Q4 FISCAL 2019 Letter to Shareholders March 16, 2020 1
Q4 Fiscal 2019 Highlights Q4 Fiscal 2019 Key Results . Posted $213.8 million of revenue, a gross margin of 12.2%, a net GAAP Revenue ($M) loss of $67.1 million on a GAAP basis, and adjusted EBITDA of $213.8M $3.7 million. The impact of ASC 606 and the adjustments related $786.2 to the restatement on our GAAP revenue was a reduction of $633.7 $47.4 million and on our adjusted EBITDA was a reduction of $224.6 $157.4 $213.8 $28.8 million (excluding charges for stock-based compensation). FY'18 FY'19 Q4'18 Q3'19 Q4'19 . Achieved a record 386 acceptances, a 50.2% year-over-year increase. Impact of ASC 606 and Restatement Related Adjustments to Revenue ($M) . Strong end-of-year product and install backlog of 1,983 systems, $47.4 M with good diversity across sectors and geographies. $142.9 . California’s Public Safety Power Shutoffs (PSPS) have become the $108.4 $56.2 “new normal” for residents and businesses, as these are projected $47.4 to continue for the next 10 years. Businesses are increasingly $8.9 seeking microgrid solutions to safeguard their operations, FY'18 FY'19 Q4'18 Q3'19 Q4'19 employees and customers from these events. Total Acceptances (100 kW units) 386 systems “We are pleased to have delivered another great quarter for revenue and record acceptances – a strong ending to the year. For 2019, we 1,194 grew acceptances by 48% and expanded our backlog by 43% to set 809 386 us up for a solid 2020. Our positive momentum continues as 257 302 tailwinds bolster our value proposition of reliability, resiliency, and cost effectiveness for our customers.” FY'18 FY'19 Q4'18 Q3'19 Q4'19 KR Sridhar, Founder, Chairman and CEO, Bloom Energy GAAP Gross Margin 12.2% 19.4% 17.0% Dear Shareholder, 12.9% 12.2% Since Bloom Energy was founded nearly 20 years ago, our mission 5.1% has been to deliver clean, reliable, and affordable energy for FY'18 FY'19 Q4'18 Q3'19 Q4'19 everyone in the world – a mission that we have been highly Non-GAAP Gross Margin (excluding SBC) successful in executing against. We have a strong sense of pride in 16.2% our company and all that we have accomplished and believe that the best of Bloom Energy is ahead of us. 21.7% 23.0% 18.7% 18.1% 16.2% In Q4 2019, we continued to launch new programs and advance our technology platform. For example, to help our customers prepare for future wildfire seasons, we launched a new Quick-Deploy Microgrid FY'18 FY'19 Q4'18 Q3'19 Q4'19 Program for PSPS readiness. In Korea, our flagship 8.35 MW power tower project achieved its first year of commercial operations. In India, we booked the first commercial scale on-site biogas-to- electricity project in the country. In addition, we continued to invest to support the development of our next generation of Bloom Energy 2
Servers, as well as new product applications for zero carbon-based solutions, such as biogas and hydrogen fuel applications. Additionally, we saw an acceleration in global customer demand and interest in our platform through the year that drove sales wins, including in Q4, which was another record quarter for us. We delivered record acceptances in Q4 – a strong ending to the year. For Q4 2019, we grew acceptances by 50.2% and revenue by 35.8%, as compared to Q4 2018. For FY 2019, we grew acceptances by 47.6% and revenue by 24.1%, as compared to FY 2018, and expanded our backlog by 43.3% to set us up for a solid 2020. This positive Bloom Energy Servers deployed at utility scale momentum continues bolstered by our long-stated value propositions of reliability, resiliency, and cost effectiveness for our customers. There were a few key trends that played to our capabilities in Q4 and 2019, including rising utility rates in our domestic markets and an increased focus on the causes and consequences of climate change in the form of more severe and frequent power outages in the United States. Additionally, momentum in the Korean market continued as the country adopts lower carbon energy solutions. We are pleased with our Q4 and FY19 financial results, and look forward to executing on our Q1 FY20 operating plan. We remain optimistic about the long-term potential for clean, reliable, and affordable energy as we continue to see an acceleration in business from areas and industries that place a high value on resilient power. The impact of California’s Public Safety Power Shutoffs and other areas impacted by extreme weather events in other parts of the world are driving customer engagement and demand. As businesses increasingly move to safeguard their operations and protect their Microgrids protect our customers from employees and customers from extreme events, we increasingly unplanned and planned outages deploy our AlwaysON Microgrid technology. 3
