FuelCell Energy [FCEL]
Model version 1.0. First build. Every figure re-derived from SEC EDGAR XBRL and the filed statements. Units $m unless stated. Fiscal year ends 31 October — every quarter label below is fiscal, and mixing fiscal with calendar is the single easiest error to make on this name.
No subsidy adjustment is made, because there is nothing to adjust. Unlike First Solar and Enphase, FCEL's cost of revenues contains no tax credit. Section 45X does not cover stationary fuel cells. Direct government revenue (DOE and Department of State) is 2% of FY2025 revenue, 4% FY2024, 3% FY2023 on the company's own disclosure. The 30% fuel-cell ITC reinstated by OBBBA accrues to the project owner, not to FCEL.
So the model presents one income statement, not two, and the reported gross margin is the product margin. The analytical work here is not decomposition — it is segment attribution, because the company-level margin hides a much sharper fact: only externally funded R&D makes money.
Fiscal quarters, from quarterly XBRL duration facts keyed on the fact's own period-end.
| Fiscal quarter | Period | Revenue |
|---|---|---|
| Q1 FY2025 | 2024-11-01 → 2025-01-31 | 18.997 |
| Q2 FY2025 | 2025-02-01 → 2025-04-30 | 37.406 |
| Q3 FY2025 | 2025-05-01 → 2025-07-31 | 46.743 |
| Q4 FY2025 (derived) | 2025-08-01 → 2025-10-31 | 55.016 |
| Q1 FY2026 | 2025-11-01 → 2026-01-31 | 30.531 |
| Q2 FY2026 | 2026-02-01 → 2026-04-30 | 35.589 |
| TTM to 2026-04-30 | 167.879 |
Q4 FY2025 is derived as FY2025 ($158.162m) less the three filed quarters ($103.146m). No quarterly duration fact is tagged for it — the same gap that produced the "TTM that skipped Q4" failure on another name, closed here by derivation.
TTM = Q3 FY2025 46.743 + Q4 FY2025 55.016 + Q1 FY2026 30.531 + Q2 FY2026 35.589 = 167.879, matching the screen exactly.
| FY2023 | FY2024 | FY2025 | |
|---|---|---|---|
| Revenue | |||
| Product | 19.589 | 25.675 | 69.129 |
| Service | 49.084 | 9.969 | 20.398 |
| Generation | 37.508 | 49.975 | 48.013 |
| Advanced Technologies | 17.213 | 26.513 | 20.622 |
| Total | 123.394 | 112.132 | 158.162 |
| Cost of revenue | |||
| Product | 12.878 | 39.582 | 82.853 |
| Service | 44.953 | 11.098 | 22.634 |
| Generation | 62.913 | 79.861 | 63.967 |
| Advanced Technologies | 13.185 | 17.509 | 15.116 |
| Total | 133.929 | 148.050 | 184.570 |
| Gross profit / (loss) | (10.535) | (35.918) | (26.408) |
| Gross margin | −8.5% | −32.0% | −16.7% |
Segment gross margin, FY2023 → FY2025
| Segment | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Product | +34.3% | −54.2% | −19.9% |
| Service | +8.4% | −11.3% | −11.0% |
| Generation | −67.7% | −59.8% | −33.2% |
| Advanced Technologies | +23.4% | +34.0% | +26.7% |
Advanced Technologies is positive in every year. Nothing else is positive in more than one. It is research-and-development performed for third parties — the DOE, the Department of State, and a joint development agreement with EMTEC (an ExxonMobil affiliate) — and it earns 23–34% because it is cost-plus contract work. Its revenue fell from $26.5m (FY2024) to $20.6m (FY2025) and its backlog is down 48.0% to $15.4m.
| Segment | Revenue | Cost | Gross | Margin |
|---|---|---|---|---|
| Product | 18.018 | 20.282 | (2.264) | −12.6% |
| Service | 4.175 | 3.489 | +0.686 | +16.4% |
| Generation | 8.681 | 22.055 | (13.374) | −154.1% |
| Advanced Technologies | 4.715 | 2.692 | +2.023 | +42.9% |
| Total | 35.589 | 48.518 | (12.929) | −36.3% |
The Generation line spent $2.54 of cost for every $1.00 of revenue. That segment is the company's own 62.8 MW fleet selling power under 20-year PPAs, and it is the line through which the $928.5m generation backlog converts. 7.4 MW of the 62.8 MW portfolio (the Groton project) was not operating at 2026-04-30 while still contributing to the portfolio's design-rated output.
