Delaware | 1-14204 | 06-0853042 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
3 Great Pasture Road, Danbury, Connecticut | 06810 | |||
(Address of Principal Executive Offices) | (Zip Code) |
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 | Results of Operations and Financial Condition. |
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits. |
Exhibit No. | Description | |
99.1 | FuelCell Energy, Inc., Press Release, issued September 7, 2016. |
FUELCELL ENERGY, INC. | ||||
Date: September 8, 2016 | By: | /s/ Michael S. Bishop | ||
Michael S. Bishop | ||||
Senior Vice President, Chief Financial Officer, Corporate Secretary and Treasurer |
• | Expanding the installed base with recent commissioning of 3 installations |
• | Developing 3.7 megawatt project in Connecticut to showcase leading electrical efficiency |
• | Closed financing for recently completed project that enables the retention of a power purchase agreement resulting in recurring electricity revenue |
• | $129 million of cash and restricted cash as of July 31, 2016 |
• | Product sales totaled $13.7 million for the current period compared to $31.1 million for the third quarter of 2015, with the decrease reflecting lower equipment, procurement and construction (EPC) revenue and lower Asian sales in the current period compared to the prior year period. |
• | Service agreements and license revenues totaled $4.5 million for the current period compared to $7.0 million for the comparable prior year period, with the decrease due to fewer service module replacements in the current period. |
• | Advanced Technologies contract revenues totaled $3.5 million for the current period compared to $3.2 million for the comparable prior year period. |
• | Services backlog totaled $299.0 million as of July 31, 2016 compared to $225.2 million as of July 31, 2015. Services backlog includes future contracted revenue from routine maintenance, scheduled module exchanges, and from power purchase agreements. |
• | Product sales backlog totaled $35.0 million as of July 31, 2016 compared to $98.1 million as of July 31, 2015. Product sales backlog reflects firm orders with executed contracts. Notices of awards, outstanding bids, and project pipeline are not included in product backlog. |
• | Advanced Technologies contracts backlog totaled $58.1 million as of July 31, 2016 compared to $15.0 million as of July 31, 2015. |
• | $94.2 million of cash and cash equivalents, and $34.7 million of restricted cash |
• | $29.0 million of borrowing availability under the NRG Energy revolving project financing facility |
• | $21.2 million of un-used availability under the PNC Energy Capital tax equity project finance commitment |
• | Decisions are still pending for the 63 megawatt Beacon Falls Energy Park RFP submission as well as the multiple submissions to the Connecticut 2 -20 megawatt RFP, and multiple project submittals are ready for the expected PSEG Long Island 40 megawatt RFP |
• | Construction to begin in the Fall of 2016 on a 3.7 megawatt project in Connecticut to showcase an enhanced efficiency fuel cell configuration targeting utilities and data centers |
• | Awards received for three different megawatt-class on-site projects with contracts currently being negotiated |
• | Four awards received from the U.S. Department of Energy for solid oxide fuel cell development with contract execution expected by the end of September 2016 |
• | Construction completed and commercial operations commenced for 3 installations, which includes the Riverside, CA project that was financed by PNC Energy Capital under an existing financing facility, with cash proceeds received in September 2016. The Company retains the Power Purchase Agreement and will recognize recurring electricity revenue and margin from this project over twenty years. |
• | Three installations in process in North America, including 5.6 megawatt Pfizer project |
• | Progressing with the first of a two phase North American capacity expansion. |
• | Over 5 billion kilowatt hours of ultra-clean power produced, adequate to power more than 470,000 average homes in the USA or 1,173,000 in Germany or 1,446,000 in South Korea, and this level of low carbon fuel cell power generation is equivalent to removing more than 638,000 cars from the road. |
Three Months Ended July 31, | |||||||||
(Amounts in thousands) | 2016 | 2015 | |||||||
Net loss attributable to FuelCell Energy, Inc. | $ | (11,010 | ) | $ | (6,539 | ) | |||
Depreciation | 1,241 | 1,054 | |||||||
Provision for income taxes | 120 | 84 | |||||||
Other (income)/expense, net (1) | (749) | (1,464) | |||||||
Interest expense | 1,373 | 905 | |||||||
Adjusted EBITDA | $ | (9,025 | ) | $ | (5,960 | ) | |||
(1) | Other income (expense), net includes gains and losses from transactions denominated in foreign currencies, changes in fair value of embedded derivatives, and other items incurred periodically, which are not the result of the Company’s normal business operations. |
• | The live webcast of this call will be available at www.fuelcellenergy.com. To listen to the call, select ‘Investors’ on the home page, then click on ‘Events & presentations’ and then click on ‘Listen to webcast’ |
• | Alternatively, participants can dial 678-809-1045 |
Contact: | FuelCell Energy, Inc. Kurt Goddard, Vice President Investor Relations 203-830-7494 ir@fce.com |
July 31, 2016 | October 31, 2015 | ||||