Q4 Fiscal 2019 Financial Highlights Summary GAAP Profit and Loss Statements ($000) Q4’19 Q3’19 Q4’18 FY’19 FY’18 (As (As (As Restated) Restated) Restated) Revenue 213,798 224,561 157,399 786,194 633,665 Cost of Revenue 187,710 181,002 149,305 684,567 525,979 Gross Profit 26,088 43,559 8,094 101,627 107,686 Gross Margin 12.2% 19.4% 5.1% 12.9% 17.0% Operating Expenses 72,822 77,636 105,392 330,392 270,759 Operating Income (46,734) (34,077) (97,298) (228,765) (163,073) Operating Margin -21.9% -15.2% -61.8% -29.1% -25.7% Non-operating Expenses1 20,326 16,757 16,916 73,715 108,350 Net Loss available to (67,060) (50,834) (114,214) (302,480) (271,423) common stockholders 1. Non-Operating Expenses, tax provision and non-controlling interest A Note on the Impact of Accounting Adjustments to our Results On February 12, 2020, we issued a press release and filed a Form 8-K with the SEC communicating that we would be restating our financial statements to reflect a correction of an error in the accounting treatment for Managed Services contracts where the revenue will now be recognized over the duration of those contracts rather than upfront at time of acceptance. While making these adjustments, we also identified and made some additional adjustments related to the capitalization of stock-based compensation to inventory, derivative expense calculations and other items. These adjustments are also reflected as adjustments to our consolidated financial statements, and fall within the impact ranges that we provided on February 12. Our GAAP results outlined in this Letter to Shareholders now reflect the impact of these adjustments related to the restatement. In Q4’19, we also adopted the new revenue recognition standard, ASC 606, retroactive back to January 1, 2019. ASC 606 is a standard that intends to improve the comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets. Our GAAP results also include the impact of this accounting standard, which we adopted for the fiscal year ended December 31, 2019. So that you can understand the impact of the restatements and the adoption of ASC 606 on our financial results, we have provided 4
detailed reconciliations of our GAAP results with these adjustments at the end of this letter. Furthermore, we note that the restatement occurred prior to reporting Q4’19 results. The issues giving rise to the restatement also had an impact on our Q4’19 results which is outlined in the following narrative. Product and Installation Backlog Expands to 1,983 Systems Our stated goal is to maintain a product and installation backlog that supports approximately 9 to 12 months of future acceptances. 2019 was a strong year for new bookings, and we expanded our product and installation backlog to 1,983 systems at year-end, a 43.3% increase from the prior year end. This is also 66% higher than the 1,194 systems accepted in 2019. Our current backlog and planned acceptances keeps us comfortably in the 9 to 12 month range of future acceptances. As a reminder, given the variability of orders from quarter-to-quarter, we update and disclose our product backlog at the close of each fiscal year. Total Acceptances We achieved a record of 386 acceptances in Q4 FY19, or 38.6 Megawatts (MW), from new and existing customers, a 50.2% increase year-over-year. Generally, an acceptance occurs when the system is turned on and producing full power. For orders where one of our international partners performs the installation, our acceptance criteria is different. Those acceptances are generally achieved when the systems are shipped or delivered to our partner. Upon acceptance, the customer order is moved from product backlog and is recognized as revenue. The 386 acceptances represented twelve different end customers, across nine industries and three countries. For the full year 2019, we achieved 1,194 acceptances, a 47.6% increase over the 809 acceptances achieved in 2018. Revenue We achieved $213.8 million of revenue in Q4 FY19 compared to $157.4 million in Q4 FY18, an increase of 35.8% year-over-year, mainly attributable to the 50.2% increase in acceptances. 5
The impact of ASC 606 and the adjustments related to the restatement resulted in a decrease to revenue of $47.4 million in Q4 FY19, compared to a decrease in revenue of $56.2 million in Q4 FY18. For the full year 2019, we achieved $786.2 million in revenue, an increase of 24.1% over the $633.7 million that we recognized for the full year 2018, again driven by the 47.6% increase in acceptances. The impact of ASC 606 and the adjustments related to the restatement resulted in a decrease to revenue of $142.9 million in 2019, compared to a decrease in revenue of $108.4 million in 2018. Gross Profit and Gross Margin Gross profit on a GAAP basis increased by $18.0 million, or 222.2%, to $26.1 million in Q4 FY19, yielding a gross margin of 12.2% from gross profit of $8.1 million and gross margin of 5.1% in Q4 FY18. Both gross profit and gross margin increased due to higher acceptance volume, favorable acceptance mix and cost reduction efforts. Excluding stock-based compensation, non-GAAP gross profit increased by $6.2 million, or 21.8% to $34.7 million in Q4 FY19, yielding a gross margin of 16.2%, from gross profit of $28.5 million and gross margin of 18.1% in Q4 FY18. Non-GAAP gross profit increased due to higher acceptance volume, cost reduction efforts and lower service losses offset by the write-offs associated with the PPA upgrade transactions. Non-GAAP gross margin decreased due to the write-offs associated with the PPA upgrade transactions and higher mix of ratable revenue systems of 50 in Q4 FY19 versus 20 in Q4 FY18. The impact of ASC 606 and the adjustments related to the restatement (excluding charges for stock-based compensation) resulted in a decrease of gross profit of $32.8 million in Q4 FY19, compared to a decrease in gross profit of $10.2 million in Q4 FY18. On a sequential basis, gross profit and gross margin are down respectively, relative to Q3 FY19’s gross profit and gross margin of $43.6 million and 19.4%, respectively. This is driven primarily by the higher mix of acceptances where we recognized revenue ratably versus upfront. We had 13% of our acceptances recognized ratably in Q4 FY19 versus 0% in Q3 FY19. For the full year 2019, gross profit on a GAAP basis decreased by $6.1 million, or 5.7%, to $101.6 million, yielding a gross margin of 12.9% 6
