T1 Energy Q3 loss narrows to $40.6M as sales fall
More than 3.5 GW of 2027 manufacturing capacity is contracted as G2_Austin’s 2.1 GW first phase is under construction amid financing negotiations.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Rhea-AI Filing Summary
T1 Energy Inc. reported third-quarter 2026 total net sales of $196.6 million, compared with $210.5 million a year earlier. Net loss was $40.6 million, versus $130.6 million, while Adjusted EBITDA was a loss of $16.4 million, compared with a $12.2 million loss.
T1 produced 1,056 MW of modules and built 326 MW of inventory for upcoming contract deliveries. More than 3.5 GW of its 2027 manufacturing capacity is under contract. T1 expects full-year 2026 G1_Dallas production of 4.0–4.2 GW and has a preliminary 2027 production plan of 5.3 GW based on existing contract coverage and inbound demand; sales of that 2027 capacity remain subject to executed offtake contracts and continued demand. G2_Austin’s Phase 1 structure is complete, MEP installation is underway and all production-line equipment has arrived at U.S. ports. T1 is negotiating under exclusivity, with certain exceptions, with institutional investors to pursue primarily debt-based financing for the remaining Phase 1 capital expenditures; any financing is subject to definitive documentation and conditions precedent.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Hollow bars mark forward-looking points. How the balance works
Positive
- Moderate pointThird-quarter net loss narrowed to $40.6 million from $130.6 million a year earlier.
Negative
- Major point. Forward-looking: it has not happened yet and may not happen.T1 cites its ability to remediate a material weakness in internal control over financial reporting as a risk.
- Moderate pointThird-quarter total net sales were $196.6 million, compared with $210.5 million a year earlier.
- Moderate pointAdjusted EBITDA was a $16.4 million loss, compared with a $12.2 million loss in the prior-year quarter.
- Moderate pointOperating cash flow was $175.8 million used in the first nine months of 2026, compared with $52.5 million provided in the same period of 2025.
Filing Explained
T1 had completed a $50MM convertible-note bridge, while the comprehensive G2 financing was still under negotiation.
At September 30, T1 reported 299,499 thousand common shares issued and outstanding, versus 266,267 thousand at December 31, 2025; the higher total reduces an existing holder’s percentage ownership absent offsetting changes.
The presentation reports that T1 completed a
At quarter-end, T1 reported cash and cash equivalents of
8-K Event Classification
Key Figures
Key Terms
Adjusted EBITDA financial
offtake contracts financial
Section 232 onshoring program regulatory
Minimum Import Price (MIP) regulatory
TOPCon technical
Earnings Snapshot
T1 expects full-year 2026 G1_Dallas module production of 4.0–4.2 GW and has a preliminary plan to produce 5.3 GW at G1_Dallas in 2027 based on existing contract coverage and inbound customer demand.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What were TE’s sales in Q3 2026?
What was TE’s net loss in Q3 2026?
How much in Section 45X tax credits has TE generated?
What solar-cell import waiver did TE receive?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction
of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
Registrant’s
telephone number, including area code:
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On November 12, 2026, T1 Energy Inc., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the quarter ended September 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 2.02, including the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as shall be expressly set forth by specific reference in such filing.
Item 7.01. Regulation FD Disclosure.
The Company is furnishing its earnings call presentation for the quarter ended September 30, 2026 (the “Presentation”), attached as Exhibit 99.2 to this Current Report on Form 8-K, which may be referred to on the Company’s conference call for the financial results for the quarter ended September 30, 2026 to be held on November 12, 2026. The Presentation will also be available on the Company’s website at https://www.t1energy.com.
The information in this Item 7.01, including the Exhibit 99.2 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press release, dated November 12, 2026, reporting T1 Energy Inc.’s financial results for the quarter ended September 30, 2026. | |
| 99.2 | Earnings call presentation for the quarter ended September 30, 2026. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| T1 Energy Inc. | |||
| By: | /s/ Evan Calio | ||
| Name: | Evan Calio | ||
| Title: | Chief Financial Officer | ||
Dated: November 12, 2026
2
Exhibit 99.1
 |
News Release |
T1 Energy Reports Third Quarter 2026 Results
Austin, TX and New York, NY, November 12, 2026, T1 Energy Inc. (NYSE: TE) (“T1,” “T1 Energy,” or the “Company”) today reported financial and operating results for the third quarter 2026. The Company will hold a conference call today at 8:00 am EST.
