, Common, at cost (57,681 and 44,913 shares as of April 30, 2026 and October 31, 2025, respectively)
 
 
 (1,502)
 
 
 
 (1,406)

 Deferred compensation
 
 1,502
 
 
 1,406

 Total stockholders’ equity
 
 719,430
 
 
 662,179

 Noncontrolling interests
 
 9,082
 
 
 9,105

 Total equity
 
 728,512
 
 
 671,284

 Total liabilities, redeemable Series B preferred stock and total equity
 $
 1,003,380
 
 $
 932,146

 

 (1) As of April 30, 2026 and October 31, 2025, the combined assets of the variable interest entities (“VIEs”) were $293,861 and $325,661, respectively, that can only be used to settle obligations of the VIEs. These assets include cash of $2,552, accounts receivable of $696, unbilled accounts receivable of $4,686, operating lease right of use assets of $1,631, other current assets of $175,649, restricted cash and cash equivalents of $826, project assets of $95,460, derivative assets of $1,587 and other assets of $10,774 as of April 30, 2026, and cash of $2,490, accounts receivable of $722, unbilled accounts receivable of $12,865, operating lease right of use assets of $1,643, other current assets of $162,005, restricted cash and cash equivalents of $731, project assets of $141,414, derivative assets of $2,047 and other assets of $1,743 as of October 31, 2025. The combined liabilities of the VIEs as of April 30, 2026 include short-term operating lease liabilities of $207, accounts payable of $170,917, accrued liabilities of $1,379, derivative liabilities of $768, long-term operating lease liability of $2,109 and other non-current liabilities of $362 and, as of October 31, 2025, include short-term operating lease liabilities of $204, accounts payable of $198,736, accrued liabilities of $1,222, derivative liabilities of $21, long-term operating lease liability of $2,123 and other non-current liabilities of $307.

 FUELCELL ENERGY, INC.
 Consolidated Statements of Operations and Comprehensive Loss
 (Unaudited)
 (Amounts in thousands, except share and per share amounts)
 
 
 
 
 
 
 
 

 
 
 Three Months Ended
 April 30,

 
 
 2026
 
 
 2025

 Revenues:
 
 
 
 
 

 Product
 
 $
 18,018
 
 
 $
 13,027

 Service
 
 
 4,175
 
 
 
 8,144

 Generation
 
 
 8,681
 
 
 
 12,124

 Advanced Technologies
 
 
 4,715
 
 
 
 4,111

 Total revenues
 
 
 35,589
 
 
 
 37,406

 
 
 
 
 
 
 
 

 Costs of revenues:
 
 
 
 
 
 
 

 Product
 
 
 20,282
 
 
 
 16,261

 Service
 
 
 3,489
 
 
 
 9,067

 Generation
 
 
 22,055
 
 
 
 18,411

 Advanced Technologies
 
 
 2,692
 
 
 
 3,105

 Total costs of revenues
 
 
 48,518
 
 
 
 46,844

 
 
 
 
 
 
 
 

 Gross loss
 
 
 (12,929)
 
 
 
 (9,438)

 
 
 
 
 
 
 
 

 Operating expenses:
 
 
 
 
 
 
 

 Administrative and selling expenses
 
 
 14,708
 
 
 
 16,470

 Research and development expenses
 
 
 7,709
 
 
 
 9,896

 Impairment expense
 
 
 42,567
 
 
 
 -

 Restructuring expense
 
 
 -
 
 
 
 6

 Total costs and expenses
 
 
 64,984
 
 
 
 26,372

 
 
 
 
 
 
 
 

 Loss from operations
 
 
 (77,913)
 
 
 
 (35,810)

 
 
 
 
 
 
 
 

 Interest expense
 
 
 (2,859)
 
 
 
 (2,548)

 Interest income
 
 
 2,488
 
 
 
 1,825

 Other income (expense), net
 
 
 605
 
 
 
 (1,132)

 
 
 
 
 
 
 
 

 Loss before provision for income taxes
 
 
 (77,679)
 
 
 
 (37,665)

 Benefit from (provision for) income taxes
 
 
 50
 
 
 
 (84)

 
 
 
 
 
 
 
 

 Net loss
 
 
 (77,629)
 
 
 
 (37,749)

 Net income attributable to noncontrolling interest
 
 
 278
 
 
 
 300

 Net loss attributable to FuelCell Energy, Inc.
 
 
 (77,907)
 
 
 
 (38,049)

 Series B preferred stock dividends
 
 
 (800)
 
 
 
 (800)

 
 
 
 
 
 
 
 

 Net loss attributable to common stockholders
 
 $
 (78,707)
 
 
 $
 (38,849)

 
 
 
 
 
 
 
 

 Loss per share basic and diluted:
 
 
 
 
 
 
 

 Net loss per share attributable to common stockholders
 
 $
 (1.45)
 
 
 $
 (1.79)

 Basic and diluted weighted average shares outstanding
 
 
 54,224,428
 
 
 
 21,740,193

 
 

 
 FUELCELL ENERGY, INC.
 Consolidated Statements of Operations and Comprehensive Loss
 (Unaudited)
 (Amounts in thousands, except share and per share amounts)

 
 
 Six Months Ended
 April 30,
 

 
 
 2026
 
 
 2025
 

 Revenues:
 
 
 
 
 
 
 
 

 Product
 
 $
 30,060
 
 
 $
 13,099
 

 Service
 
 
 7,364
 
 
 
 9,992
 

 Generation
 
 
 19,669
 
 
 
 23,470
 

 Advanced Technologies
 
 
 9,027
 
 
 
 9,842
 

 Total revenues
 
 
 66,120
 
 
 
 56,403
 

 
 Costs of revenues:
 
 
 
 
 
 
 
 

 Product
 
 
 36,677
 
 
 
 19,297
 

 Service
 
 
 6,311
 
 
 
 10,735
 

 Generation
 
 
 36,147
 
 
 
 33,705
 

 Advanced Technologies
 
 
 5,771
 
 
 
 7,308
 

 Total costs of revenues
 
 
 84,906
 
 
 
 71,045
 

 
 Gross loss
 
 
 (18,786)
 
 
 
 (14,642)
 

 
 Operating expenses:
 
 
 
 
 
 
 
 

 Administrative and selling expenses
 
 
 28,178
 
 
 
 31,500
 

 Research and development expenses
 
 
 14,672
 
 
 
 20,977
 

 Impairment expense
 
 
 42,567
 
 
 
 -
 

 Restructuring expense
 
 
 -
 
 
 
 1,542
 

 Total costs and expenses
 
 
 85,417
 
 
 
 54,019
 

 
 Loss from operations
 
 
 (104,203)
 
 
 
 (68,661)
 

 
 Interest expense
 
 
 (5,617)
 
 
 
 (5,155)
 

 Interest income
 
 
 5,015
 
 
 
 4,213
 

 Other income (expense), net
 
 
 1,075
 
 
 
 (448)
 

 
 Loss before provision for income taxes
 
 
 (103,730)
 
 
 
 (70,051)
 

 Benefit from (provision for) income taxes
 
 
 50
 
 
 
 (84)
 

 
 Net loss
 
 
 (103,680)
 
 
 
 (70,135)
 

 Net loss attributable to noncontrolling interest
 
 
 (2,913)
 
 
 
 (3,760)
 

 Net loss attributable to FuelCell Energy, Inc.
 
 
 (100,767)
 
 
 
 (66,375)
 

 Series B preferred stock dividends
 
 
 (1,600)
 
 
 
 (1,600)
 

 
 Net loss attributable to common stockholders
 
 $
 (102,367)
 
 
 $
 (67,975)
 

 
 Loss per share basic and diluted:
 
 
 
 
 
 
 
 

 Net loss per share attributable to common stockholders
 
 $
 (2.00)
 
 
 $
 (3.22)
 

 Basic and diluted weighted average shares outstanding
 
 
 51,165,339
 
 
 
 21,110,664
 

 
 

 Appendix
 Non-GAAP Financial Measures
 Financial results are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Management also uses non-GAAP measures to analyze and make operating decisions on the business. Earnings before interest, taxes, depreciation and amortization (“EBITDA”), Adjusted EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are non-GAAP measures of operations and operating performance by the Company.
 These supplemental non-GAAP measures are provided to assist readers in assessing operating performance. Management believes EBITDA, Adjusted EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are useful in assessing performance and highlighting trends on an overall basis. Management also believes these measures are used by companies in the fuel cell sector and by securities analysts and investors when comparing the results of the Company with those of other companies. EBITDA differs from the most comparable GAAP measure, net loss attributable to the Company, primarily because it does not include finance expense, income taxes and depreciation of property, plant and equipment and project assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation, impairment and restructuring expenses , unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual items, which are considered either non-cash or non-recurring. Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders differ from the most comparable GAAP measures, Net loss attributable to common stockholders and Net loss per share attributable to common stockholders, primarily because they do not include stock-based compensation, impairment and restructuring expenses, unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual items, which are considered either non-cash or non-recurring.
 While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of other companies due to differences in the exact method of calculation. The Company’s non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with the Company’s consolidated financial statements prepared in accordance with GAAP.
 The following table calculates EBITDA and Adjusted EBITDA and reconciles these figures to the GAAP financial statement measure Net loss.

