EX-99.2 3 fcel-20230608xex99d2.htm EX-99.2
Exhibit 99.2

| 8 June 2023 Second Quarter 2023 Financial Results & Business Update Exhibit 99.2

| © 2023 FuelCell Energy 2 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, including those discussed in our Annual Report on Form 10-K for the fiscal year ended October 31, 2022, in the section entitled "Management's Discussion and Analysis of Financial Condition and Results of . The forward-looking statements include, without limitation, statements with respect to the anticipated financial results and statements regarding the 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 ongoing projects, the business plans and strategies, the capacity expansion and the markets in which the Company expects to operate. Projected and estimated numbers contained herein are not forecasts and may not reflect actual results. These forward-looking statements are not guarantees of future performance, and all forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Factors that could cause such a difference include, without limitation: general risks associated with product development and manufacturing; general economic conditions; changes in interest rates, which may impact project financing; supply chain disruptions; changes in the utility regulatory environment; changes in the utility industry and the markets for distributed generation, distributed hydrogen, and fuel cell power plants configured for carbon capture or carbon separation; potential volatility of commodity prices that may adversely affect our projects; availability of government subsidies and economic incentives for alternative energy technologies; our ability to remain in compliance with U.S. federal and state and foreign government laws and regulations and 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; limitations on our ability to raise capital in the equity markets due to the limited number of shares of common stock currently available for issuance; 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 - rights with respect to certain of our patents; our ability to successfully market and sell our products internationally; our ability to develop new products to achieve our long-term revenue targets; 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 concerns with, threats of, or the consequences of, pandemics, contagious diseases or health epidemics, including the novel coronavirus, and resulting supply chain disruptions, shifts in clean energy demand, impacts to our capital budgets and investment plans, impacts to our project schedules, impacts to our ability to service existing projects, and impacts on the demand for our products, as well as other risks set forth in the filings with the Securities and Exchange Commission including the Annual Report on Form 10-K for the fiscal year ended October 31, 2022 and the Quarterly Report on Form 10-Q for the fiscal quarter ended April 30, 2023. 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 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 the earnings release and the appendix to this presentation for further disclosure and reconciliation of non-GAAP financial measures. (As used herein, the term 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, 2022, filed with the SEC on December 20, 2022, our Quarterly Report on Form 10-Q for the quarter ended April 30, 2023, filed with the SEC on June 8, 2023, and our earnings release for the second quarter of fiscal year 2023, filed as an exhibit to our Current Report on Form 8-K filed with the SEC on June 8, 2023. Safe Harbor Statement

| © 2023 FuelCell Energy 3 FuelCell Energy Snapshot Capacity in field >500 Employees 3 Listing: FCEL NASDAQ HQ Danbury, Connecticut >220 MW Million MWhs generated with patented technology Company Highlights2 95 Platforms in commercial operation3 >13 Continents 1 Patents are for FuelCell Energy, Inc., and our subsidiary Versa Power Systems, Inc. 2As of October 31, 2022. 3Note that certain sites have multiple platforms. As an example, our 14.9 MW Bridgeport project site has five SureSource 3000 platforms. As of carbonate fuel cell platforms. Decarbonizes power: -Produce low- to zero-carbon power from a flexible array of inputs including biogas, natural gas, and hydrogen. -Capture carbon dioxide (for use or sequestration) while making power. Produces hydrogen: -Supply hydrogen from power and water through electrolysis, or co-produce hydrogen, power, and water from fuel. -Store energy from intermittent renewables by converting excess power to hydrogen then converting hydrogen back into power when needed. Our technology A global leader in fuel cell technology 1,2