ASSETS | |||||
Current assets: | |||||
Cash and cash equivalents | $ | 94,150 | $ | 58,852 | |
Restricted cash and cash equivalents - short-term | 9,436 | 6,288 | |||
Accounts receivable, net | 29,290 | 60,790 | |||
Inventories | 78,204 | 65,754 | |||
Project assets | 15,632 | 5,260 | |||
Other current assets | 7,252 | 6,954 | |||
Total current assets | 233,964 | 203,898 | |||
Restricted cash and cash equivalents - long-term | 25,225 | 20,600 | |||
Long-term project assets | 18,370 | 6,922 | |||
Property, plant and equipment, net | 30,485 | 29,002 | |||
Goodwill | 4,075 | 4,075 | |||
Intangible assets | 9,592 | 9,592 | |||
Other assets | 7,917 | 3,142 | |||
Total assets | $ | 329,628 | $ | 277,231 | |
LIABILITIES AND EQUITY | |||||
Current liabilities: | |||||
Current portion of long-term debt | $ | 13,995 | $ | 7,358 | |
Accounts payable | 16,002 | 15,745 | |||
Accrued liabilities | 19,720 | 19,175 | |||
Deferred revenue | 17,999 | 31,787 | |||
Preferred stock obligation of subsidiary | 824 | 823 | |||
Total current liabilities | 68,540 | 74,888 | |||
Long-term deferred revenue | 21,101 | 22,646 | |||
Long-term preferred stock obligation of subsidiary | 12,763 | 12,088 | |||
Long-term debt and other liabilities | 42,603 | 12,998 | |||
Total liabilities | 145,007 | 122,620 | |||
Redeemable preferred stock (liquidation preference of $64,020 at July 31, 2016 and October 31, 2015) | 59,857 | 59,857 | |||
Total Equity: | |||||
Shareholders’ equity | |||||
Common stock ($0.0001 par value; 75,000,000 and 39,583,333 shares authorized at July 31, 2016 and October 31, 2015, respectively; 33,527,673 and 25,964,710 shares issued and outstanding at July 31, 2016 and October 31, 2015, respectively) | 3 | 3 | |||
Additional paid-in capital | 1,002,784 | 934,488 | |||
Accumulated deficit | (876,768) | (838,673) | |||
Accumulated other comprehensive loss | (535) | (509) | |||
Treasury stock, Common, at cost (21,527 and 5,845 shares at July 31, 2016 and October 31, 2015, respectively) | (179) | (78) | |||
Deferred compensation | 179 | 78 | |||
Total shareholders’ equity | 125,484 | 95,309 | |||
Noncontrolling interest in subsidiaries | (720) | (555) | |||
Total equity | 124,764 | 94,754 | |||
Total liabilities and equity | $ | 329,628 | $ | 277,231 |
Three Months Ended July 31, | |||||
2016 | 2015 | ||||
Revenues: | |||||
Product sales | $ | 13,681 | $ | 31,130 | |
Service agreements and license revenues | 4,480 | 7,017 | |||
Advanced technologies contract revenues | 3,555 | 3,209 | |||
Total revenues | 21,716 | 41,356 | |||
Costs of revenues: | |||||
Cost of product sales | 13,740 | 28,849 | |||
Cost of service agreements and license revenues | 4,284 | 5,719 | |||
Cost of advanced technologies contract revenues | 3,258 | 3,193 | |||
Total cost of revenues | 21,282 | 37,761 | |||
Gross profit | 434 | 3,595 | |||
Operating expenses: | |||||
Administrative and selling expenses | 5,458 | 6,101 | |||
Research and development expenses | 5,299 | 4,597 | |||
Total operating expenses | 10,757 | 10,698 | |||
Loss from operations | (10,323) | (7,103) | |||
Interest expense | (1,373) | (905) | |||
Other income, net | 749 | 1,464 | |||
Loss before provision for income taxes | (10,947) | (6,544) | |||
Provision for income taxes | (120) | (84) | |||
Net loss | (11,067) | (6,628) | |||
Net loss attributable to noncontrolling interest | 57 | 89 | |||
Net loss attributable to FuelCell Energy, Inc. | (11,010) | (6,539) | |||
Preferred stock dividends | (800) | (800) | |||
Net loss to common shareholders | $ | (11,810) | $ | (7,339) | |
Loss per share basic and diluted | |||||
Basic | $ | (0.38) | $ | (0.29) | |
Diluted | $ | (0.38) | $ | (0.29) | |
Weighted average shares outstanding | |||||
Basic | 31,015,658 | 24,884,103 | |||
Diluted | 31,015,658 | 24,884,103 |
Nine Months Ended July 31, | |||||
2016 | 2015 | ||||
Revenues: | |||||
Product sales | $ | 54,178 | $ | 84,769 | |
Service agreements and license revenues | 21,373 | 15,506 | |||
Advanced technologies contract revenues | 8,228 | 11,351 | |||
Total revenues | 83,779 | 111,626 | |||
Costs of revenues: | |||||
Cost of product sales | 53,247 | 77,308 | |||
Cost of service agreements and license revenues | 22,123 | 13,720 | |||
Cost of advanced technologies contract revenues | 8,298 | 10,966 | |||
Total cost of revenues | 83,668 | 101,994 | |||
Gross profit | 111 | 9,632 | |||
Operating expenses: | |||||
Administrative and selling expenses | 18,939 | 18,002 | |||
Research and development expenses | 15,720 | 12,656 | |||
Total operating expenses | 34,659 | 30,658 | |||
Loss from operations | (34,548) | (21,026) | |||
Interest expense | (3,200) | (2,195) | |||
Other income (expense), net | (110) | 2,621 | |||
Loss before provision for income taxes | (37,858) | (20,600) | |||
Provision for income taxes | (402) | (179) | |||
Net loss | (38,260) | (20,779) | |||
Net loss attributable to noncontrolling interest | 165 | 280 | |||
Net loss attributable to FuelCell Energy, Inc. | (38,095) | (20,499) | |||
Preferred stock dividends | (2,400) | (2,400) | |||
Net loss to common shareholders | $ | (40,495) | $ | (22,899) | |
Loss per share basic and diluted | |||||
Basic | $ | (1.41) | $ | (0.94) | |
Diluted | $ | (1.41) | $ | (0.94) | |
Weighted average shares outstanding | |||||
Basic | 28,680,596 | 24,312,330 | |||
Diluted | 28,680,596 | 24,312,330 |
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