| FY2023 | FY2024 | FY2025 | 1H FY2026 | Q2 FY2026 | |
|---|---|---|---|---|---|
| Administrative and selling | 64.528 | 64.604 | 60.743 | 28.178 | 14.708 |
| Company-funded R&D | 61.021 | 55.404 | 34.079 | 14.672 | 7.709 |
| Restructuring | — | 2.562 | 5.337 | — | — |
| Impairment | — | — | 65.781 | 42.567 | 42.567 |
| Total costs and expenses | 125.549 | 122.570 | 165.940 | 85.417 | 64.984 |
| Loss from operations | (136.084) | (158.488) | (192.348) | (104.203) | (77.913) |
| Interest expense | (7.247) | (9.690) | (10.378) | (5.617) | (2.859) |
| Interest income | 15.795 | 13.720 | 8.313 | 5.015 | 2.488 |
| Net loss | (108.056) | (156.778) | (191.372) | (103.680) | (77.629) |
| Net loss attributable to FCEL | (107.568) | (126.009) | (187.899) | (100.767) | (77.907) |
| Series B preferred dividends | (3.200) | (3.200) | (3.200) | (1.600) | (0.800) |
| Net loss attributable to common | (110.768) | (129.209) | (191.099) | (102.367) | (78.707) |
| Weighted average shares | 13,991,593 | 16,505,257 | 25,743,252 | — | 54,224,428 |
| Filed EPS | (7.92) | (7.83) | (7.42) | — | (1.45) |
Company-funded R&D was cut 44% (from $61.0m to $34.1m) and the operating loss still widened 41% (−$136.1m → −$192.3m). That is the fact that disqualifies the "operating margin is expanding" reading: the improvement in reported margin percentage came from revenue growth and cost cuts, not from operating leverage on a positive contribution margin — because there is no positive contribution margin.
FY2026 guidance: company-funded R&D $30.0–35.0m, capex $20.0–30.0m (only $2.5m spent in the half).
| Item | Amount / share | Where it sits |
|---|---|---|
| DOE / DOS direct funding | 2% / 4% / 3% of revenue, FY2025 / FY2024 / FY2023 (≈$3.2m in FY2025) | Revenue — within the Advanced Technologies segment |
| Section 45X | none — fuel cells are not an eligible component | n/a |
| 30% fuel-cell ITC (OBBBA, reinstated 2025-07-04, "through at least 2032") | not quantified | Accrues to the project owner, not to FCEL's P&L. Improves the levelised cost the customer sees |
| §45Q carbon capture | up to $85/tonne | Accrues to project owners; FCEL's carbon-capture products are pre-commercial |
| ITC sale on the Toyota project | $6.3m consideration payable to Toyota ($6.0m long-term) | Accrued liabilities and long-term liabilities — a financing item, not gross profit |
| EXIM Bank debt | $23.852m (2025 facility) + $8.483m (2024 facility), plus a $49m package approved 2026-06-23 with ~$22m disbursed 2026-06-30 | Debt |
| Connecticut Green Bank | $13.338m across three facilities | Debt |
| State of Connecticut Loan | $4.666m | Debt |
Government / quasi-government share of total debt: $50.339m of $134.180m = 37.5%.
The policy dependence in this name is in the funding, not the margin. 37.5% of the debt stack is a government programme, and the stated route to funding the 500 MW Torrington expansion is "various assistance and financial programs offered by municipalities, states and the federal government — including subsidies, investment tax credits and other assistance programs."
| 2025-10-31 | 2026-04-30 | |
|---|---|---|
| Cash and cash equivalents, unrestricted | 278.099 | 373.167 |
| Restricted cash, short-term | 16.601 | 16.577 |
| Restricted cash, long-term | 47.092 | 51.108 |
| Accounts receivable, net | 3.999 | 7.684 |
| Unbilled receivables (contract assets) | 49.008 | 43.653 |
| Inventories (current) | 86.196 | 88.449 |
| Inventories, long-term | 3.216 | — |
| Project assets, net | 216.847 | 167.512 |
| Property, plant and equipment, net | 96.436 | 95.323 |
| Other assets | 103.622 | 131.217 |
| Total assets | 932.146 | 1,003.380 |
| Current portion of long-term debt | 15.847 | 17.351 |
| Accounts payable | 17.009 | 16.464 |
| Accrued liabilities | 31.318 | 24.123 |
| Total current liabilities | 67.839 | 63.300 |
| Long-term debt and other liabilities | 115.227 | 129.550 |
| Long-term operating lease liabilities | 11.954 | 11.799 |