Headlines
| ■ | G2_Austin comprehensive financing update. T1 is in negotiations with certain institutional investors under exclusivity (with certain exceptions) to finalize a G2_Austin debt financing solution. Any such financing is subject to the negotiation and execution of definitive documentation and the satisfaction of numerous conditions precedent (some of which may be beyond T1’s control) and may include or require the issuance of additional equity or equity-linked securities. Closing a comprehensive financing solution for G2_Austin remains T1’s top priority; however, there can be no assurance that definitive documents will be agreed, or that any such financing will be completed, on a timely basis on terms acceptable to T1, or at all. |
| ■ | T1 Signs Nearly 1.6 GW of New Offtake Contracts Following Section 232 Proclamation, fielding indications of strong demand for 2027. The U.S. Department of Commerce Section 232 proclamation in support of the domestic polysilicon industry has catalyzed heightened customer interest in T1’s available projected 2027-2030 module and cell production capacity at G1_Dallas and G2_Austin. |
As previously announced, T1 has signed new offtake deals totaling more than 1.58GW of advanced solar modules. Through its latest offtake contracts, including with independent power producer Avantus, T1 Energy expects to supply high-performance, high-efficiency, TOPCon modules from its G1_Dallas solar module facility in 2027 and 2028. The modules are expected to use a blend of imported solar cells and domestically produced cells from T1’s G2_Austin new solar cell fab. T1 now has more than 3.5GW of its 2027 manufacturing capacity under contract for scheduled 2027 deliveries.
Based on ongoing conversations with Tier 1 customers, indicative demand, and the recently signed offtake contracts, T1 believes it may sell out of its 5 GW capacity at G1_Dallas for 2027 at attractive prices and terms. Actual sales of G1_Dallas production capacity in 2027 will be subject to execution of offtake contracts with such Tier 1 customers and continued demand.
| ■ | Q3 2026 results reflect T1’s decision to build module inventory to facilitate 2027 deliveries on new customer offtake contracts. T1 Energy reported a net loss from continuing operations of $34.7 million, or $(0.12) per share for the third quarter of 2026. T1 elected to produce 1,056MW of modules at G1_Dallas in the third quarter of 2026, the second highest quarterly run-rate in the Company’s history, building 326MW of module inventory to facilitate 2027 deliveries under recently signed customer offtake contracts. Third quarter 2026 gross margins of 8.5% and Adjusted EBITDA of ($16.4) million reflect higher facilities-related costs driven by increased inventory production along with higher SG&A expense. Third quarter SG&A expense of $71.2 million is attributable to growth in T1’s technical and operational headcount, as well as higher financing, transaction and legal expenses associated with capital markets activity and other matters. |
| T1 Energy Inc. | News Release |
| ■ | Tightening 2026 G1_Dallas production guidance to the high end of prior range, initiating preliminary 2027 production guidance of 5.3GW. T1 now expects to achieve full-year 2026 G1_Dallas module production of 4.0 – 4.2GW, at the high end of the previous range of 3.1 – 4.2GW. Updated 2026 production guidance is consistent with contracted customer demand for the fourth quarter and imported cell availability. For 2027, with more than 3.5GW of G1_Dallas capacity under contract, and a customer offtake pipeline in excess of remaining available capacity, T1 is planning to produce 5.3GW, which is based on a forecast that G1 is sold out of capacity for the full-year 2027. |
| ■ | T1 enters into Letter of Intent to potentially monetize Nordic data center asset. T1 continues to advance its plan to generate value for shareholders by repurposing its Nordic Giga Arctic asset as a data center. Following the previously announced 50MW grid allocation from Norway’s national grid operator, Statnett, and the approval by local officials to rezone a portion of the campus for data center development, T1 has signed a non-binding LOI to negotiate and explore the possibility of repurposing the asset with a potential partner. Under the terms of the LOI, T1 would contribute the assets, power allowance and the queue position for additional power, while the partner would be responsible for financing capital expenditures in addition to identifying and securing a tenant and/or compute offtaker. Any such arrangement is subject to the negotiation and execution of definitive documentation and there can be no assurance that definitive documentation will be agreed, or that a transaction will be completed, on a timely basis on terms acceptable to T1, or at all. |