from gross profit of $107.7 million and gross margin of 17.0% for the full year 2018. Excluding stock-based compensation, non-GAAP gross profit increased by $9.7 million, or 7.1%, to $147.1 million for the full year 2019, yielding a gross margin of 18.7% from non-GAAP gross profit of $137.4 million and gross margin of 21.7% for the full year 2018. Gross profit increased primarily due to an increase in volume, offset by write-offs for PPA upgrade transactions. Our gross margin decreased primarily due to write-offs for the PPA upgrade transactions. The impact of ASC 606 and the adjustments related to the restatement (excluding charges for stock-based compensation) Bloom Energy Servers deployed at a ATT in resulted in a decrease of gross profit of $62.9 million in FY19, San Jose, California compared to a decrease in gross profit of $21.2 million in FY18. Operating Expenses Operating expenses for Q4 FY19 on a GAAP basis were $72.8 million, which included an increase in year-over-year investments in headcount and materials to support our next generation Bloom Energy Server development, new product application development for zero carbon-based solutions, and investments in our demand generation functions to support increased growth partially offset by lower stock-based compensation. Excluding stock-based compensation, operating expenses for Q4 FY19 on a non-GAAP basis were $45.4 million, which was up $0.8 million sequentially from Q3 FY19 and increased $11.4 million year- over-year, or 33.5%. As a percent of total revenue, our operating expenses, again excluding stock-based compensation, were essentially flat at 21.2% in Q4 FY19 compared to 21.6% of revenue in Q4 FY18. Compared to Q3 FY19, operating expenses, excluding stock-based compensation in Q4 FY19 were up 1.3 percentage points from 19.9% to 21.2%. For the full year 2019, operating expenses on a GAAP basis were $330.4 million, which included an increase in year-over-year investments in headcount and materials to support our next generation Bloom Energy Server development, new product application development for zero carbon-based solutions, and investments in our demand generation functions to support increased growth. 7
Excluding stock-based compensation, operating expenses for the full year FY19 on a non-GAAP basis were $179.5 million, which was up from the full year FY18 of $132.0 million, an increase of $47.5 million year-over-year, or 36.0%. Net Loss and Adjusted EBITDA Net loss for Q4 FY19 on a GAAP basis was $67.1 million. The results for Q4 FY19 included $36.1 million of stock-based compensation expenses generally related to equity grants issued at the time of our Initial Public Offering in July 2018. The impact of ASC 606 and the adjustments related to the restatement (excluding charges for stock-based compensation) on net loss for Q4 FY19 resulted in a higher net loss by $38.7 million, compared to a higher net loss of $15.5 million in Q4 FY18. Bloom Energy Servers deployed at a California manufacturer Excluding stock-based compensation, non-GAAP net loss increased by $8.6 million to a $31.0 million loss in Q4 FY19 from a net loss of $22.4 million in Q4 FY18. Net loss increased due to write-offs associated with the PPA upgrades and increase in operating expenses, offset by higher gross profit from an increase in acceptance volume. For the full year 2019, net loss on a GAAP basis was $302.5 million, an increase of 11.5% over $271.4 million for the full year FY18. The impact of ASC 606 and the adjustments related to the restatement (excluding charges for stock-based compensation) on net loss for the full year 2019 resulted in an $87.3 million greater net loss than otherwise would have been reported, compared to $41.5 million greater net loss for the full year 2018. Excluding stock-based compensation, non-GAAP net loss increased by $3.3 million to a net loss of $106.2 million for the full year FY19 from a net loss of $102.9 million in the full year FY18. Net loss increased due to write-offs associated with the PPA upgrades and increase in operating expenses, offset by higher gross profit from an increase in acceptance volume. Adjusted EBITDA for Q4 FY19 was $3.7 million, a decrease of $3.0 million from Q4 FY18 adjusted EBITDA of $6.7 million due to write- offs associated with the PPA upgrades and increases in operating 8