| © 2023 FuelCell Energy 4 Executing current phase of solid oxide manufacturing capacity expansion plan • Calgary facility expansion underway • Manufacturing of unit to be delivered to Idaho National Laboratory has commenced Key Messages Consistent operational progress • New module exchanges at KOSPO plant in Korea • Toyota Port of Long Beach project: 3rd fiscal quarter of 2023 commercial operation target • 16.8 MW Derby, CT projects: 4th calendar quarter of 2023 commercial operation target Opportunistically evaluating options to benefit from global policy tailwinds • We believe we are well-positioned to capitalize on the evolving energy landscape • Global support for green energy incudes: • U.S. Inflation Reduction Act • • (CHPS) 3 1 4 Image: Rendering of solid oxide electrolysis cell (SOEC) deployed for large-scale hydrogen production Photo [Derby?] 5 Strong balance sheet and disciplined capital allocation • Total cash and short-term investment position >$350 million on April 30, 2023 • Closed on $87 million non-recourse project financing facility with 7-year term loan subsequent to quarter end Progressing activities and relationships for the development of advanced applications of our platforms • Received purchase order for long-lead items from an affiliate of ExxonMobil related to the implementation of a potential carbon capture demonstration • Continue to advance our testing work under ongoing joint development agreement • strengths in delivery of CO2, as well as generation and storage of H2 2 Image: FuelCell Energy’s Tri-gen platform located at Toyota’s port operation in Long Beach, California

| © 2023 FuelCell Energy Q2 2023 Financial Performance 5

| © 2023 FuelCell Energy 6 134% increase in total revenue Net loss Net loss per share attributable to common stockholders Adjusted EBITDA1 $38.3M $(33.9)M $(0.09) $(26.0)M $16.4M $(30.1)M $(0.08) $(21.2)M Q2 Fiscal 2023 Financial Performance NOTES: 1 Reconciliation of Adjusted EBITDA to most directly comparable GAAP financial measure is included in the appendix Q2 2023 Q2 2022 Total cash and short-term investment position (includes restricted cash) $353.5M as of April 30, 20232 2The $353.5M balance is comprised of $246.8M of Unrestricted Cash, $76.4M of Short-term Investments and $30.2M of Restricted Cash

| © 2023 FuelCell Energy Gross Loss and Operating Expenses ($M) $0.121 $0.074 $1.109 $0.926 $0.035 $0.020 $0.060 Q2 2022 Q2 2023 $1.022 $1.326 Q2 Fiscal 2023 Financial Performance and Backlog $(7.3) $(6.1) $(20.9) $(29.8) 2Q22 2Q23 Q2 2022 Q2 2023 Backlog as of April 30 ($B) Gross Loss Operating Expenses Service Generation Adv. Tech. Product Q1-2023 Total Revenue: $37.1M Revenue Breakdown ($M) Q2 2023 Total Revenue: $38.3M 68% 22% 10% Service Generation Advanced Technologies 7 $26.2 $8.4 $3.7

| © 2023 FuelCell Energy 8 Cash balance $353.5M1 in total cash, restricted cash and equivalents and short-term investments Added $46.1M in unrestricted cash subsequent to quarter end from new project lending facility Project assets2 $273.2M in project assets reflects progress in completing projects in backlog 1 As of 4/30/2023 2 Project assets consist of capitalized costs for fuel cell projects and excludes accumulated depreciation. Net of depreciation, project assets totaled $237.2 million as of April 30, 2023. Maintaining liquidity to fund projects in development and commercialization activities Liquidity Position $149.9 $432.2 $458.1 $246.8 $76.4 $42.2 $28.0 $23.0 $30.2 10/31/20 10/31/21 10/31/22 4/30/23 $460.2 $481.1 Cash and Equivalents & Short-Term Treasury Securities ($M) $99.4 $116.3 $154.7 $210.2 $91.2 $126.8 $107.7 $63.0 10/31/20 10/31/21 10/31/22 4/30/23 $273.2 Project Assets2 ($M) $190.6 $192.1 $243.1 $353.5 $262.4 Short-term Restricted Investments Unrestricted Completed In Development