| ■ | T1 receives Commerce Department 232 waiver. On October 22, 2026, the Company announced it had received a waiver from the Commerce Department to import up to 1.725GW of solar cells to support uninterrupted manufacturing activities at G1_Dallas. T1 requested the waiver to help ensure access to necessary solar cells for a limited duration while construction on the 2.1GW Phase 1 of the Company’s G2_Austin solar cell fab in Rockdale, Texas, continues. T1 appreciates the Commerce Department’s support of its strategy to strengthen American manufacturing and intends to work with the Commerce Department to potentially access the onshoring relief program on the basis of its committed capital investment at G2_Austin. |
“T1 continued to invest in the Company’s future during the third quarter to advance our mission to build America’s first integrated polysilicon solar supply chain,” said Dan Barcelo, Chief Executive Officer and Chairman of T1 Energy. “Following the Commerce Department’s Section 232 proclamation, pricing and demand for G1_Dallas modules has improved meaningfully, and we have initiated a 2027 G1 production plan of 5.3GW to accommodate the expected growth of T1’s commercial enterprise. In parallel, we are investing in the construction of G2_Austin and the key people we need to build, commission and operate our landmark U.S. solar cell fab while we work to potentially finalize a comprehensive G2_Austin financing solution.”
Business update
| ■ | G2_Austin construction update. During the third quarter of 2026, T1’s team completed the primary steel structure and took delivery of all the remaining Phase 1 production line equipment at U.S. ports. Mechanical, Electrical, and Plumbing (“MEP”) installation commenced in September 2026 and continues ahead of the planned completion of trades work and preparation of the cleanroom. Given the progress on construction to date and the projected timing of initial cell deliveries under customer contracts, T1 intends to temporarily match the pace of capital spending at G2_Austin with the expected timeline to close a G2_Austin financing solution. |
| ■ | Section 45X Production Tax Credit Monetization. T1 has advanced several conversations to monetize the $155.3 million of Section 45X Production Tax Credits (“Section 45X tax credits”) it has generated through the third quarter of 2026. Through third-party due diligence analysis conducted on the Company’s solar cell supply chain, T1 believes it has achieved approximately 65% use of non-FEOC materials, exceeding the 50% non-FEOC Material Assistance Cost Ratio (“MACR”) threshold required to comply with the safe harbor tables under the One Big Beautiful Bill Act (“OBBBA”) through the second quarter of 2026. The Company continues to make progress on its strategic sourcing initiatives and is currently working with five distinct solar cell suppliers who have been independently verified for the MACR ratio test, with two additional cell suppliers being evaluated. T1 is confident in its plans to continue to increase its MACR as it builds out a domestic polysilicon-based solar supply chain. |
| T1 Energy Inc. | 2 | News Release |
| ■ | T1 completed private placement of $50 million of convertible senior notes due 2031. On September 30, 2026, T1 completed a private placement to a qualified institutional investor that was an existing shareholder of the Company of an additional $50 million in aggregate principal amount of its 4.75% convertible senior notes due 2031. The offering generated gross proceeds of $50.4 million and was intended as a bridge to a comprehensive G2_Austin financing solution. |
Q3 2026 Results Overview
| ■ | T1 Energy reported a net loss attributable to common stockholders for the third quarter of 2026 of $41.6 million, or $(0.14) per share compared to a net loss of $140.8 million, or $(0.87) per share for the third quarter of 2025. Net loss from continuing operations was $34.7 million, or $(0.12) per share for the third quarter of 2026 compared to a net loss from continuing operations of $130.8 million, or $(0.87) per share for the third quarter of 2025. Net income (loss) from discontinued operations was $(5.9) million, or $(0.02) per share, for the third quarter of 2026 compared to $0.2 million, or $0.00 per share, for the third quarter of 2025. |
| ■ | As of September 30, 2026, T1 had cash, cash equivalents, and restricted cash of $137.0 million, of which $59.5 million was unrestricted cash. |
Presentation of Third Quarter 2026 Results
A presentation will be held today, November 12, 2026, at 8:00 am Eastern Standard Time. The results and presentation material will be available for download at https://ir.t1energy.com/.