expenses, offset by higher gross profit from an increase in acceptance volume. The impact of ASC 606 and the adjustments related to the restatement (excluding charges for stock-based compensation) on adjusted EBITDA for Q4 FY19 was a $28.8 million lower adjusted EBITDA than otherwise would have been reported, as compared to $7.3 million for Q4 FY18. Adjusted EBITDA for the full year 2019 was $48.3 million, a decrease of $8.0 million from the full year 2018 adjusted EBITDA of $56.3 million due to one-time write-offs associated with the PPA upgrades and increases in operating expenses, offset by higher gross profit from an increase in acceptance volume. The impact of ASC 606 and the adjustments related to the restatement (excluding charges for stock-based compensation) on adjusted EBITDA for the full year 2019 was a $49.0 million lower adjusted EBITDA than otherwise would have been reported, as compared to $10.6 million lower for the full year 2018. Earnings Per Share EPS for Q4 FY19 on a GAAP basis was ($0.57), an improvement of 47 cents from ($1.04) EPS for Q4 FY18. Adjusted EPS for Q4 FY19 was ($0.28), a slight decline from adjusted EPS of ($0.26) in Q4 FY18. The impact of ASC 606 and the adjustments related to the restatement (excluding charges for stock-based compensation) on adjusted EPS for Q4 FY19 was $0.32 lower EPS than otherwise would have been reported, as compared to $0.14 lower EPS for Q4 FY18. EPS for the full year 2019 on a GAAP basis was ($2.63), an improvement of $2.47 from ($5.10) EPS for the full year 2018. Adjusted EPS for the full year 2019 was ($1.03), an improvement of $0.13 from adjusted EPS of ($1.16) for the full year 2018. The impact of ASC 606 and adjustments related to the restatement (excluding charges for stock-based compensation) on adjusted EPS for the full year 2019 was $0.73 lower EPS than otherwise would have been reported, as compared to $0.43 lower for the full year 2018. 9
Change in Net Cash Our cash position, including restricted cash, increased by $19.5 million to $377.4 million from Q3 FY19 to Q4 FY19, Our cash position, including restricted cash and short-term investments, decreased by $7.4 million in 2019 from 2018. Estimates Our outlook for: Q1 FY20 Total Revenue $140M to $160M Adjusted EBITDA ($25M) to ($15M) Operating Expenses (excluding $48.0M to $51.0M This outlook is subject to a number of risks and uncertainties and actual results may differ materially due to a variety of factors, as more clearly outlined in the “Forward-Looking Statements” section of this Letter to Shareholders. Q4 Fiscal 2019 Business Highlights Diverse, International Customer Base Supports Strong Acceptances For our US commercial and industrial (C&I) sector, we continued our momentum in healthcare, education, retail, and utility sectors, and saw new acceptances in the technology, media and telecommunications, and hospitality and entertainment industries. Throughout the year, existing customers have been increasing their Bloom Energy Server XXX footprint and deploying our technology at multiple locations. PLACEHOLDER FOR CUSTOMER In our Asia-Pacific region, we have demonstrated the strength of our PICTURE technology and deepened our market penetration. In Korea, our flagship 8.35 MW power tower project achieved its first year of commercial operations and greatly exceeded its contractual Bloom Energy Servers deployed at the obligations. In India, we signed our first commercial scale on-site Osaka Fish Market in Japan biogas to electricity project in the country. In Japan, our systems continued to operate during typhoon Hagibis, one of the largest storms in decades to hit the country. 10
Strong Market Opportunity for Microgrids As Power Outages Continue to Rise Power outages have nearly tripled over the past decade, impacting more businesses and communities than ever before. Just this past year, California’s major utilities shut off power to millions of people in an attempt to reduce the risk of their electric equipment sparking fires (PSPS) – some regions of the state were without power for nearly six days. That same week in October, a record-breaking bomb cyclone hit the Northeast and knocked out power for 600,000 utility customers. In addition, in July 2019, a mid- summer blackout in New York City caused by “a flawed connection” plunged 72,000 customers into darkness. Bloom Energy’s Power Outage Map Shows Increase in Blackouts in With extreme weather events on the rise, the nation’s antiquated grid California infrastructure will increasingly struggle. Moreover, with more frequent and longer-lasting power outages on the horizon, businesses and communities are increasingly taking their energy needs into their own hands. As such, businesses are increasingly adopting microgrids to safeguard their operations and protect their employees and customers from these events. To help our customers prepare for future wildfire seasons, we launched a new Quick-Deploy Microgrid Program for PSPS Readiness, which provides permanent AlwaysON Microgrids for their facilities. This program will enable our customers to deploy a resilient microgrid infrastructure prior to the anticipated start of the 2020 wildfire season, as well as receive clean electricity at a predictable cost to mitigate the impact of utility rate increases. We will be powering 40 Stop and Shop We are also increasingly deploying our AlwaysON Microgrid grocery stores with our AlwaysOn Microgrid technology on the East coast, where there has been an increase in grid in Massachusetts and New York. events as well. We recently announced that we will be powering 40 Stop & Shop grocery stores with our AlwaysON Microgrid configuration in Massachusetts and New York, ensuring that their stores can better serve their local communities when needed most, such as during severe weather or winter storms. 11