 Three Months Ended April 30,
 Six Months Ended April 30,

 (Amounts in thousands)
 2026
 2025
 2026
 2025

 Net loss
 $ (77,629)
 $ (37,749)
 (103,680)
 (70,135)

 Depreciation and amortization (1)
 10,842
 10,890
 21,360
 20,836

 (Benefit from) provision for income taxes
 (50)
 84
 (50)
 84

 Other (income) expense, net (2)
 (605)
 1,132
 (1,075)
 448

 Interest income
 (2,488)
 
 (1,825)
 
 (5,015)
 
 (4,213)

 Interest expense
 2,859
 2,548
 5,617
 5,155

 EBITDA
 $ (67,071)
 $ (24,920)
 $ (82,843)
 $ (47,825)

 Stock-based compensation expense
 2,628
 4,824
 5,020
 6,966

 Unrealized loss (gain) on natural gas contract derivative assets (3)
 4,820
 
 780
 
 1,171
 
 (1,066)

 Impairment expense (4)
 42,567
 
 -
 
 42,567
 
 -

 Restructuring expense
 -
 
 6
 
 -
 
 1,542

 Adjusted EBITDA
 $ (17,056)
 $ (19,310)
 $ (34,086)
 $ (40,383)

 
 
 

 The following table calculates Adjusted net loss attributable to common stockholders and reconciles that figure to the GAAP financial statement measure Net loss attributable to common stockholders and calculates Adjusted net loss per share attributable to common stockholders.
 

 Three Months Ended April 30,
 Six Months Ended April 30,

 (Amounts in thousands except share and per share amounts)
 2026
 2025
 2026
 2025

 Net loss attributable to common stockholders
 $ (78,707)
 $ (38,849)
 (102,367)
 (67,975)

 Stock-based compensation expense
 2,628
 4,824
 5,020
 6,966

 Unrealized loss (gain) on natural gas contract derivative assets (3)
 4,820
 780
 1,171
 (1,066)

 Impairment expense (4)
 42,567
 -
 42,567
 -

 Restructuring expense
 -
 
 6
 
 -
 
 1,542

 Adjusted net loss attributable to common stockholders
 $ (28,692)
 $ (33,239)
 $ (53,610)
 $ (60,533)

 
 
 
 
 
 
 
 

 Net loss per share attributable to common stockholders
 $ (1.45)
 
 $ (1.79)
 
 $ (2.00)
 
 $ (3.22)

 Adjusted net loss per share attributable to common stockholders
 $ (0.53)
 
 $ (1.53)
 
 $ (1.05)
 
 $ (2.87)

 Basic and diluted weighted average shares outstanding
 54,224,428
 21,740,193
 51,165,339
 21,110,664

 
 (1) Includes depreciation and amortization on our Generation portfolio of $8.7 million and $8.7 million for the three months ended April 30, 2026 and 2025, respectively, and $17.6 million and $16.7 million for the six months ended April 30, 2026 and 2025, respectively.

 (2) Other income (expense), net includes gains and losses from transactions denominated in foreign currencies, interest rate swap income earned from investments and other items incurred periodically, which are not the result of the Company’s normal business operations.

 (3) The Company recorded mark-to-market net losses of $4.8 million and $0.8 million for the three months ended April 30, 2026 and 2025, respectively, and mark-to-market net losses (gains) of $1.2 million and $(1.1) million for the six months ended April 30, 2026 and 2025, respectively, related to natural gas purchase contracts as a result of net settling certain natural gas purchases under previous normal purchase normal sale contract designations, which resulted in a change to mark-to-market accounting. These losses and gains are classified as Generation cost of sales.

 (4) The Company recorded a non-cash impairment expense of $42.6 million for the three and six months ended April 30, 2026 related to the Company’s decision to upgrade the equipment at the Groton Project to utilize three of the Company’s standard 2.5 MW FCE Blocks.