| Total liabilities | 201.005 | 215.011 |
| Redeemable Series B preferred | 59.857 | 59.857 |
| Total stockholders' equity | 662.179 | 719.430 |
| Noncontrolling interests | 9.105 | 9.082 |
| Accumulated deficit | (1,829.449) | (1,930.216) |
Balance check: 215.011 + 59.857 + 728.512 = 1,003.380 = total assets. ✓
| Instrument | 2026-04-30 | 2025-10-31 |
|---|---|---|
| Export-Import Bank of the US — 2025 Financing Facility | 23.852 | — |
| Export-Import Bank of the US — 2024 Financing Facility | 8.483 | 9.106 |
| Liberty Bank Term Loan (Derby senior back-leverage) | 4.855 | 5.204 |
| Connecticut Green Bank Term Loan (Derby senior back-leverage) | 2.241 | 2.402 |
| Connecticut Green Bank Loan (Derby subordinated back-leverage) | 3.500 | 3.500 |
| Connecticut Green Bank Loan (Groton subordinated back-leverage) | 7.597 | 8.000 |
| Liberty Bank Term Loan (Groton senior back-leverage) | 4.717 | 4.966 |
| Amalgamated Bank Loan (Groton senior back-leverage) | 4.682 | 4.936 |
| Finance obligation for sale-leaseback transactions | 18.837 | 18.803 |
| State of Connecticut Loan | 4.666 | 5.123 |
| OpCo Financing Facility | 55.643 | 60.868 |
| Deferred finance costs | (4.893) | (3.265) |
| Total debt and finance obligations | 134.180 | 119.643 |
| less current portion | (17.351) | (15.847) |
| Long-term | 116.829 | 103.796 |
The screen recorded net_cash_components.debt: [] with net_cash_complete: true. Twelve instruments are
disclosed in a table in the debt note. The instruments are also XBRL-tagged; the screen's tag list simply did not
match any of the captions FCEL uses.
| Convention | 2026-04-30 |
|---|---|
| Unrestricted cash − total debt − redeemable preferred | $179.130m ← used in this memo |
| Unrestricted cash − total debt (preferred excluded) | $238.987m |
| Unrestricted + restricted cash − total debt − preferred | $246.815m |
| Screen (Cash@2026-04-30 + ShortTermInvestments@2025-04-30, no debt, no preferred) | $434.075m |
Screen error: +$254.945m, or 2.42x. Three independent causes: an empty debt list, an ignored preferred, and a one-year-stale asset tag for a line that no longer exists.
Restricted cash is excluded because the company states: "As of April 30, 2026, we had pledged approximately $67.7 million of our cash and cash equivalents as collateral for performance security and for letters of credit for certain banking requirements and contracts. This balance may increase with a growing backlog." Letters of credit expire "on various dates through October 2029."
| $m | |
|---|---|
| Net cash 2026-04-30 | 179.130 |
| + 2026-07-09 equity offering, net (10,714,286 shares at $21.00) | 213.400 |
| + EXIM tranche 1 cash (2026-06-30) | 22.000 |
| − new EXIM debt drawn | (24.500) |
| Pro-forma net cash | 390.030 |
| known omission: Q3 FY2026 operating burn (~$31m) and capex (~$10m) | → realistic ~$350m |
The omission is stated rather than estimated into the number. Greenshoe (1,607,143 shares, ~$32m net) is not assumed exercised.
| Date | Shares outstanding | Source |
|---|---|---|
| 2024-11-08 | ~20,375,932 | post 1-for-30 reverse split (from 611,278,662) |
| 2025-10-31 | 46,075,237 | FY2025 balance sheet |
| 2026-04-30 | 63,549,362 | Q2 FY2026 balance sheet |
| 2026-06-04 / 2026-06-30 | 67,608,173 | 10-Q cover / 424B5 (the screen's figure) |
| post 2026-07-09 offering | 78,322,459 | 424B5 ("Common stock outstanding after this offering") |
| with full greenshoe | 79,929,602 | not assumed |
Weighted average shares
| Period | Weighted shares | Change |
|---|---|---|
| FY2023 | 13,991,593 | |
| FY2024 | 16,505,257 | +18.0% |
| FY2025 | 25,743,252 | +56.0% |
| Q2 FY2025 | 21,740,193 | |
| Q2 FY2026 | 54,224,428 | +149.4% |
Revenue per weighted share, Q2: $1.721 (FY2025) → $0.656 (FY2026) = −61.9%, against reported revenue −4.9%. Dilution inverts the per-company view completely.
Equity raised in nine months: $155.308m (1H FY2026, per the cash-flow statement) + $213.400m net (2026-07-09) = $368.708m = 2.20x TTM revenue.
