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FuelCell Energy, Inc. Announces Closing Of Senior Unsecured Convertible Notes Offering

DANBURY, Conn., June 25, 2013 (GLOBE NEWSWIRE) -- FuelCell Energy, Inc. (Nasdaq:FCEL), a global leader in the design, manufacture, operation and service of ultra-clean, efficient and reliable fuel cell power plants, announced today the closing of its senior unsecured convertible notes offering. The offering, which closed on June 25, 2013, consisted of 8.00% senior unsecured convertible notes due June 15, 2018.

Under the terms of the notes, the Company will pay interest semi-annually in arrears and the notes will mature on June 15, 2018, unless converted as described below. The notes are convertible into shares of FuelCell Energy common stock at a conversion rate of 645.1613 shares of common stock per $1,000 principal amount of convertible notes, equivalent to a conversion price of approximately $1.55 per share of common stock. The notes are general unsecured obligations, ranking equally with all of the Company's other unsecured senior indebtedness, if any, and senior in right of payment to any of its subordinated indebtedness, if any. 

The net proceeds of the offering to the Company were approximately $36 million, after deducting underwriting discounts, commissions and estimated offering expenses. The company intends to use the net proceeds from the offering to meet working capital needs and for general corporate purposes.

"This convertible debt issuance illustrates the continuing evolution of FuelCell Energy as we further strengthen the balance sheet, which is important to prospective customers and project investors of multi-megawatt fuel cell installations," said Chip Bottone, President and Chief Executive Officer, FuelCell Energy, Inc. "Proceeds will be used to support growth of our sales pipeline and order backlog."

Lazard Capital Markets LLC acted as sole book-running manager and Stifel acted as co-lead manager.

A shelf registration statement relating to the above-described securities was previously filed with and declared effective by the Securities and Exchange Commission. A preliminary prospectus supplement related to the offering was filed with the Securities and Exchange Commission. The securities may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. When available, copies of the final prospectus supplement together with the base prospectus relating to this offering can be obtained at the Securities and Exchange Commission's website http://www.sec.gov  or from Lazard Capital Markets LLC, 30 Rockefeller Plaza, 60th Floor, New York, NY 10020 or via telephone at (800) 542-0970. 

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the convertible notes or any other securities, nor shall there be any sale of the convertible notes or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

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