EX-99.2 · fcel-20260608xex99d2.htm

Type

EX-99.2

File

fcel-20260608xex99d2.htm

Document text
EX-99.2 · fcel-20260608xex99d2.htm EX-99.2 3 fcel-20260608xex99d2.htm EX-99.2 Exhibit 99.2 © 2026 FuelCell Energy 1 Second Quarter 2026 Financial Results & Business Update June 8, 2026 A rendering of a 50-MW FuelCell Energy data center installation © 2026 FuelCell Energy Exhibit 99.2 © 2026 FuelCell Energy This presentation contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 regarding future events or our future financial performance that involve certain contingencies and uncertainties. The forward-looking statements include, without limitation, statements with respect to the Company’s anticipated financial results and statements regarding the Company’s plans and expectations regarding the continuing development, commercialization and financing of its current and future fuel cell technologies, the expected timing of completion of the Company’s ongoing projects, the expected timing of module replacements, the Company’s business plans and strategies, the Company’s plan to reduce operating costs, the Company’s plans and ability to achieve positive Adjusted EBITDA, the capabilities of the Company’s products, the Company's potential sales pipeline, opportunities, and partners, and the markets in which the Company expects to operate. Projected and estimated numbers contained herein are not forecasts and may not reflect actual results. These forward-looking statements are not guarantees of future performance, and all forward-looking statements are subject to risks and uncertainties, known and unknown, that could cause actual results and future events to differ materially from those projected. Factors that could cause such a difference include, without limitation: general risks associated with product development and manufacturing; general economic conditions; changes in interest rates, which may impact project financing; supply chain disruptions; changes in the utility regulatory environment; changes in the utility industry and the markets for distributed generation, distributed hydrogen, and fuel cell power plants configured for carbon capture or carbon separation; potential volatility of commodity prices that may adversely affect our projects; availability of government subsidies and economic incentives for alternative energy technologies; our ability to remain in compliance with U.S. federal and state and foreign government laws and regulations; our ability to maintain compliance with the listing rules of The Nasdaq Stock Market; rapid technological change; competition; the risk that our bid awards will not convert to contracts or that our contracts will not convert to revenue; market acceptance of our products; changes in accounting policies or practices adopted voluntarily or as required by accounting principles generally accepted in the United States; factors affecting our liquidity position and financial condition; government appropriations; the ability of the government and third parties to terminate their development contracts at any time; the ability of the government to exercise “march -in” rights with respect to certain of our patents; our ability to successfully market and sell our products internationally; delays in our timeline for bringing commercially viable products to market; our ability to develop additional commercially viable products in the future; our ability to implement our strategy; our ability to reduce our levelized cost of energy and deliver on our cost reduction strategy generally; our ability to protect our intellectual property; litigation and other proceedings; the risk that commercialization of our new products will not occur when anticipated or, if it does, that we will not have adequate capacity to satisfy demand; our need for and the availability of additional financing; our ability to generate positive cash flow from operations; our ability to service our long-term debt; our ability to increase the output and longevity of our platforms and to meet the performance requirements of our contracts; our ability to expand our customer base and maintain relationships with our largest customers and strategic business allies; our ability to reduce operating costs; and our ability to achieve positive Adjusted EBITDA, as well as other risks set forth in the Company’s filings with the Securities and Exchange Commission (“SEC”), including the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2025. The forward-looking statements contained herein speak only as of the date of this presentation. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement contained herein to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based. The Company refers to non-GAAP financial measures in this presentation. The Company believes that this information is useful to understanding its operating results and assessing performance and highlighting trends on an overall basis. Please refer to Company’s earnings release and the appendix to this presentation for further disclosure and reconciliation of non-GAAP financial measures. (As used herein, the term “GAAP” refers to generally accepted accounting principles in the U.S.) The information set forth in this presentation is qualified by reference to, and should be read in conjunction with, our Annual Report on Form 10-K for the fiscal year ended October 31, 2025, filed with the SEC on December 18, 2025, our Quarterly Report on Form 10-Q for the fiscal quarter ended April 30, 2026, filed with the SEC on June 8, 2026, and our earnings release for the second quarter ended April 30, 2026, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on June 8, 2026. Safe Harbor Statement 2 © 2026 FuelCell Energy 3 1 The metrics provided are as of April 30, 2026, unless otherwise provided. 2 Represents cumulative FCE Block deployments, including replacement modules, since 2003. 3 Patents held by FuelCell Energy, Inc. and our subsidiary Versa Power Systems, Inc. as of October 31, 2025. 4 Based on FY2025 cost data for the 2.5 MW Fuel Cell Energy Block System. Note: The rendering on this page is of a 50 MW FuelCell Energy data center installation. FuelCell Energy is an American clean energy company delivering continuous, scalable power to support mission-critical applications and grid resilience1 About FuelCell Energy © 2026 FuelCell Energy 4 Second Quarter 2026 Highlights Commercial Operations Financial ▪ Strong Liquidity: FuelCell Energy had almost $441 million in total cash (including restricted cash and equivalents) as of April 30, 2026, supporting ongoing operations and AI-focused growth strategy. ▪ Fiscal Year 2026 Capital Spending On Track: Commitment to $20-$30 million of growth spending for Torrington expansion on track. Additional capacity expansion toward 500 MW initiated. Total project spending is estimated to be in the $200-$275 million range. ▪ Torrington Expansion Progress: Began work on expanding Connecticut manufacturing facility from 100 to 500 MW/year of annualized production capacity; tape caster installations and initial facility modifications completed. ▪ 12.5 MW FuelCell Energy Block: Introduced standardized fuel cell product for data centers, which combines 10 of the company's proven 1.25 MW modules to reduce repeat engineering/permitting and speed multi-MW deployments. ▪ Korean Fuel Cell Deliveries: Delivered $18 million in fuel cell products in Q2, in line with previous targets. ▪ Carbon Capture Progress: Two carbon capture modules are currently en route to Rotterdam, The Netherlands for delivery to ExxonMobil. ▪ Pipeline Strength: Growth to 4 GW of pipeline proposals across data centers, digital infrastructure, and utilities. ▪ Contracted Backlog: $1.14 billion as of April 30, 2026. ▪ Strong Execution: All segments of the business performed well during the quarter, further positioning FuelCell Energy to capitalize on market opportunities. © 2026 FuelCell Energy Technology and Business Overview 5 © 2026 FuelCell Energy 99% System Availability* 90% >95% 99% 2006 +25% Power Density for compact siting >85% Overall Efficiency* with Combined Heat and Power Beginning of Life 2003: 46% 2026: 50% \| 6 1.25 \| 2.5 \| 12.5 MW building blocks 250 kW Stack Life 7 year design 300%+ increase over 20+years Utility Scale @ 1.25 MW Sub-MW systems compound in complexity at scale Built for Layered Power Architecture Integrates with BESS, UPS + other power elements to protect AI infrastructure Native DC Output Direct power delivery cuts conversion losses +9% Electrical Efficiency Facilitates high performance and reduced replacement frequency Availability and efficiency metrics are based on FuelCell Energy operating experience and design targets under specified conditions. Actual performance may vary by system configuration, fuel, load profile, ambient conditions, maintenance, and CHP utilization. The FuelCell Energy Block 20+ years of continuous operation and improvement 2016 2026 © 2026 FuelCell Energy 7 Engineered to be fuel flexible, operate continuously, accelerate time-to-power, scale with rising demand, and reduce emissions Carbonate fuel cells convert diverse fuels into electricity and heat through a chemical process that involves no combustion Combustion-free power Scalable from 1.25 MW 1.25 MW building blocks Natural gas, biogas, or H2 blends Ambient air + Exhaust that powers cooling systems Carbon capture Water recapture Reliable, continuous power 1.25 MW FuelCell Energy Block Cell package 1.25 MW FCE Block Four cell stacks 400 cell stack 2.5 MW FCE Block 12.5 MW FCE Block 100 MW Block Power Designed for Utility Scale © 2026 FuelCell Energy 8 Carbonate Fuel Cell Addressable Markets Baseload power, superior efficiency, compatibility with other technologies and modular scalability Distributed CO2 production; industrial decarbonization, NOx control Can run directly off digester gas at high efficiency to produce electricity and useful heat Time to power, proven large, utility scale, permitting advantages 1 Image shown is a rendering. Data Centers 1 Carbon Capture Commercial & Biogas 1 Industrial Strategic Focus Area © 2026 FuelCell Energy 9 Nearly 50 Years of Cumulative Utility-Scale Runtime Across 5 Sites One architecture and proven high availability across operations on two continents sets the foundation for scale International Domestic 58.8 MW - 2013 South Korea: Utility & Combined Heat and Power 20 MW - 2016 South Korea: Utility & Combined Heat and Power 15 MW - 2013 Connecticut: Utility & Organic Rankine Cycle 14 MW - 2023 Connecticut: Utility 20 MW - 2018 South Korea: Utility & Combined Heat and Power Utility partners © 2026 FuelCell Energy AI and Data Center Strategy 10 © 2026 FuelCell Energy 11 FuelCell Energy’s Unique Value Proposition for AI Data Centers Negligible criteria air pollutants Near-silent operations Land-efficient (up to 33 MW/ acre) Water neutral capable Carbon capture ready Community Friendly AI-Native Architecture DC-native power backbone Designed for high density compute Compatible with rack-level architecture Next-gen data center design-ready Accelerated Time to Power Reduced permitting friction Continued expansion of manufacturing capacity Avoids grid delays Reliability at Utility Scale Continuous baseload power Redundancy enables maintenance without disruptions 10+ years continuous operation across multiple 20 MW+ sites 90% U.S.-based suppliers Infrastructure Grade Scalability Modular 1.25 MW building blocks scalable to GWs Competitive cost of energy Behind-the-meter, grid parallel, or microgrid Thermal exhaust powers cooling; frees more power for IT loads Layered architecture compatible with existing interconnects; UPS, BESS, turbines, solar, gensets, and wind Designed to support a scalable DC-native power backbone for AI data centers — with potential capital-efficiency from day one © 2026 FuelCell Energy Site-Wide Layered Architecture for AI Workloads 12 Capable of managing the full spectrum of AI power variability — from minutes to microseconds The Challenge AI workloads create electrical load swings/disturbances across multiple time scales at once — microseconds to hours. No single device can absorb them all. Handling everything from one point forces the upstream system to be oversized — adding cost and reducing reliability. Four layers — each tuned to a specific load timescale and located where it works best. 1 Flexible Baseload FuelCell Energy Block Power flow Minutes & beyond ▪ Continuous baseload on-site power — runs flat, 99% system availability ▪ Fuel flexible: biogas or natural gas 2 Step Loads Battery Energy Storage System Absorbs step loads, stabilizes the microgrid — best at second-scale 3 Fast Transients In-line Uninterruptible Power Supply Smooths sub-second transients, at the rack — next to the load 4 Compute Load GPU / IT Racks (The AI Factory) The dynamic workload driving the design — every layer protects it Our Solution Seconds Milliseconds Microseconds Availability metrics are based on FuelCell Energy operating experience and design targets under specified conditions. Actual performance may vary by system configuration, fuel, load profile, ambient conditions, maintenance, and CHP utilization. Note: Illustrative architecture. FuelCell Energy participates in the flexible baseload layer by providing continuous on-site primary power; the other layers may be supported by third-party or customer-selected solutions. © 2026 FuelCell Energy Commercial & Operations Update 13 © 2026 FuelCell Energy Our carbonate fuel cells are uniquely positioned to address global electricity demand growth AI & Data Center Momentum Is Driving Pipeline Growth Demand growth: pipeline1 by type 89% 4% 3% 4% Data centers Utilities Commercial & Industrial Other ▪ Demand surge from AI/Cloud ▪ Long utility interconnection timelines ▪ Gas turbine queues ▪ Environmental & permitting constraints ▪ Policy certainty through the ITC and 45Q carbon capture incentive ▪ Scarcity of powered land Sales pipeline highlights ▪ 4 GW of proposals delivered in Q2 2026, totaling over 5 GW YTD (FY2026) ▪ 267% increase in total pipeline in Q2 2026 from Q1 2026 ▪ Data center pipeline grew significantly quarter over quarter accounting for ~ 90% of the total pipeline ▪ 2x increase in average proposal size in Q2 2026 from Q1 2026 1 Pipeline consists of ongoing commercial discussions that range from solutions discussion through contract negotiation and does not represent signed agreements. There can be no assurance that these discussions will result in executed contracts or actual sales. Feb 1, 2026 May 1, 2026 14 81% 8% 6% 6% Themes driving pipeline growth and opportunities 65 85 128 130 1-Feb 1-Mar 1-Apr 1-May Average Proposal Size, MW (FY2026) © 2026 FuelCell Energy 1 Including investments in machinery, equipment, plant reconfigurations and related construction, tooling, labor, outsourcing of certain processes and inventory. 