FuelCell Energy Reports Fourth Quarter Results And Business Highlights

About FuelCell Energy

Direct FuelCell® power plants are generating ultra-clean, efficient and reliable power at more than 50 locations worldwide.  With approximately 300 megawatts of power generation capacity installed or in backlog, FuelCell Energy is a global leader in providing ultra-clean baseload distributed generation to utilities, industrial operations, universities, municipal water treatment facilities, government installations and other customers around the world.  The Company's power plants have generated more than one billion kilowatt hours of ultra-clean power using a variety of fuels including renewable biogas from wastewater treatment and food processing, as well as clean natural gas.  For more information please visit our website at www.fuelcellenergy.com

See us on YouTube at www.youtube.com/user/FuelCellEnergyInc?feature=watch

Direct FuelCell, DFC, DFC/T, DFC-H2 and FuelCell Energy, Inc. are all registered trademarks of FuelCell Energy, Inc.  DFC-ERG is a registered trademark jointly owned by Enbridge, Inc. and FuelCell Energy, Inc.

The FuelCell Energy, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=3284

Conference Call Information

FuelCell Energy management will host a conference call with investors beginning at 10:00 a.m. Eastern Time on December 21, 2012 to discuss the fourth quarter and fiscal year 2012 results.  An accompanying slide presentation for the earnings call will be available at  http://fcel.client.shareholder.com/events.cfm immediately prior to the call.

Participants can access the live call via webcast on the Company website or by telephone as follows:

• The live webcast of this call will be available on the Company website 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 the webcast'
• Alternatively, participants in the U.S. or Canada can dial 877-303-7005
• Outside the U.S. and Canada, please call 678-809-1045
• The passcode is 'FuelCell Energy'

The webcast of the conference call will be available on the Company's Investors' page at www.fuelcellenergy.com . Alternatively, the replay of the conference call will be available approximately two hours after the conclusion of the call until midnight Eastern Time on December 27, 2012:

• From the U.S. and Canada please dial 855-859-2056
• Outside the U.S. or Canada please call 404-537-3406
• Enter confirmation code 75752647

FUELCELL ENERGY, INC.
Consolidated Balance Sheets
(Unaudited)
(Amounts in thousands, except share and per share amounts)
	October 31,	October 31,
	2012	2011
ASSETS
Current assets:
Cash and cash equivalents	$ 57,514	$ 51,415
Investments — U.S. treasury securities	--	12,016
License fee receivable	10,000	--
Accounts receivable, net	25,984	21,950
Inventories, net	47,701	40,101
Other current assets	4,727	7,466
Total current assets	145,926	132,948
Property, plant and equipment, net	23,258	23,925
Investment in and loans to affiliate	6,115	10,466
Other assets, net	16,186	16,291
Total assets	$ 191,485	$ 183,630
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt	$ 5,161	$ 5,056
Accounts payable	12,254	14,143
Accounts payable due to affiliate	203	104
Accrued liabilities	20,265	26,894
Deferred revenue	45,939	64,114
Preferred stock obligation of subsidiary	1,075	3,854
Total current liabilities	84,897	114,165
Long-term deferred revenue	15,533	7,000
Long-term preferred stock obligation of subsidiary	13,095	12,878
Long-term debt and other liabilities	3,975	4,105
Total liabilities	117,500	138,148
Redeemable preferred stock (liquidation preference of $64,020 at October 31, 2012 and October 31, 2011)	59,857	59,857
Total Equity (Deficit):
Shareholders' equity (deficit)
Common stock ($.0001 par value; 275,000,000 shares authorized; 185,856,123 and 138,400,497 shares issued and outstanding at October 31, 2012 and October 31, 2011, respectively)	18	13
Additional paid-in capital	751,256	687,857
Accumulated deficit	(736,831)	(701,336)
Accumulated other comprehensive income	66	15
Treasury stock, Common, at cost (5,679 shares at October 31, 2012 and October 31, 2011)	(53)	(53)
Deferred compensation	53	53
Total shareholders' equity (deficit)	14,509	(13,451)
Noncontrolling interest in subsidiaries	(381)	(924)
Total equity (deficit)	14,128	(14,375)
Total liabilities and equity (deficit)	$ 191,485	$ 183,630

FUELCELL ENERGY, INC.
Consolidated Statements of Operations
(unaudited)
(Amounts in thousands, except share and per share amounts)
	Three Months Ended
	October 31,
	2012	2011
Revenues:
Product sales and revenues	$ 33,853	$ 33,289
Research and development contracts	1,567	1,434
Total revenues	35,420	34,723
Costs of revenues:
Cost of product sales and revenues	32,859	32,698
Cost of research and development contracts	1,683	1,586
Total cost of revenues	34,542	34,284
Gross profit	878	439
Operating expenses:
Administrative and selling expenses	5,874	4,217
Research and development expenses	3,422	4,106
Total operating expenses	9,296	8,323
Loss from operations	(8,418)	(7,884)
Interest expense	(555)	(749)
Income (loss) from equity investment	(91)	207
License fee and royalty income	341	431
Impairment of equity investment	(3,602)	--
Other income (expense), net	806	874
Loss before provision for income taxes	(11,519)	(7,121)
Benefit for income taxes	--	(8)
Net loss	(11,519)	(7,129)
Net loss attributable to noncontrolling interest	181	64
Net loss attributable to FuelCell Energy, Inc.	(11,338)	(7,065)
Preferred stock dividends	(800)	(800)
Net loss to common shareholders	$ (12,138)	$ (7,865)
Loss per share basic and diluted
Basic	$ (0.07)	$ (0.06)
Diluted	$ (0.07)	$ (0.06)
Weighted average shares outstanding
Basic	185,905,702	131,000,920
Diluted	185,905,702	131,000,920