Still outstanding
| Instrument | Shares | Terms |
|---|---|---|
| Fit warrants | 12,000,000 | $26.44 strike, three tranches of 4,000,000, performance-vesting on Fit's non-refundable deposits. +15.3% of the post-offering count. Resale registered 2026-07-21 (424B7) |
| RSUs (time-based) | 1,469,571 | reserved for issuance |
| Settlement-obligation reserve | 636,288 | |
| Options | 439 | immaterial |
| 5% Series B Cumulative Convertible Perpetual Preferred | 64,020 preferred shares → ~1,261 common on conversion | Liquidation preference $64.020m, carrying $59.857m, $3.2m of annual dividends senior to common, and common dividends prohibited until preferred dividends are current. Economically debt, not equity |
| At-the-market sales agreement (nine agents) | "approximately $0.5 million of shares remained available" | nearly exhausted; a fresh automatic shelf (Reg. No. 333-296607) is effective |
Holders of record: 20 (as of 2026-06-30) and 19 (as of 2025-12-15). That is holders of record, not beneficial holders, and it is normal for a name held almost entirely in street name — noted so it is not misread.
| 1H FY2025 | 1H FY2026 | |
|---|---|---|
| Net loss | (70.135) | (103.680) |
| Share-based compensation | 6.966 | 5.020 |
| Depreciation and amortisation | 20.836 | 21.360 |
| Impairment (non-cash) | — | 42.567 |
| Unbilled receivables | (13.736) | (22.392) |
| Inventories | (11.986) | (2.881) |
| Net cash used in operating activities | (75.595) | (61.233) |
| Capital expenditures | (12.341) | (2.477) |
| Project asset expenditures | (0.222) | (6.193) |
| Proceeds from the issuance of debt | — | 25.036 |
| Repayment of debt and finance obligations | (6.342) | (9.603) |
| Common stock issuance, net of fees | 13.557 | 155.308 |
| Payment of preferred dividends | (1.600) | (1.600) |
| Net increase in cash | (29.767) | 99.060 |
| Cash + restricted, end of period | 179.116 | 440.852 |
Operating burn ≈ $30.6m a quarter. Capex is about to rise materially: FY2026 guidance is $20–30m against $2.5m spent, and Torrington entered its execution phase in May 2026. Unbilled receivables consumed $22.4m of cash in the half — contract assets are 0.91x TTM revenue ($153.5m at 2026-04-30, of which $109.9m is long-term).
| Category | 2026-04-30 | 2025-04-30 | Change | Recognition period (company-stated) |
|---|---|---|---|---|
| Generation | 928.5 | 967.4 | −4.0% | PPAs of up to 20 years |
| Service agreements | 155.4 | 164.4 | −5.5% | approximately 3 to 15 years |
| Product | 36.1 | 98.2 | −63.2% | near-term |
| Advanced Technologies | 15.4 | 29.6 | −48.0% | EMTEC JDA + government contracts |
| Total | 1,135.4 | 1,259.6 | −9.9% |
All contracted. That is not reassurance: the $928.5m generation line converts through a segment with a −33.2% (FY2025) to −154.1% (Q2 FY2026) gross margin, over roughly 25 years at the TTM generation revenue rate of ~$37m. Contracted revenue at a negative gross margin recognised over a quarter-century is a liability presented as an asset.
The Fit Energy CEPA (2026-06-22) is not in these figures and, when it enters them, only 30 MW of the 380 MW headline will be contracted — the remaining 350 MW (92.1%) is a unilateral customer option exercisable at Fit's sole discretion with no date.
| Check | Result |
|---|---|
net loss attributable to common ÷ weighted shares ≈ filed EPS |
Q2 FY2026 $(78,707)k ÷ 54,224,428 = $(1.4515) vs filed $(1.45) ✓ |
| FY2025 check | $(191,099)k ÷ 25,743,252 = $(7.424) vs filed $(7.42) ✓ |
| Segment revenue sums to total | FY2023, FY2024, FY2025 and Q2 FY2026 ✓ |
| Segment cost sums to total | same periods ✓ |
| TTM revenue | 46.743 + 55.016 + 30.531 + 35.589 = 167.879, matches the screen ✓ |
| Debt note sums to balance-sheet captions | 17.351 current + 116.829 long-term = 134.180 ✓ |
| Balance sheet ties | 215.011 + 59.857 + 728.512 = 1,003.380 = total assets ✓ |
| Fiscal-year handling | FYE 31 October; every quarter label is fiscal ✓ |
| Q4 not skipped | Q4 FY2025 derived as FY less three filed quarters ✓ |
| Dual class | FCELB exists as a second listed symbol in the SEC ticker file. The balance sheet discloses one class of common ($0.0001 par, 1,000,000,000 authorised) plus the Series B preferred. FCELB is the preferred listing, not a second common class. Not a dual-class common structure ✓ |
| Screen figure unreconciled | gross_margin_pct: -35.0 at margin_period: 2025-10-31 matches no filed annual or quarterly figure. FY2025 is −16.7%. Reported as unreconciled, not explained away ⚠ |
FCEL_Valuation.md §3.