2 FY2026 estimates include certain long-lead items to enable this capacity expansion. As demand above our current capacity dictates, the Company may commit additional capital for capacity expansion and will provide updated estimates at that time. 3 Investments to be made when supported by market demand Expansion to Global GW-Scale Manufacturing Leveraging proven manufacturing experience, operational optimization, and a scalable supply chain ▪ Torrington, CT factory expansion underway, which would enable a ramp to up to 500 MW of estimated annualized production capacity with additional capital investment, automation and outsourcing.1 ▪ $20-30 million of estimated capital investments in FY2026 to begin capacity expansion beyond 100 MW.2 ▪ To expand the capacity to 500 MW, we estimate an investment in the $200-$275 million range to be executed over the next 24 months. ▪ Scalable supply chain: 90% U.S.-based suppliers; no reliance on rare-earth elements. 15 Expansion to > 500 MW Phase 2 ▪ Global Assembly Footprint ▪ Centralized Core & Replicable Scale Phase 1 Optimize Torrington, CT ▪ New High-Volume Tape Caster installed ▪ New Conditioning Room commissioned Torrington Facility Optimization: Actions Taken in Q2 500 MW – 1 GW+ Phase 3 New High Volume Cell Manufacturing Facilities3& ▪ Global Distributed Assembly Footprint ▪ Centralized Core & Replicable Scale We have done this before: South Korea & Germany — we know how to localize final assembly, condition product in-market and scale manufacturing beyond our current footprint. © 2026 FuelCell Energy 16 South Korea: Proven Execution and Revenue Visibility Q2: GGE-bound modules traveling from Connecticut to New Jersey to be loaded on a ship for passage to South Korea Korea Repowering: Deliveries and Revenue FY ‘24 & 25 FY ‘26 Customer Prior 6 Quarters Actual Q1 Actual Q2 Actual Q3 Estimate Q4 Estimate GGE # of Modules 28 2 6 6 0 CGN # of Modules - 2 0 0 6 Revenue $84M $12M $18M $18M $18M GGE fuel cell park, South Korea Rendering of AI Daegu Data Center, South Korea An established player in South Korea, FuelCell Energy is strongly positioned to support growing data center demand GGE, South Korea © 2026 FuelCell Energy Project Pipeline Statistics Market Feedback trends Advancing Carbon Capture With a Global Energy Major Unlike other carbon capture technologies, our carbonate fuel cells natively capture CO2 without requiring an external power source ▪ Two carbon capture modules en route to Rotterdam. ▪ Modular design can scale to GW capacity. ▪ Target: large-scale industrial emitters and power producers. ▪ CO2 to be stored permanently under the North Sea via the Porthos project (operational 2027). External Source Carbon Capture: ExxonMobil Rotterdam Pilot Source: https://www.porthosco2.nl/en/project 17 External Source Carbon Capture Internal Carbon Capture Implementation Demonstration at Exxon Rotterdam Refinery, The Netherlands (late 2026). Demonstration unit at our facility in Torrington, CT (since 2025). How it works The carbonate fuel cell is designed to capture 90% or more of the CO2 from the low concentration CO2 exhaust of an industrial plant. The carbonate fuel cell extracts CO2 from the natural gas powering the fuel cell and produces near-zero smog forming and criteria pollutants. Use Cases Sequestration: Capturing low-concentration CO2 from flue streams where traditional carbon capture struggles - the hardest application, the largest opportunity. Low-concentration industrial and gas turbine flue streams are the highest-impact, least-solved decarbonization challenge at scale — and carbonate fuel cells are uniquely suited to capture the CO₂. Co-products Electricity, thermal, hydrogen. Electricity, thermal. Availability Under development. Every new FuelCell Energy Block is carbon capture-ready. FuelCell Energy’s Carbon Capture Capabilities: © 2026 FuelCell Energy Financial Update 18 © 2026 FuelCell Energy (Amounts in millions, except per share amounts) 2026 2025 Total revenue $35.6 $37.4 Loss from Operations $(77.9) $(35.8) Net loss $(77.6) $(37.7) Net loss attributable to common stockholders $(78.7) $(38.8) Net loss per share attributable to common stockholders $(1.45) $(1.79) Adjusted EBITDA 1 $(17.1) $(19.3) Adjusted net loss per share attributable to common stockholders 1 $(0.53) $(1.53) 19 (FYE = 10/31) (Q2) Three Months Ended April 30 1 Reconciliations of Adjusted EBITDA and Adjusted net loss per share attributable to common stockholders to most directly comparable GAAP financial measures is included in the appendix. Q2 Fiscal 2026 Operating Performance © 2026 FuelCell Energy $(12.9) $(9.4) $(65.0) $(26.4) Q2 2026 Q2 2025 20 11.6% 50.7% 24.5% 13.2% Product Service Generation Advanced Technologies $4.2 $4.7 $8.7 Gross Loss and Operating Expenses ($M)1 Gross Loss Operating Expenses $0.16 $0.16 $0.93 $0.97 $0.02 $0.03 Service Generation Adv. Tech. Product $1.14 1.26 4/30/26 4/30/25 $0.04 $0.10 Backlog ($B) 1 Operating expenses for the second quarter of FY2026 increased to approximately $65.0 million from $26.4 million in the second quarter of FY2025. The increase was primarily driven by impairment expenses related to the Company’s decision to upgrade the equipment at the Groton Project to utilize three of the Company’s standard 2.5 MW FCE Blocks. Q2 Fiscal 2026 Financial Performance and Backlog $18 Revenue ($M) © 2026 FuelCell Energy Our liquidity position has enabled us to execute on our strategic initiatives through investment in manufacturing and R&D (advanced product development) ▪ $440.9M in total cash (including restricted cash and equivalents) as of April 30, 2026 ▪ Sale of 10.9 million shares of common stock during the 2 nd quarter resulted in gross proceeds of $102.6M1 373.2 311.8 67.7 67.8 4/30/26 1/31/26 Cash and Equivalents ($M) Restricted Unrestricted $379.6 $440.9 Sequential Quarters 1 Average sale price was $9.45 per share. Net proceeds to the Company of approximately $100.4 million after deducting sales commissions and fees totaling approximately $2.2 million. 21 Cash and Liquidity Strong cash balance allows significant runway to pursue our focused strategy © 2026 FuelCell Energy Thank You Investor Relations: ir@fce.com 22 © 2026 FuelCell Energy Appendix 23 © 2026 FuelCell Energy Non-GAAP Financial Measures Financial results are presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Ma nagement also uses non-GAAP measures to analyze and make operating decisions on the business. Earnings before interest, taxes, depreciation and amortization (“EBITDA”), Adjusted EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are non-GAAP measures of operations and operating performance by the Company. These supplemental non-GAAP measures are provided to assist readers in assessing operating performance. Management believes EBITDA, Adjusted EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are useful in assessing performance and highlighting trends on an overall basis. Management also believes these measures are used by companies in the fuel cell sector and by securities analysts and investors when comparing the results of the Company with those of other companies. EBITDA differs from the most comparable GAAP measure, net loss attributable to the Company, primarily because it does not include finance expense, income taxes and depreciation of property, plant and equipment and project assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation, impairment and restructuring expenses, unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual items, which are considered either non-cash or non-recurring. Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders differ from the most comparable GAAP measures, Net loss attributable to common stockholders and Net loss per share attributable to common stockholders, primarily because they do not include stock-based compensation, impairment and restructuring expenses, unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual items, which are considered either non-cash or non-recurring. While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of other companies due to differences in the exact method of calculation. The Company’s non -GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with the Company’s consolidated financial statements prepared in accordance with GAAP. 24 © 2026 FuelCell Energy 25 (1) Includes depreciation and amortization on our Generation portfolio of $8.7 million and $8.7 million for the three months ended April 30, 2026 and 2025, respectively, and $17.6 million and $16.7 million for the six months ended April 30, 2026 and 2025, respectively. (2) Other income (expense), net includes gains and losses from transactions denominated in foreign currencies, interest rate swap income earned from investments and other items incurred periodically, which are not the result of the Company’s normal busi ness operations. (3) The Company recorded mark-to-market net losses of $4.8 million and $0.8 million for the three months ended April 30, 2026 and 2025, respectively, and mark-to-market net losses (gains) of $1.2 million and $(1.1) million for the six months ended April 30, 2026 and 2025, respectively, related to natural gas purchase contracts as a result of net settling certain natural gas purchases under previous normal purchase normal sale contract designations, which resulted in a change to mark-to-market accounting. These losses and gains are classified as Generation cost of sales. (4) The Company recorded a non-cash impairment expense of $42.6 million for the three and six months ended April 30, 2026 related to the Company’s decision to upgrade the equipment at the Groton Project to utilize three of the Company’s standard 2.5 MW FCE Blocks. GAAP to Non-GAAP Reconciliation The following table calculates EBITDA and Adjusted EBITDA and reconciles these figures to the GAAP financial statement measure Net loss © 2026 FuelCell Energy 26 GAAP to Non-GAAP Reconciliation (1) The Company recorded mark-to-market net losses of $4.8 million and $0.8 million for the three months ended April 30, 2026 and 2025, respectively, and mark-to-market net losses (gains) of $1.2 million and $(1.1) million for the six months ended April 30, 2026 and 2025, respectively, related to natural gas purchase contracts as a result of net settling certain natural gas purchases under previous normal purchase normal sale contract designations, which resulted in a change to mark-to-market accounting. These losses and gains are classified as Generation cost of sales. (2) The Company recorded a non-cash impairment expense of $42.6 million for the three and six months ended April 30, 2026 related to the Company’s decision to upgrade the equipment at the Groton Project to utilize three of the Company’s standard 2.5 MW FCE Blocks. The following table calculates Adjusted net loss attributable to common stockholders and reconciles that figure to the GAAP financial statement measure Net loss attributable to common stockholders and calculates Adjusted net loss per share attributable to common stockholders. © 2026 FuelCell Energy Note: Quarters shown are fiscal quarters for fiscal years ending October 31st . Service Business Profile for Module Replacement Projects with LTSA Size of Plant (MW) Module Restack Quantity Est. Date of Next Module Restack United Illuminating - Glastonbury 2.8 2 Q4-2026 United Illuminating - Seaside 2.8 2 Q1-2027 E.ON - Friatec 1.4 1 Q1-2027 E.ON - Radisson 0.4 1 Q1-2028 Pepperidge Farm - 1 1.4 1 Q2-2028 Pepperidge Farm - 2 1.4 1 Q3-2028 KOSPO 2.5 2 Q2-2028 KOSPO 2.5 2 Q1-2029 KOSPO 2.5 2 Q3-2029 United Illuminating - Woodbridge 2.2 2 Q1-2030 KOSPO 2.5 2 Q1-2030 KOSPO 10 8 Q2-2030 Trinity College 1.4 1 Q2-2030 KOSPO 2.5 2 Q3-2030 Noeul Green Energy 20 16 Q4-2030 Total under LTSA 56.3 45 ▪ Near term replacement activities remain limited before 2028 ▪ Module life cycles around mid-life driving expectation of ramped replacement activities in next 3-4 years ▪ Utility scale Korea installs maintain projection of 34 restacks between mid-2028 and Q4 2030 27 © 2026 FuelCell Energy 28 1 Rated capacity is the platform’s design rated output as of the date of initiation of commercial operations, except with respe ct to the Groton Project which did not achieve its design rated output of 7.4 MW until December 2023. As of April 30, 2026, the Groton Project was not operating pending an equipment upgrade. The Company has elected to upgrade the equipment at the Groton Project to utilize three of its 2.5 MW FCE blocks. 2 Quarters for Actual Commercial Operation Date refer to FuelCell Energy fiscal quarters. Central CT State University (”CCSU”) Riverside Regional Water Quality Control Plant Pfizer, Inc. Santa Rita Jail Bridgeport Fuel Cell Project Tulare BioMAT San Bernardino LIPA Yaphank Project Groton Project Toyota Derby - CT RFP-2 Derby (SCEF) CCSU (CT University) City of Riverside (CA Municipality) Pfizer, Inc. Alameda County, California Connecticut Light and Power (CT Utility) Southern California Edison (CA Utility) San Bernardino Municipal Water Dept. PSEG/LIPA, LI NY (Utility) CMEEC (CT Electric Co-op) Southern California Edison, Toyota Eversource/United Illuminating (CT Utilities) Eversource/United Illuminating (CT Utilities) New Britain, CT Riverside, CA Groton, CT Dublin, CA Bridgeport, CT Tulare, CA San Bernardino, CA Long Island, NY Groton, CT Los Angeles, CA Derby, CT Derby, CT 1.4 1.4 5.6 1.4 14.9 2.8 1.4 7.4 7.4 2.3 14.0 2.8 Q2 ’12 Q4 ‘16 Q4 ‘16 Q1 ‘17 Q1 ‘13 Q1 ‘20 Q3 ‘21 Q1 ‘22 Q1 ’23 Q1’24 Q1’24 Q1’24 15 20 20 20 15 20 20 20 20 20 20 20 62.8 Project Name Power Off-Taker Location Rated Capacity1 (MW) Actual Commercial Operation Date 2 PPA Term (Years) Total MW Operating FuelCell Energy Owned U.S. Generation Portfolio Overview On-Balance Sheet Generation Operating Portfolio as of April 30, 2026