Summary As we look toward 2020 and beyond, we are confident in our long-term strategy and the team’s ability to execute it. We thank you, our shareholders, for your ongoing support. Our business is complex and our path forward hasn’t always been linear, but we are committed to our goals. Furthermore, we promise transparency along the way. Our outlook reflects the current momentum we are seeing in the market. And importantly, we remain focused on refinancing our December 2020 debt maturities by the first half of the calendar year. Within this context, we continue on our mission to deliver clean, reliable and affordable energy to everyone in the world. Sincerely, KR Sridhar, Founder, Chairman and Chief Executive Officer Randy Furr, Chief Financial Officer 12
Bloom Energy Summary GAAP Profit and Loss Statements ($000) Q4’19 Q3’19 Q4’18 FY’19 FY’18 (As (As (As Restated) Restated) Restated) Revenue 213,798 224,561 157,399 786,194 633,665 Cost of Revenue 187,710 181,002 149,305 684,567 525,979 Gross Profit 26,088 43,559 8,094 101,627 107,686 Gross Margin 12.2% 19.4% 5.1% 12.9% 17.0% Operating Expenses 72,822 77,636 105,392 330,392 270,759 Operating Loss (46,734) (34,077) (97,298) (228,765) (163,073) Operating Margin -21.9% -15.2% -61.8% -29.1% -25.7% Non-operating Expenses1 20,326 16,757 16,916 73,715 108,350 Net Loss available to (67,060) (50,834) (114,214) (302,480) (271,423) common stockholders 1. Non-operating Expenses, tax provision and non-controlling interest Bloom Energy Summary Adjusted Financial Information Q4’19 Reconciliation GAAP Impact of Adjustments SBC Adjusted GAAP to Adjusted ASC 606 related to the Results restatement2 Results ($000) Revenue 213,798 8,399 38,977 261,174 . Cost of Revenue 187,710 1,980 12,588 (8,594) 193,684 Gross Profit 26,088 6,419 26,389 8,594 67,490 Gross Margin 12.2% 25.8% Operating Expenses 72,822 605 222 (27,463) 46,186 Operating Income (46,734) 5,814 26,167 36,057 21,304 (Loss) Operating Margin -21.9% 8.2% Non-operating 20,326 (6,709) 13,617 Expenses1 Net Income (Loss) available to common (67,060) 5,814 32,876 36,057 7,687 stockholders Adjusted EBITDA (32,401) 5,814 23,002 36,057 32,472 1. Non-operating Expenses, tax provision and non-controlling interest 2. Excludes $1,035k of SBC Expense 13
Q3’19 Reconciliation GAAP Impact of Adjustments SBC Adjusted GAAP to Adjusted ASC 606 related to the Results (As Restated) 2 Results ($000) restatement Revenue 224,561 14,023 (5,113) - 233,471 Cost of Revenue 181,002 2,459 (2,263) (7,985) 173,213 Gross Profit (Loss) 43,559 11,564 (2,850) 7,985 60,258 Gross Margin 19.4% 25.8% Operating Expenses 77,636 520 (43) (33,062) 45,051 Operating Income (34,077) 11,044 (2,807) 41,047 15,207 (Loss) Operating Margin -15.2% 6.5% Non-operating Expenses1 16,757 (6,500) 10,257 Net Income (Loss) available to common (50,834) 11,044 3,693 41,047 4,950 stockholders Adjusted EBITDA (5,336) 11,044 (5,927) 41,047 40,828 1.Non-operating Expenses, tax provision and non-controlling interest 2.Excludes $1,192k of SBC Expense FY’19 Reconciliation GAAP Impact of Adjustments SBC Adjusted GAAP to Adjusted ASC 606 related to the Results restatement 2 Results ($000) Revenue 786,194 34,569 108,371 - 929,134 Cost of Revenue 684,567 7,129 72,928 (45,429) 719,195 Gross Profit 101,627 27,440 35,443 45,429 209,939 Gross Margin 12.9% 22.6% Operating Expenses 330,392 1,399 161 (150,862) 181,090 Operating Income (228,765) 26,041 35,282 196,291 28,849 (Loss) Operating Margin -29.1% 3.1% Non-operating 73,715 (25,947) 47,768 Expenses1 Net Income (Loss) available to common (302,480) 26,041 61,229 196,291 (18,919) stockholders Adjusted EBITDA (148,007) 26,041 22,986 196,291 97,311 1.Non-operating Expenses, tax provision and non-controlling interest 2. Excludes $6,314k of SBC Expense Q4’18 Reconciliation GAAP Adjustments SBC Adjusted GAAP to Adjusted Results related to the Results (As Restated) restatement 2 ($000) Revenue 157,399 56,207 - 213,606 Cost of Revenue 149,305 46,028 (20,432) 174,902 Gross Profit 8,094 10,179 20,432 38,704 Gross Margin 5.1% 18.1% Operating Expenses 105,392 32 (71,377) 34,047 Operating Income (Loss) (97,298) 10,147 91,808 4,657 Operating Margin -61.8% 2.2% Non-operating Expenses1 16,916 (5,310) 11,606 Net Income (Loss) available (114,214) 15,457 91,808 (6,949) to common stockholders Adjusted EBITDA (85,139) 7,335 91,808 14,004 1.Non-operating Expenses, tax provision and non-controlling interest 2. Excludes $1,025k of SBC Credit 14
FY’18 Reconciliation GAAP Adjustments SBC Adjusted GAAP to Adjusted Results related to the Results (As Restated) restatement 2 ($000) Revenue 633,665 108,373 - 742,038 Cost of Revenue 525,979 87,187 (29,680) 583,486 Gross Profit 107,686 21,186 29,680 158,552 Gross Margin 17.0% 21.4% Operating Expenses 270,759 168 (138,803) 132,124 Operating Income (Loss) (163,073) 21,018 168,482 26,427 Operating Margin -25.7% 3.6% Non-operating Expenses1 108,350 (20,455) 87,895 Net Income (Loss) available (271,423) 41,473 168,482 (61,468) to common stockholders Adjusted EBITDA (112,208) 10,590 168,482 66,864 1.Non-operating Expenses, tax provision and non-controlling interest 2. Excludes $11,802k of SBC Credit Upfront Ongoing Total Q4’19 Non GAAP Product + Total Service Electricity Q4’19 Results $’000 Install Ongoing Acceptances (100kW) 336 50 386 Revenue 172,856 25,628 15,314 40,942 213,798 Cost of Revenue 150,107 16,224 12,785 29,009 179,116 Gross Profit 22,749 9,404 2,529 11,933 34,682 Operating Expenses 45,359 Operating Loss (10,677) Product & Install Unit Q4’19 Q3’19 Q4’18 FY’19 FY’18 Economics ($/kW) ASP 5,906 6,618 6,756 6,570 7,155 TISC1 4,289 3,730 5,344 4,641 5,425 Profit (Loss) 1,617 2,888 1,412 1,929 1,730 1. Total installed system cost is a cost metric to approximate the product and install cost of goods sold on a per kilowatt basis Working Capital Metrics 12/31/2019 9/30/2019 12/31/2018 Days of Sales 12 13 27 Days of Inventory 81 75 73 Days of Payables 42 43 33 15