| © 2023 FuelCell Energy 9 New Project Financing Arrangement Financing facility $87M non-recourse project financing facility with 7-year term loan Net proceeds $60.6M cash ($46.1M unrestricted, $14.5M restricted) Lenders Assets securing loan obligations Six projects representing 32.1 MW total capacity fully contracted under long-term PPAs with investment grade offtakers 1 The offtaker is a direct subsidiary of Long Island Power Authority 2 The offtaker is a public institution fully funded by the State of Connecticut; 5-year PPA term remaining Note: See additional detail in the Form 8-K filed with the SEC on May 25, 2023 Project Bridgeport LIPA Yaphank1 Pfizer Riverside Santa Rita Jail CCSU2 Offtaker Output Power Power Power & Steam Power & Hot Water Power & Thermal Energy Power Capacity 14.9 MW 7.4 MW 5.6 MW 1.4 MW 1.4 MW 1.4 MW

| © 2023 FuelCell Energy 10 FY2023 Projected Investments on Track $0.4 $6.4 $21.1 $60 – $90 FY2020 FY2021 FY2022 FY2023E Capital Expenditures ($M) Research and Development ($M) $4.8 $11.3 $34.5 $50 – $70 FY2020 FY2021 FY2022 FY2023E Total Planned Capital Expenditures of $60M to $90M for Fiscal Year 2023(1) • Investments in our manufacturing facilities for carbonate (including carbon capture) and solid oxide production capacity expansion • Addition of test facilities for new products and components • Expansion of laboratories • Upgrades to and expansion of our business systems Total Planned Company Funded R&D Expenditures of $50M to $70M in Fiscal Year 2023 to Accelerate Commercialization of our Advanced Technologies Solutions • Distributed hydrogen • Hydrogen-based long duration energy storage • Hydrogen power generation Total Planned Investment of $45M to $65M in Project Assets in our Generation Portfolio Backlog in Fiscal Year 2023(2) • Prudent project leverage and monetization of tax incentives PROJECTED INVESTMENTS TO ENABLE THE COMPANY TO COMPETE AND MEET THE MARKET NEEDS IN MEDIUM- AND LONG-TERM Notes: (1) - Commitments during Fiscal 2023. Actual cash payments expected to be split between 2023 and 2024 (2) - Includes amounts expensed for the Toyota Project

| © 2023 FuelCell Energy Q2 2023 Business & Operational Updates 11

| © 2023 FuelCell Energy 12 Powerhouse Business Strategy Our Existing Platform to Support Growth for the Future Significant Market Opportunities • Invest • Extend process leadership • Broaden & deepen our human capital • Continue product innovations • Deepen participation in the developing hydrogen economy • Diversify our revenue streams by delivering products and services that support the global energy transition • Optimize the core business • Drive commercial excellence • Expand geographically and by market SCALE INNOVATE GROW We are in a dynamic period of transition, investing across our business with a goal of supporting future long-term, profitable growth

| © 2023 FuelCell Energy 13 Planned Collaboration with Chart Industries

| © 2023 FuelCell Energy 14 Summary 2 1 3 Opportunistically evaluating options to benefit from global policy tailwinds Progressing activities and relationships for the development of advanced applications of our platforms 5 Executing current phase of solid oxide manufacturing capacity expansion plan Consistent operational progress Strong balance sheet and disciplined capital allocation 6 4 Advancing testing work for carbon capture; received an order from an ExxonMobil affiliate for long lead items and engineering support in connection with a potential carbon capture demonstration