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EX-99.2 · fcel-20260608xex99d2.htm

EX-99.2
 3
 fcel-20260608xex99d2.htm
 EX-99.2

 Exhibit 99.2

 &#xA9; 2026 FuelCell Energy 1
Second Quarter 2026
Financial Results & Business Update
June 8, 2026
A rendering of a 50-MW FuelCell Energy data center installation &#xA9; 2026 FuelCell Energy
Exhibit 99.2

 &#xA9; 2026 FuelCell Energy
This presentation contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 regarding future events or
our future financial performance that involve certain contingencies and uncertainties. The forward-looking statements include, without limitation, statements with respect to the
Company&#x2019;s anticipated financial results and statements regarding the Company&#x2019;s plans and expectations regarding the continuing development, commercialization and financing of its
current and future fuel cell technologies, the expected timing of completion of the Company&#x2019;s ongoing projects, the expected timing of module replacements, the Company&#x2019;s business
plans and strategies, the Company&#x2019;s plan to reduce operating costs, the Company&#x2019;s plans and ability to achieve positive Adjusted EBITDA, the capabilities of the Company&#x2019;s products,
the Company's potential sales pipeline, opportunities, and partners, and the markets in which the Company expects to operate. Projected and estimated numbers contained herein are
not forecasts and may not reflect actual results. These forward-looking statements are not guarantees of future performance, and all forward-looking statements are subject to risks and
uncertainties, known and unknown, that could cause actual results and future events to differ materially from those projected. Factors that could cause such a difference include, without
limitation: general risks associated with product development and manufacturing; general economic conditions; changes in interest rates, which may impact project financing; supply
chain disruptions; changes in the utility regulatory environment; changes in the utility industry and the markets for distributed generation, distributed hydrogen, and fuel cell power plants
configured for carbon capture or carbon separation; potential volatility of commodity prices that may adversely affect our projects; availability of government subsidies and economic
incentives for alternative energy technologies; our ability to remain in compliance with U.S. federal and state and foreign government laws and regulations; our ability to maintain
compliance with the listing rules of The Nasdaq Stock Market; rapid technological change; competition; the risk that our bid awards will not convert to contracts or that our contracts will
not convert to revenue; market acceptance of our products; changes in accounting policies or practices adopted voluntarily or as required by accounting principles generally accepted in
the United States; factors affecting our liquidity position and financial condition; government appropriations; the ability of the government and third parties to terminate their development
contracts at any time; the ability of the government to exercise &#x201C;march -in&#x201D; rights with respect to certain of our patents; our ability to successfully market and sell our products
internationally; delays in our timeline for bringing commercially viable products to market; our ability to develop additional commercially viable products in the future; our ability to
implement our strategy; our ability to reduce our levelized cost of energy and deliver on our cost reduction strategy generally; our ability to protect our intellectual property; litigation and
other proceedings; the risk that commercialization of our new products will not occur when anticipated or, if it does, that we will not have adequate capacity to satisfy demand; our need
for and the availability of additional financing; our ability to generate positive cash flow from operations; our ability to service our long-term debt; our ability to increase the output and
longevity of our platforms and to meet the performance requirements of our contracts; our ability to expand our customer base and maintain relationships with our largest customers and
strategic business allies; our ability to reduce operating costs; and our ability to achieve positive Adjusted EBITDA, as well as other risks set forth in the Company&#x2019;s filings with the
Securities and Exchange Commission (&#x201C;SEC&#x201D;), including the Company&#x2019;s Annual Report on Form 10-K for the fiscal year ended October 31, 2025. The forward-looking statements
contained herein speak only as of the date of this presentation. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such
statement contained herein to reflect any change in the Company&#x2019;s expectations or any change in events, conditions or circumstances on which any such statement is based.
The Company refers to non-GAAP financial measures in this presentation. The Company believes that this information is useful to understanding its operating results and assessing
performance and highlighting trends on an overall basis. Please refer to Company&#x2019;s earnings release and the appendix to this presentation for further disclosure and reconciliation of non-GAAP financial measures. (As used herein, the term &#x201C;GAAP&#x201D; refers to generally accepted accounting principles in the U.S.)
The information set forth in this presentation is qualified by reference to, and should be read in conjunction with, our Annual Report on Form 10-K for the fiscal year ended October 31,
2025, filed with the SEC on December 18, 2025, our Quarterly Report on Form 10-Q for the fiscal quarter ended April 30, 2026, filed with the SEC on June 8, 2026, and our earnings
release for the second quarter ended April 30, 2026, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on June 8, 2026.
Safe Harbor Statement
2