Bloom Energy Servers have been deployed at approximately 600 locations across diverse industries in four countries. 16
Bloom Energy Condensed Consolidated Balance Sheets (unaudited) (in thousands) Years Ended December 31, 2019 2018 (As Restated) Assets Current assets: Cash and cash equivalents $ 202,823 $ 220,728 Restricted cash 30,804 28,657 Short-term investments - 104,350 Accounts receivable 41,588 88,784 Inventories 109,606 135,265 Deferred cost of revenue 62,412 44,727 Customer financing receivable 5,108 5,594 Prepaid expense and other current assets 28,068 36,748 Total current assets 480,409 664,853 Property, plant and equipment, net 607,059 716,751 Customer financing receivable, non-current 50,747 67,082 Restricted cash (non-current) 143,761 31,100 Deferred cost of revenue, non-current 6,665 45 Other long-term assets 41,652 42,882 Total assets $ 1,330,293 $ 1,522,713 Liabilities, Convertible Redeemable Preferred Stock, Redeemable Noncontrolling Interest and Stockholders’ Deficit Current liabilities: Accounts payable $ 55,579 $ 66,889 Accrued warranty 10,334 17,968 Accrued expenses and other current liabilities 70,284 66,838 Financing Obligations 12,685 9,285 Deferred revenue and contract liabilities 92,952 72,390 Current portion of recourse debt 304,627 8,686 Current portion of non-recourse debt 8,273 18,962 Current portion of recourse debt from related parties 20,801 - Current portion of non-recourse debt from related parties 3,882 2,200 Total current liabilities 579,416 263,218 Derivative liabilities 17,551 14,143 Deferred revenue and contract liabilities (non-current) 125,529 87,308 Financing obligations, non-current 439,138 375,765 Long-term portion of recourse debt 75,962 360,339 Long-term portion of non-recourse debt 192,180 289,241 Long-term portion of recourse debt from related parties - 27,734 Long-term portion of non-recourse debt from related parties 31,087 34,119 Other long-term liabilities 28,013 26,197 Total liabilities 1,488,877 1,478,064 Redeemable noncontrolling interest 443 57,261 Stockholders’ deficit: Common stock: Class A shares and Class B shares 12 11 Additional paid-in capital 2,686,759 2,481,352 Accumulated other comprehensive gain 19 131 Accumulated deficit (2,937,108) (2,619,216) Total stockholders’ deficit (250,318) (137,721) Noncontrolling interest 91,291 125,110 Total liabilities, redeemable noncontrolling interest, stockholders' deficit and noncontrolling interest $ 1,330,293 $ 1,522,713 17
Bloom Energy Condensed Consolidated Statements of Operations (unaudited) (in thousands, except per share data) Three Months Ended Years Ended December 31st December 31, 2019 2018 2019 2018 (As Restated) (As Restated) Revenue: Product $ 158,427 $ 103,937 $ 557,336 $ 400,638 Installation 14,429 11,066 60,826 68,195 Service 25,628 21,778 95,786 83,267 Electricity 15,314 20,618 72,246 81,565 Total revenue 213,798 157,399 786,194 633,665 Cost of revenue: Product 141,782 86,154 435,479 281,275 Installation 16,016 19,732 73,464 94,387 Service 17,127 31,818 100,238 100,689 Electricity 12,785 11,601 75,386 49,628 Total cost of revenue 187,710 149,305 684,567 525,979 Gross profit 26,088 8,094 101,627 107,686 Operating expenses: Research and development 22,149 32,970 104,169 89,135 Sales and marketing 17,358 24,951 73,573 62,807 General and administrative 33,315 47,471 152,650 118,817 Total operating expenses 72,822 105,392 330,392 270,759 Loss from operations (46,734) (97,298) (228,765) (163,073) Interest income 862 1,996 5,661 4,322 Interest expense: - Interest expense (21,547) (21,695) (87,131) (96,839) - Interest expense, related party (1,933) (1,628) (6,756) (8,893) Other income (expense), net 138 636 706 (999) Loss on revaluation of warrant liabilities and embedded derivatives (540) 193 (2,160) (22,140) Net loss before income taxes (69,754) (117,796) (318,445) (287,622) Income tax provision 30 1,079 633 1,537 Net loss (69,784) (118,875) (319,078) (289,159) Less: net loss attributable to noncontrolling interests and redeemable noncontrolling interests (5,178) (4,661) (19,052) (17,736) Net loss attributable to Class A and Class B common stockholders (64,606) (114,214) (300,026) (271,423) Less: deemed dividend to noncontrolling interest (2,454) - (2,454) - Net loss available to Class A and Class B common stockholders $ (67,060) $ (114,214) $ (302,480) $ (271,423) Net loss per share available to Class A and Class B common stockholders, basic and diluted $ (0.57) $ (1.04) $ (2.63) $ (5.10) Weighted average shares used to compute net loss per share attributable to Class A and Class B common stockholders, basic and diluted 118,588 109,416 115,118 53,268 18