| © 2023 FuelCell Energy 15 Q&A

| © 2023 FuelCell Energy 16 Thank You

| © 2023 FuelCell Energy Appendix 17

| © 2023 FuelCell Energy 18 GAAP to Non-GAAP Reconciliation Financial results are presented in accordance with accounting principles generally accepted in the United States . Management also uses non-GAAP measures to analyze and make operating decisions on the business. Earnings before interest, taxes, depreciation and amortization and Adjusted EBITDA are non-GAAP measures of operations and operating performance by the Company. These supplemental non-GAAP measures are provided to assist readers in assessing operating performance. Management believes EBITDA and Adjusted EBITDA are useful in assessing performance and highlighting trends on an overall basis. Management also believes these measures are used by companies in the fuel cell sector and by securities analysts and investors when comparing the results of the Company with those of other companies. EBITDA differs from the most comparable GAAP measure, net loss attributable to the Company, primarily because it does not include finance expense, income taxes and depreciation of property, plant and equipment and project assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation, restructuring charges and other unusual items such as the non-recurring legal expense related to the settlement of the POSCO Energy legal proceedings recorded during the first quarter of fiscal 2022, which are considered either non-cash or non-recurring. While management believes that these non-GAAP financial measures provide useful supplemental information to investors, there are limitations associated with the use of these measures. The measures are not prepared in accordance with GAAP and may not be directly comparable to similarly titled measures of other companies due to potential differences in the exact method of calculation. The 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 consolidated financial statements prepared in accordance with GAAP. 1 Includes depreciation and amortization on our Generation portfolio of $5.3 million and $9.5 million for the three and six months ended April 30, 2023, respectively, and $4.1 million and $7.7 million for the three and six months ended April 30, 2022, respectively 2 Other expense, net includes gains and losses from transactions denominated in foreign currencies, changes in fair value of derivatives, and other items incurred periodically, which are not the result of the normal business operations. 3 The Company recorded legal fees of $24 million related to a legal settlement during the six months ended April 30, 2022, which was recorded as an administrative and selling expense. The following table calculates EBITDA and Adjusted EBITDA and reconciles these figures to the GAAP financial statement measure Net loss (Amounts in thousands) Net loss Depreciation and amoritization1 Provision for income tax Other expense, net2 Interest income Interest expense EBITDA Share-based compensation expense Legal fees incurred for a legal settlement3 Adjusted EBITDA Three Months Ended April 30, $ (33,911) 6,631 3 236 (3,688) 1,502 (29,227) 3,194 - $ (26,033) 2023 $ (54,997) 12,036 581 187 (7,098) 3,014 (46,277) 5,831 - $ (40,446) 2023 $ (30,126) 5,332 - 286 (84) 1,707 (22,885) 1,696 - $ (21,189) 2022 2022 Six Months Ended April 30, $ (76,246) 11,103 - 144 (94) 3,135 (61,958) 3,165 24,000 $ (34,793)

| © 2023 FuelCell Energy 19 1 t to the Groton Project 2 The initial operating output is approximately 6.0 MW until a technical improvement plan is fully implemented. Please refer to t -Q for additional information with respect to this project, the technical improvement plan and future expectations. 3 Quarters for Actual Commercial Operation Date refer to FuelCell Energy fiscal quarters 1 FuelCell Energy Operating Portfolio and Project Backlog Overview Generation Operating Portfolio as of April 30, 2023 Riverside Regional Water Quality Control Plant Pfizer, Inc. Santa Rita Jail Bridgeport Fuel Cell Project Tulare BioMAT San Bernardino LIPA Yaphank Project Groton Project 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) New Britain, CT Riverside, CA Groton, CT Dublin, CA Bridgeport, CT Tulare, CA San Bernardino, CA Long Island, NY Groton, CT 1.4 1.4 5.6 1.4 14.9 2.8 1.4 7.4 7.42 15 20 20 20 15 20 20 18 20 Project Name Power Off-Taker Location Rated Capacity1 (MW) Actual Commercial Operation Date3 PPA Term (Years) Total MW Operating 43.7 Projects in Process as of April 30, 2023 Toyota CT RFP-2 Derby (SCEF) Trinity College Southern California Edison, Toyota Eversource/United Illuminating (CT Utilities) Eversource/United Illuminating (CT Utilities) Trinity College Los Angeles, CA Derby, CT Derby, CT Hartford, CT 2.3 14.0 2.8 0.3 20 20 20 15 Project Name Power Off-Taker Location Rated Capacity1 (MW) PPA Term (Years) Total MW in Process 19.4