 &#xA9; 2026 FuelCell Energy 3
1 The metrics provided are as of April 30, 2026, unless otherwise provided.
2 Represents cumulative FCE Block deployments, including replacement modules, since 2003.
3 Patents held by FuelCell Energy, Inc. and our subsidiary Versa Power Systems, Inc. as of October 31, 2025.
4 Based on FY2025 cost data for the 2.5 MW Fuel Cell Energy Block System.
Note: The rendering on this page is of a 50 MW FuelCell Energy data center installation.
FuelCell Energy is an American clean energy company delivering continuous, scalable power to support mission-critical
applications and grid resilience1
About FuelCell Energy

 &#xA9; 2026 FuelCell Energy 4
Second Quarter 2026 Highlights
Commercial
Operations
Financial
&#x25AA; Strong Liquidity: FuelCell Energy had almost $441 million in total cash (including restricted cash and equivalents) as of April
30, 2026, supporting ongoing operations and AI-focused growth strategy.
&#x25AA; Fiscal Year 2026 Capital Spending On Track: Commitment to $20-$30 million of growth spending for Torrington
expansion on track. Additional capacity expansion toward 500 MW initiated. Total project spending is estimated to be in the
$200-$275 million range.
&#x25AA; Torrington Expansion Progress: Began work on expanding Connecticut manufacturing facility from 100 to 500 MW/year
of annualized production capacity; tape caster installations and initial facility modifications completed.
&#x25AA; 12.5 MW FuelCell Energy Block: Introduced standardized fuel cell product for data centers, which combines 10 of the
company's proven 1.25 MW modules to reduce repeat engineering/permitting and speed multi-MW deployments.
&#x25AA; Korean Fuel Cell Deliveries: Delivered $18 million in fuel cell products in Q2, in line with previous targets.
&#x25AA; Carbon Capture Progress: Two carbon capture modules are currently en route to Rotterdam, The Netherlands for delivery
to ExxonMobil.
&#x25AA; Pipeline Strength: Growth to 4 GW of pipeline proposals across data centers, digital infrastructure, and utilities.
&#x25AA; Contracted Backlog: $1.14 billion as of April 30, 2026.
&#x25AA; Strong Execution: All segments of the business performed well during the quarter, further positioning FuelCell Energy to
capitalize on market opportunities.

 &#xA9; 2026 FuelCell Energy
Technology
and Business
Overview
5

 &#xA9; 2026 FuelCell Energy
99%
System Availability*
90%
>95%
99%
2006
+25%
Power Density
for compact siting
>85%
Overall Efficiency*
with Combined Heat and Power
Beginning of Life
2003: 46%
2026: 50%
| 6
1.25 | 2.5 | 12.5 MW
building blocks
250 kW
Stack Life
7
year design
300%+
increase over
20+years
Utility Scale @ 1.25 MW
Sub-MW systems compound in complexity at scale
Built for Layered Power Architecture
Integrates with BESS, UPS + other power elements
to protect AI infrastructure
Native DC Output
Direct power delivery cuts conversion losses
+9%
Electrical Efficiency
Facilitates high performance and
reduced replacement frequency
*Availability and efficiency metrics are based on FuelCell Energy operating experience and design targets under specified conditions.
Actual performance may vary by system configuration, fuel, load profile, ambient conditions, maintenance, and CHP utilization.
The FuelCell Energy Block
20+ years of continuous operation and improvement
2016 2026

 &#xA9; 2026 FuelCell Energy 7
Engineered to be fuel flexible, operate continuously, accelerate time-to-power, scale with rising demand, and reduce emissions
Carbonate fuel cells convert
diverse fuels into electricity
and heat through a chemical
process that involves no
combustion
Combustion-free power
Scalable from 1.25 MW
1.25 MW building blocks
Natural gas,
biogas, or
H2 blends
Ambient air
+
Exhaust that powers
cooling systems
Carbon capture
Water recapture
Reliable,
continuous power
1.25 MW FuelCell Energy Block
Cell package 1.25 MW FCE Block
Four cell stacks
400 cell stack 2.5 MW FCE Block 12.5 MW FCE Block 100 MW Block
Power Designed for Utility Scale

 &#xA9; 2026 FuelCell Energy 8
Carbonate Fuel Cell Addressable Markets
Baseload power,
superior efficiency,
compatibility with other
technologies and
modular scalability
Distributed CO2
production;
industrial
decarbonization, NOx
control
Can run directly off
digester gas at high
efficiency to produce
electricity and useful
heat
Time to power, proven
large, utility scale,
permitting advantages
1
Image shown is a rendering.
Data Centers 1 Carbon Capture Commercial & Biogas 1
Industrial
Strategic Focus Area

 &#xA9; 2026 FuelCell Energy 9
Nearly 50 Years of Cumulative Utility-Scale Runtime Across 5 Sites
One architecture and proven high availability across operations on two continents sets the foundation for scale
International
Domestic
58.8 MW - 2013
South Korea: Utility &
Combined Heat and Power
20 MW - 2016
South Korea: Utility &
Combined Heat and Power
15 MW - 2013
Connecticut: Utility &
Organic Rankine Cycle
14 MW - 2023
Connecticut: Utility
20 MW - 2018
South Korea: Utility &
Combined Heat and Power
Utility partners

 &#xA9; 2026 FuelCell Energy
AI and Data Center
Strategy
10

 &#xA9; 2026 FuelCell Energy 11
FuelCell Energy&#x2019;s Unique Value Proposition for AI Data Centers
Negligible criteria air pollutants
Near-silent operations
Land-efficient (up to 33 MW/ acre)
Water neutral capable
Carbon capture ready
Community Friendly
AI-Native Architecture
DC-native power backbone
Designed for high density compute
Compatible with rack-level architecture
Next-gen data center design-ready
Accelerated Time to Power
Reduced permitting friction
Continued expansion of manufacturing capacity
Avoids grid delays
Reliability at Utility Scale
Continuous baseload power
Redundancy enables maintenance without
disruptions
10+ years continuous operation across
multiple 20 MW+ sites
90% U.S.-based suppliers
Infrastructure Grade Scalability
Modular 1.25 MW building blocks scalable to GWs
Competitive cost of energy
Behind-the-meter, grid parallel, or microgrid
Thermal exhaust powers cooling; frees more power for IT loads
Layered architecture compatible with existing interconnects;
UPS, BESS, turbines, solar, gensets, and wind
Designed to support a scalable DC-native power backbone for AI data centers &#x2014; with potential capital-efficiency from day one

 &#xA9; 2026 FuelCell Energy
Site-Wide Layered Architecture for AI Workloads
12
Capable of managing the full spectrum of AI power variability &#x2014; from minutes to microseconds
The Challenge AI workloads create electrical load swings/disturbances across multiple time scales at once &#x2014; microseconds to hours. No single device can absorb
them all. Handling everything from one point forces the upstream system to be oversized &#x2014; adding cost and reducing reliability.
Four layers &#x2014; each tuned to a specific load timescale and located where it works best.
1 Flexible Baseload
FuelCell Energy Block
Power flow
Minutes & beyond
&#x25AA; Continuous baseload on-site power
&#x2014; runs flat, 99% system availability*
&#x25AA; Fuel flexible: biogas or natural gas
2 Step Loads
Battery Energy
Storage System
Absorbs step loads, stabilizes the
microgrid &#x2014; best at second-scale
3 Fast Transients
In-line Uninterruptible
Power Supply
Smooths sub-second transients, at the
rack &#x2014; next to the load
4 Compute Load
GPU / IT Racks
(The AI Factory)
The dynamic workload driving the
design &#x2014; every layer protects it
Our Solution
Seconds Milliseconds Microseconds
*Availability metrics are based on FuelCell Energy operating experience and design targets under specified conditions. Actual performance may
vary by system configuration, fuel, load profile, ambient conditions, maintenance, and CHP utilization.
Note: Illustrative architecture. FuelCell Energy participates in the flexible baseload layer by providing continuous on-site primary power; the other
layers may be supported by third-party or customer-selected solutions.