Bloom Energy Management’s Use of Non-GAAP Financial Measures This letter includes certain non-GAAP financial measures as defined by SEC rules. These non-GAAP financial measures are in addition to, and not a substitute for or superior to, measures of financial performance prepared in accordance with U.S. GAAP. There are a number of limitations related to the use of these non- GAAP financial measures versus their nearest GAAP equivalents. For example, other companies may calculate non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. We urge you to review the reconciliations of our non-GAAP financial measures to the most directly comparable U.S. GAAP financial measures set forth in this letter, and not to rely on any single financial measure to evaluate our business. Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited) (In Thousands) Gross Profit and Gross Margin to Gross Profit Excluding Stock-Based Compensation and Gross Margin Excluding Stock-Based Compensation Gross margin and gross profit excluding stock-based compensation (SBC) are a supplemental measures of operating performance that do not represent and should not be considered alternatives to gross margin or gross profit, as determined under GAAP. These measures remove the impact of stock-based compensation. We believe that gross margin and gross profit excluding stock-based compensation supplement the GAAP measures and enable us to more effectively evaluate our performance period-over-period. A reconciliation of gross margin and gross profit excluding stock-based compensation to gross margin and gross profit, the most directly comparable GAAP measures, and the computation of gross margin excluding stock-based compensation are as follows: Q4’19 Q3’19 Q4’18 FY’19 FY’18 (As Restated) (As Restated) (As Restated) Revenue 213,798 224,561 157,399 786,194 633,665 Gross Profit 26,088 43,559 8,094 101,627 107,686 Gross Margin % 12.2% 19.4% 5.1% 12.9% 17.0% Stock-based compensation (Cost of Revenue) 8,594 7,985 20,432 45,429 29,680 Gross Profit excluding SBC 34,682 51,544 28,526 147,056 137,366 Gross Margin excluding SBC % 16.2% 23.0% 18.1% 18.7% 21.7% Operating Loss to Operating Income (Loss) Excluding Stock-Based Compensation Operating income (loss) excluding stock-based compensation is a supplemental measure of operating performance that does not represent and should not be considered an alternative to operating loss, as determined under GAAP. This measure removes the impact of stock-based compensation. We believe that operating income (loss) excluding stock-based compensation supplements the GAAP measure and enables us to more effectively evaluate our performance period-over-period. A reconciliation of operating income (loss) excluding stock-based compensation to operating loss, the most directly comparable GAAP measure, and the computation of operating income (loss) excluding stock-based compensation are as follows: Q4’19 Q3’19 Q4’18 FY’19 FY’18 (As Restated) (As Restated) (As Restated) Operating Loss (46,734) (34,077) (97,298) (228,765) (163,073) Stock-based compensation 36,057 41,047 91,808 196,291 168,482 Operating Income (Loss) excluding SBC (10,677) 6,970 (5,490) (32,474) 5,409 19
Net Loss to Adjusted Net Loss and Computation of Adjusted Net Loss per Share Adjusted net loss and adjusted net loss per share are supplemental measures of operating performance that do not represent and should not be considered alternatives to net loss and net loss per share, as determined under GAAP. These measures remove the impact of the non-controlling interests associated with our legacy PPA entities, the revaluation of warrants and derivatives, fair market value adjustment for the PPA derivatives, and stock-based compensation, all of which are non-cash charges. We believe that adjusted net loss and adjusted net loss per share supplement GAAP measures and enable us to more effectively evaluate our performance period-over-period. A reconciliation of adjusted net loss to net loss, the most directly comparable GAAP measure, and the computation of adjusted net loss per share are as follows: Q4’19 Q3’19 Q4’18 FY’19 FY’18 (As Restated) (As Restated) (As Restated) Net Loss available to common stockholders (67,060) (50,834) (114,214) (302,480) (271,423) Deemed Dividend for noncontrolling interests 2,454 2,454 Loss for non-controlling interests1 (5,178) (5,027) (4,661) (19,052) (17,736) Loss on warrant & derivatives liabilities2 540 540 (193) 2,160 22,140 Loss (gain) on the Fair Value Adjustments for (634) 828 (1,175) 844 (2,227) certain PPA derivatives3 Stock-based compensation 36,057 41,047 91,808 196,291 168,482 Adjusted Net Loss (33,821) (13,446) (28,434) (119,783) (100,763) Pro forma weighted average shares outstanding attributable to common, Basic 119,532 117,263 110,314 116,062 94,825 and Diluted (thousands)4 Net Loss available to Common ($0.57) ($0.44) ($1.04) ($2.63) ($5.10) Stockholders per share Adjusted Net Loss per share ($0.28) ($0.11) ($0.26) ($1.03) ($1.06) Adjusted Net Loss (33,821) (13,446) (28,434) (119,783) (100,763) ASC 606 Impact 5,814 11,044 26,041 Adjustments related to the restatement 32,335 3,154 15,664 59,069 40,923 Adjusted Net Income (Loss) before 4,328 752 (12,771) (34,673) (59,841) accounting adjustments Adjusted Net Income (Loss) per share $0.04 $0.01 $(0.12) $(0.30) $(0.63) before accounting adjustments 1. Represents the profits and losses allocated to the non-controlling interests under the hypothetical liquidation at book value (HLBV) method 2. Represents the adjustments to the fair value of the warrants issued or embedded derivatives associated with the convertible notes and other derivatives 3. Represents the adjustments to the fair value of the derivative forward contract for one PPA entity (our first PPA company), a wholly owned subsidiary 4. Includes adjustments to reflect assumed conversion of redeemable convertible preferred stock and convertible promissory notes 20