FUELCELL ENERGY, INC.
Consolidated Statements of Operations
(unaudited)
(Amounts in thousands, except share and per share amounts)
	Twelve Months Ended
	October 31,
	2012	2011
Revenues:
Product sales and revenues	$ 113,133	$ 115,104
Research and development contracts	7,470	7,466
Total revenues	120,603	122,570
Costs of revenues:
Cost of product sales and revenues	112,921	127,350
Cost of research and development contracts	7,237	7,830
Total cost of revenues	120,158	135,180
Gross profit/(loss)	445	(12,610)
Operating expenses:
Administrative and selling expenses	18,220	16,299
Research and development expenses	14,354	16,768
Total operating expenses	32,574	33,067
Loss from operations	(32,129)	(45,677)
Interest expense	(2,304)	(2,578)
Income (loss) from equity investment	(645)	58
License fee and royalty income	1,599	1,718
Impairment of equity investment	(3,602)	--
Other income (expense), net	1,244	1,047
Loss before redeemable preferred stock of subsidiary	(35,837)	(45,432)
Accretion of redeemable preferred stock of subsidiary	--	(525)
Loss before provision for income taxes	(35,837)	(45,957)
Provision for income taxes	(69)	(17)
Net loss	(35,906)	(45,974)
Net loss attributable to noncontrolling interest	411	261
Net loss attributable to FuelCell Energy, Inc.	(35,495)	(45,713)
Adjustment for modification of redeemable preferred stock of subsidiary	--	(8,987)
Preferred stock dividends	(3,201)	(3,200)
Net loss to common shareholders	$ (38,696)	$ (57,900)
Net loss per share to common shareholders
Basic	$ (0.23)	$ (0.47)
Diluted	$ (0.23)	$ (0.47)
Weighted average shares outstanding
Basic	165,471,261	124,498,073
Diluted	165,471,261	124,498,073

FUELCELL ENERGY, INC.
Reconciliation of GAAP to Non-GAAP Consolidated Statements of Operations
(Unaudited)
(Amounts in thousands, except share and per share amounts)
	Three Months Ended October 31,
	2012				2011
	GAAP	Non-GAAP		Non-GAAP As	GAAP	Non-GAAP		Non-GAAP As
	As Reported	Adjustments		Adjusted	As Reported	Adjustments		Adjusted
Cost of product sales and revenues	$ 32,859	$ (462)	(2)	$ 32,397	$ 32,698	$ 471	(2)	$ 33,169
Gross profit/(loss)	$ 878	$ 462		$ 1,340	$ 439	$ (471)		$ (32)
Loss from operations	$ (8,418)	$ 462		$ (7,956)	$ (7,884)	$ (471)		$ (8,355)
Net loss	$ (11,519)	$ 4,064	(1)(2)	$ (7,455)	$ (7,129)	$ (471)		$ (7,600)
Net loss to common shareholders	$ (12,138)	$ 4,064		$ (8,074)	$ (7,865)	$ (471)		$ (8,336)
Net loss per share to common shareholders
Basic	$ (0.07)	$ 0.02		$ (0.05)	$ (0.06)	$ —		$ (0.06)
Diluted	$ (0.07)	$ 0.02		$ (0.05)	$ (0.06)	$ —		$ (0.06)
	Twelve Months Ended October 31,
	2012				2011
	GAAP	Non-GAAP		Non-GAAP As	GAAP	Non-GAAP		Non-GAAP As
	As Reported	Adjustments		Adjusted	As Reported	Adjustments		Adjusted
Cost of product sales and revenues	$ 112,921	$ (462)	(2)	$ 112,459	$ 127,350	$ (8,281)	(2)	$ 119,069
Gross profit/(loss)	$ 445	$ 462		$ 907	$ (12,610)	$ 8,281		$ (4,329)
Loss from operations	$ (32,129)	$ 462		$ (31,667)	$ (45,677)	$ 8,281		$ (37,396)
Loss before redeemable preferred stock of subsidiary	$ (35,837)	$ 4,064	(1)(2)	$ (31,773)	$ (45,432)	$ 8,281		$ (37,151)
Net loss	$ (35,906)	$ 4,064		$ (31,842)	$ (45,974)	$ 8,281		$ (37,693)
Adjustment for modification of redeemable preferred stock of subsidiary	$ —	$ —		$ —	$ (8,987)	$ 8,987	(2)(3)	$ —
Net loss to common shareholders	$ (38,696)	$ 4,064		$ (34,632)	$ (57,900)	$ 17,268		$ (40,632)
Net loss per share to common shareholders
Basic	$ (0.23)	$ 0.02		$ (0.21)	$ (0.47)	$ 0.14		$ (0.33)
Diluted	$ (0.23)	$ 0.02		$ (0.21)	$ (0.47)	$ 0.14		$ (0.33)

Notes to Reconciliation of GAAP to Non-GAAP Consolidated Statements of Operations

For the Three and Twelve Months Ended October 31, 2012 and 2011

Results of Operations are presented in accordance with accounting principles generally accepted in the United States ("GAAP") and as adjusted for certain items referenced below which relate to fiscal year 2011 only.  Management also uses non-GAAP measures which exclude non-recurring items in order to measure operating periodic performance. We have added this information because we believe it helps in understanding the results of our operations on a comparative basis.  This adjusted information supplements and is not intended to replace performance measures required by U.S. GAAP disclosure.

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