 &#xA9; 2026 FuelCell Energy
Commercial & Operations
Update
13

 &#xA9; 2026 FuelCell Energy
Our carbonate fuel cells are uniquely positioned to address global electricity demand growth
AI & Data Center Momentum Is Driving Pipeline Growth
Demand growth: pipeline1 by type
89%
4%
3%
4%
Data centers Utilities Commercial & Industrial Other
&#x25AA; Demand surge from AI/Cloud
&#x25AA; Long utility interconnection timelines
&#x25AA; Gas turbine queues
&#x25AA; Environmental & permitting constraints
&#x25AA; Policy certainty through the ITC and 45Q carbon capture incentive
&#x25AA; Scarcity of powered land
Sales pipeline highlights
&#x25AA; 4 GW of proposals delivered in Q2 2026, totaling over 5 GW YTD (FY2026)
&#x25AA; 267% increase in total pipeline in Q2 2026 from Q1 2026
&#x25AA; Data center pipeline grew significantly quarter over quarter accounting
for ~ 90% of the total pipeline
&#x25AA; 2x increase in average proposal size in Q2 2026 from Q1 2026
1 Pipeline consists of ongoing commercial discussions that range from solutions discussion through contract negotiation and does
not represent signed agreements. There can be no assurance that these discussions will result in executed contracts or actual sales.
Feb 1, 2026 May 1, 2026
14
81%
8%
6%
6%
Themes driving pipeline growth and opportunities
65
85
128 130
1-Feb 1-Mar 1-Apr 1-May
Average Proposal Size, MW (FY2026)

 &#xA9; 2026 FuelCell Energy
1 Including investments in machinery, equipment, plant reconfigurations and related construction, tooling, labor, outsourcing of certain processes and inventory.
2 FY2026 estimates include certain long-lead items to enable this capacity expansion. As demand above our current capacity dictates, the Company may commit additional
capital for capacity expansion and will provide updated estimates at that time.
3 Investments to be made when supported by market demand
Expansion to Global GW-Scale Manufacturing
Leveraging proven manufacturing experience, operational optimization, and a scalable supply chain
&#x25AA; Torrington, CT factory expansion underway, which would enable a ramp to up to 500 MW of estimated annualized production capacity with additional capital investment,
automation and outsourcing.1
&#x25AA; $20-30 million of estimated capital investments in FY2026 to begin capacity expansion beyond 100 MW.2
&#x25AA; To expand the capacity to 500 MW, we estimate an investment in the $200-$275 million range to be executed over the next 24 months.
&#x25AA; Scalable supply chain: 90% U.S.-based suppliers; no reliance on rare-earth elements.
15
Expansion to > 500 MW
Phase 2 &#x25AA; Global Assembly Footprint
&#x25AA; Centralized Core & Replicable Scale
Phase 1 Optimize Torrington, CT
&#x25AA; New High-Volume Tape Caster installed
&#x25AA; New Conditioning Room commissioned
Torrington Facility Optimization:
Actions Taken in Q2
500 MW &#x2013; 1 GW+
Phase 3 New High Volume Cell Manufacturing Facilities3&
&#x25AA; Global Distributed Assembly Footprint
&#x25AA; Centralized Core & Replicable Scale
We have done this before: South Korea & Germany &#x2014; we know how to localize final assembly, condition product in-market and scale manufacturing beyond our current footprint.

 &#xA9; 2026 FuelCell Energy 16
South Korea: Proven Execution and Revenue Visibility
Q2: GGE-bound modules traveling from Connecticut to New Jersey to be loaded on a ship for passage to South Korea
Korea Repowering: Deliveries and Revenue
FY &#x2018;24 & 25 FY &#x2018;26
Customer Prior 6 Quarters Actual Q1
Actual
Q2
Actual
Q3
Estimate
Q4
Estimate
GGE # of Modules 28 2 6 6 0
CGN # of Modules - 2 0 0 6
Revenue $84M $12M $18M $18M $18M
GGE fuel cell park, South Korea Rendering of AI Daegu Data Center, South Korea*
An established player in South Korea, FuelCell Energy is strongly positioned to support growing data center demand
GGE, South Korea

 &#xA9; 2026 FuelCell Energy
Project Pipeline Statistics Market Feedback trends
Advancing Carbon Capture With a Global Energy Major
Unlike other carbon capture technologies, our carbonate fuel cells natively capture CO2 without requiring an external power source
&#x25AA; Two carbon capture modules en route to Rotterdam.
&#x25AA; Modular design can scale to GW capacity.
&#x25AA; Target: large-scale industrial emitters and power producers.
&#x25AA; CO2
to be stored permanently under the North Sea via the
Porthos project (operational 2027*).
External Source Carbon Capture: ExxonMobil
Rotterdam Pilot
* Source: https://www.porthosco2.nl/en/project 17
External Source
Carbon Capture
Internal
Carbon Capture
Implementation Demonstration at Exxon Rotterdam
Refinery, The Netherlands (late 2026).
Demonstration unit at our facility in
Torrington, CT (since 2025).
How it works The carbonate fuel cell is designed to
capture 90% or more of the CO2
from the
low concentration CO2 exhaust of an
industrial plant.
The carbonate fuel cell extracts CO2
from
the natural gas powering the fuel cell and
produces near-zero smog forming and
criteria pollutants.
Use Cases Sequestration: Capturing low-concentration CO2
from flue streams
where traditional carbon capture
struggles - the hardest application, the
largest opportunity.
Low-concentration industrial and gas
turbine flue streams are the highest-impact,
least-solved decarbonization challenge at
scale &#x2014; and carbonate fuel cells are
uniquely suited to capture the CO&#x2082;.
Co-products Electricity, thermal, hydrogen. Electricity, thermal.
Availability Under development. Every new FuelCell Energy Block is carbon
capture-ready.
FuelCell Energy&#x2019;s Carbon Capture Capabilities:

 &#xA9; 2026 FuelCell Energy
Financial
Update
18

 &#xA9; 2026 FuelCell Energy
(Amounts in millions, except per share amounts) 2026 2025
Total revenue $35.6 $37.4
Loss from Operations $(77.9) $(35.8)
Net loss $(77.6) $(37.7)
Net loss attributable to common stockholders $(78.7) $(38.8)
Net loss per share attributable to common
stockholders $(1.45) $(1.79)
Adjusted EBITDA 1 $(17.1) $(19.3)
Adjusted net loss per share attributable to common
stockholders 1 $(0.53) $(1.53)
19
(FYE = 10/31)
(Q2)
Three Months Ended
April 30
1 Reconciliations of Adjusted EBITDA and Adjusted net loss per share attributable to common stockholders to most
directly comparable GAAP financial measures is included in the appendix.
Q2 Fiscal 2026 Operating Performance

 &#xA9; 2026 FuelCell Energy
$(12.9) $(9.4)
$(65.0)
$(26.4)
Q2 2026 Q2 2025
20
11.6% 50.7%
24.5%
13.2%
Product
Service
Generation
Advanced Technologies
$4.2
$4.7
$8.7
Gross Loss and Operating Expenses ($M)1
Gross Loss Operating Expenses
$0.16 $0.16
$0.93 $0.97
$0.02 $0.03
Service Generation Adv. Tech. Product
$1.14
1.26
4/30/26 4/30/25
$0.04 $0.10
Backlog ($B)
1 Operating expenses for the second quarter of FY2026 increased to approximately $65.0 million from $26.4 million in the second quarter of FY2025. The
increase was primarily driven by impairment expenses related to the Company&#x2019;s decision to upgrade the equipment at the Groton Project to utilize three
of the Company&#x2019;s standard 2.5 MW FCE Blocks.
Q2 Fiscal 2026 Financial Performance and Backlog
$18
Revenue ($M)

 &#xA9; 2026 FuelCell Energy
Our liquidity position has enabled us to
execute on our strategic initiatives through
investment in manufacturing and R&D
(advanced product development)
&#x25AA; $440.9M in total cash (including
restricted cash and equivalents) as of
April 30, 2026
&#x25AA; Sale of 10.9 million shares of common
stock during the 2
nd quarter resulted in
gross proceeds of $102.6M1
373.2
311.8
67.7
67.8
4/30/26 1/31/26
Cash and Equivalents ($M)
Restricted Unrestricted
$379.6
$440.9
Sequential Quarters
1 Average sale price was $9.45 per share. Net proceeds to the Company of approximately $100.4 million after deducting sales commissions
and fees totaling approximately $2.2 million.
21
Cash and Liquidity
Strong cash balance allows significant runway to pursue our focused strategy