Net Loss to Adjusted EBITDA Adjusted EBITDA is a non-GAAP supplemental measure of operating performance that does not represent and should not be considered an alternative to operating loss or cash flow from operations, as determined by GAAP. Adjusted EBITDA is defined as net income (loss) before interest expense, income tax expense, non-controlling interest, revaluations, stock-based compensation and depreciation and amortization expense. We use Adjusted EBITDA to measure the operating performance of our business, excluding specifically identified items that we do not believe directly reflect our core operations and may not be indicative of our recurring operations. Adjusted EBITDA may not be comparable to similarly titled measures provided by other companies due to potential differences in methods of calculations. A reconciliation of Adjusted EBITDA to net loss is as follows: Q4’19 Q3’19 Q4’18 FY’19 FY’18 (As Restated) (As Restated) (As Restated) Net Loss available to Common Stockholders (67,060) (50,834) (114,214) (302,480) (271,423) Deemed Dividend for noncontrolling interests 2,454 - - 2,454 - Loss for non-controlling interests1 (5,178) (5,027) (4,661) (19,052) (17,736) Loss (gain) on warrant & derivatives liabilities2 540 540 (193) 2,160 22,140 Loss (gain) on the Fair Value Adjustments for (634) 828 (1,175) 844 (2,227) certain PPA derivatives3 Stock-based compensation 36,057 41,047 91,808 196,291 168,482 Depreciation & Amortization 14,967 27,913 13,334 79,915 53,091 Provision (benefit) for Income Tax 30 137 1,079 633 1,537 Interest Expense / Other Misc 22,480 21,107 20,691 87,520 102,959 Adjusted EBITDA 3,656 35,711 6,670 48,284 56,274 ASC 606 Impact 5,814 11,044 26,041 Adjustments related to the restatement 23,002 (5,927) 7,335 22,986 10,590 Adjusted EBITDA before accounting 32,472 40,828 14,004 97,311 66,864 adjustments 1. Represents the profits and losses allocated to the non-controlling interests under the hypothetical liquidation at book value (HLBV) method 2. Represents the adjustments to the fair value of the warrants issued or embedded derivatives associated with the convertible notes and other derivatives 3. Represents the adjustments to the fair value of the derivative forward contract for one PPA entity (our first PPA company) 21
Safe Harbor Statement / Forward-Looking Statements This letter may be deemed to contain forward-looking statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, the timing of the proposed refinancing of our current debt facilities; potential new market opportunities for Bloom technology; the potential impact of power shutdowns in California on our future business; and estimates related to our financial outlook Q1 2020, the first half of 2020 and the second half of 2020. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results due to a variety of factors including, but not limited to, our limited operating history, the emerging nature of the distributed generation market, the significant losses we have incurred in the past, the significant upfront costs of our Energy Servers, the risk of manufacturing defects, the accuracy of our estimates regarding the useful life of our Energy Servers, the availability of rebates, tax credits and other tax benefits, our reliance on tax equity financing arrangements, our reliance upon a limited number of customers, our lengthy sales and installation cycle, construction, utility interconnection and other delays and cost overruns related to the installation of our Energy Servers, business and economic conditions and growth trends in commercial and industrial energy markets, global economic conditions and uncertainties in the geopolitical environment; overall electricity generation market, the impact of the Covid-19 virus on the global economy and its potential impact on our supply chain, the restatement of our financial statements as announced in our Current Report on Form 8-K filed with the SEC on February 12, 2020 and other risks and uncertainties. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we cannot guarantee that the future results, performance, or events and circumstances described in the forward-looking statements will be achieved or occur. Moreover, neither we, nor any other person (including any potential underwriter of our securities), assume responsibility for the accuracy and completeness of the forward-looking statements. We undertake no obligation to update any forward-looking statements for any reason after the date of this presentation to conform these statements to actual results or to changes in our expectations, except as required by law. These forward-looking statements should also be read in conjunction with the other cautionary statements that are included elsewhere in our public filings, including under the heading “Risk Factors” in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 and subsequent filings with the SEC. The statements in this shareholder letter were made as of March 16, 2020 and reflect management’s views and expectations at that time. We disclaim any obligation to update or revise any forward-looking statements in this letter to reflect subsequent events, actual results or changes in our expectations, except as required by law. 22