 &#xA9; 2026 FuelCell Energy
Thank You
Investor Relations:
ir@fce.com
22

 &#xA9; 2026 FuelCell Energy
Appendix
23

 &#xA9; 2026 FuelCell Energy
Non-GAAP Financial Measures
Financial results are presented in accordance with accounting principles generally accepted in the United States (&#x201C;GAAP&#x201D;). Ma nagement also uses non-GAAP
measures to analyze and make operating decisions on the business. Earnings before interest, taxes, depreciation and amortization (&#x201C;EBITDA&#x201D;), Adjusted
EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are non-GAAP
measures of operations and operating performance by the Company.
These supplemental non-GAAP measures are provided to assist readers in assessing operating performance. Management believes EBITDA, Adjusted
EBITDA, Adjusted net loss attributable to common stockholders and Adjusted net loss per share attributable to common stockholders are useful in assessing
performance and highlighting trends on an overall basis. Management also believes these measures are used by companies in the fuel cell sector and by
securities analysts and investors when comparing the results of the Company with those of other companies. EBITDA differs from the most comparable
GAAP measure, net loss attributable to the Company, primarily because it does not include finance expense, income taxes and depreciation of property, plant
and equipment and project assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation, impairment and restructuring expenses, unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual items, which are considered either non-cash or non-recurring. Adjusted net loss
attributable to common stockholders and Adjusted net loss per share attributable to common stockholders differ from the most comparable GAAP measures,
Net loss attributable to common stockholders and Net loss per share attributable to common stockholders, primarily because they do not include stock-based compensation, impairment and restructuring expenses, unrealized non-cash loss (gain) on natural gas contract derivative assets and other unusual
items, which are considered either non-cash or non-recurring.
While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated
with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of
other companies due to differences in the exact method of calculation. The Company&#x2019;s non -GAAP financial measures are not meant to be considered in
isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with the Company&#x2019;s consolidated financial
statements prepared in accordance with GAAP.
24

 &#xA9; 2026 FuelCell Energy 25
(1) Includes depreciation and amortization on our Generation portfolio of $8.7 million and $8.7 million for the three months ended April 30, 2026 and 2025, respectively, and $17.6 million and $16.7 million for the six months ended April 30, 2026 and 2025, respectively.
(2) Other income (expense), net includes gains and losses from transactions denominated in foreign currencies, interest rate swap income earned from investments and other items incurred periodically, which are not the result of the Company&#x2019;s normal busi ness
operations.
(3) The Company recorded mark-to-market net losses of $4.8 million and $0.8 million for the three months ended April 30, 2026 and 2025, respectively, and mark-to-market net losses (gains) of $1.2 million and $(1.1) million for the six months ended April 30, 2026 and
2025, respectively, related to natural gas purchase contracts as a result of net settling certain natural gas purchases under previous normal purchase normal sale contract designations, which resulted in a change to mark-to-market accounting. These losses and gains
are classified as Generation cost of sales.
(4) The Company recorded a non-cash impairment expense of $42.6 million for the three and six months ended April 30, 2026 related to the Company&#x2019;s decision to upgrade the equipment at the Groton Project to utilize three of the Company&#x2019;s standard 2.5 MW FCE
Blocks.
GAAP to Non-GAAP Reconciliation
The following table calculates EBITDA and Adjusted EBITDA and reconciles these figures to the GAAP financial statement measure Net
loss

 &#xA9; 2026 FuelCell Energy 26
GAAP to Non-GAAP Reconciliation
(1) The Company recorded mark-to-market net losses of $4.8 million and $0.8 million for the three months ended April 30, 2026 and 2025, respectively, and mark-to-market net losses (gains) of $1.2 million and $(1.1) million for the six months
ended April 30, 2026 and 2025, respectively, related to natural gas purchase contracts as a result of net settling certain natural gas purchases under previous normal purchase normal sale contract designations, which resulted in a change to
mark-to-market accounting. These losses and gains are classified as Generation cost of sales.
(2) The Company recorded a non-cash impairment expense of $42.6 million for the three and six months ended April 30, 2026 related to the Company&#x2019;s decision to upgrade the equipment at the Groton Project to utilize three of the
Company&#x2019;s standard 2.5 MW FCE Blocks.
The following table calculates Adjusted net loss attributable to common stockholders and reconciles that figure to the GAAP financial statement
measure Net loss attributable to common stockholders and calculates Adjusted net loss per share attributable to common stockholders.

 &#xA9; 2026 FuelCell Energy
Note: Quarters shown are fiscal quarters for fiscal years ending October 31st
.
Service Business Profile for Module Replacement
Projects with LTSA Size of Plant
(MW)
Module
Restack
Quantity
Est. Date of Next
Module Restack
United Illuminating - Glastonbury 2.8 2 Q4-2026
United Illuminating - Seaside 2.8 2 Q1-2027
E.ON - Friatec 1.4 1 Q1-2027
E.ON - Radisson 0.4 1 Q1-2028
Pepperidge Farm - 1 1.4 1 Q2-2028
Pepperidge Farm - 2 1.4 1 Q3-2028
KOSPO 2.5 2 Q2-2028
KOSPO 2.5 2 Q1-2029
KOSPO 2.5 2 Q3-2029
United Illuminating - Woodbridge 2.2 2 Q1-2030
KOSPO 2.5 2 Q1-2030
KOSPO 10 8 Q2-2030
Trinity College 1.4 1 Q2-2030
KOSPO 2.5 2 Q3-2030
Noeul Green Energy 20 16 Q4-2030
Total under LTSA 56.3 45
&#x25AA; Near term replacement activities
remain limited before 2028
&#x25AA; Module life cycles around mid-life
driving expectation of ramped
replacement activities in next 3-4
years
&#x25AA; Utility scale Korea installs maintain
projection of 34 restacks between
mid-2028 and Q4 2030
27

 &#xA9; 2026 FuelCell Energy 28
1 Rated capacity is the platform&#x2019;s design rated output as of the date of initiation of commercial operations, except with respe ct to the Groton Project which did not
achieve its design rated output of 7.4 MW until December 2023. As of April 30, 2026, the Groton Project was not operating pending an equipment upgrade. The
Company has elected to upgrade the equipment at the Groton Project to utilize three of its 2.5 MW FCE blocks.
2 Quarters for Actual Commercial Operation Date refer to FuelCell Energy fiscal quarters.
Central CT State University (&#x201D;CCSU&#x201D;)
Riverside Regional Water Quality Control Plant
Pfizer, Inc.
Santa Rita Jail
Bridgeport Fuel Cell Project
Tulare BioMAT
San Bernardino
LIPA Yaphank Project
Groton Project
Toyota
Derby - CT RFP-2
Derby (SCEF)
CCSU (CT University)
City of Riverside (CA Municipality)
Pfizer, Inc.
Alameda County, California
Connecticut Light and Power (CT Utility)
Southern California Edison (CA Utility)
San Bernardino Municipal Water Dept.
PSEG/LIPA, LI NY (Utility)
CMEEC (CT Electric Co-op)
Southern California Edison, Toyota
Eversource/United Illuminating (CT Utilities)
Eversource/United Illuminating (CT Utilities)
New Britain, CT
Riverside, CA
Groton, CT
Dublin, CA
Bridgeport, CT
Tulare, CA
San Bernardino, CA
Long Island, NY
Groton, CT
Los Angeles, CA
Derby, CT
Derby, CT
1.4
1.4
5.6
1.4
14.9
2.8
1.4
7.4
7.4
2.3
14.0
2.8
Q2 &#x2019;12
Q4 &#x2018;16
Q4 &#x2018;16
Q1 &#x2018;17
Q1 &#x2018;13
Q1 &#x2018;20
Q3 &#x2018;21
Q1 &#x2018;22
Q1 &#x2019;23
Q1&#x2019;24
Q1&#x2019;24
Q1&#x2019;24
15
20
20
20
15
20
20
20
20
20
20
20
62.8
Project Name Power Off-Taker Location Rated Capacity1
(MW)
Actual Commercial
Operation Date 2
PPA Term
(Years)
Total MW Operating
FuelCell Energy Owned U.S. Generation Portfolio
Overview
On-Balance Sheet Generation Operating Portfolio as of April 30, 2026

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