Participants can access the conference call by clicking the following link and completing the online registration form. Upon registering participants will receive the dial-in info and PIN to join the call.
The call will also be available by clicking the webcast link
About T1 Energy
T1 Energy Inc. (NYSE: TE) is an energy solutions provider building an integrated U.S. supply chain for solar and batteries. In December 2024, T1 completed a transformative transaction, positioning the Company as one of the leading solar manufacturing companies in the U.S., with a complementary solar and battery storage strategy. Based in the U.S. with plans to expand its operations in America, the Company is also exploring value optimization opportunities across its portfolio of assets in Europe.
To learn more about T1, please visit www.T1energy.com and follow on social media.
Investor contact:
Jeffrey Spittel
EVP, Investor Relations and Corporate Development
jeffrey.spittel@T1energy.com
Tel: +1 409 599-5706
Media contact:
Russell Gold
EVP,
Strategic Communications
russell.gold@T1energy.com
Tel: +1 214 616-9715
| T1 Energy Inc. | 3 | News Release |
Cautionary Statement Concerning Forward-Looking Statements:
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation with respect to: T1’s negotiation and execution of a potential G2_Austin financing solution (including any terms thereof); T1’s development of G2_Austin and related timeline (including the timing for funding and completing G2_Austin and expected levels of capital expenditures); T1’s ability to convert ongoing commercial discussions into binding offtake agreements; T1’s expectations with respect to the terms of a potential transaction to monetize its Nordic data center asset; negotiations of sales for Section 45X tax credits and T1’s ability to increase its MACR; T1’s strategy of developing as an integrated U.S. solar and storage leader, powering U.S. AI development and energy dominance and establishing a domestic solar supply chain (including its desired position as the first vertically integrated American silicon-based advanced solar company); T1’s ability to generate meaningful long-term shareholder value; T1’s financial and operating performance and guidance and any projected business outlook; the impact of the 232 polysilicon proclamation, including on T1’s pricing, demand, customer behavior, any cell procurement targets and indications of customer demand in 2026 and beyond, and T1’s ability to access the Department of Commerce tariff offset onshoring program; the growth of U.S. electricity demand; any commercial funnel of sales opportunities for 2027 and beyond; T1’s commercial presence and ability to grow its U.S. customer base; T1’s capital formation opportunities and the timing thereof; and T1’s ability to meet its strategic priorities to fund and build T1’s integrated polysilicon solar supply chain and enhance its profitability and capital structure. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual future events, results, or achievements to be materially different from T1’s expectations and projections expressed or implied by the forward-looking statements. Important factors include, but are not limited to, those discussed under the caption “Risk Factors” in T1’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 31, 2026, as amended and supplemented by Amendment No. 1 on Form 10-K/A filed with the SEC on April 30, 2026, and in T1’s Quarterly Reports on Form 10-Q and other filings with the SEC, including risks related to: (1) T1’s ability to (i) construct and equip manufacturing facilities in a timely and cost-effective manner; (ii) target and retain customers and suppliers; (iii) attract and retain key employees and qualified personnel; (iv) protect its intellectual property; (v) comply with legal and environmental regulations; (vi) compete in international markets in light of export and import controls; (vii) incur substantially more debt; (viii) remediate the material weakness in T1’s internal control over financial reporting or otherwise maintain effective internal control over financial reporting, (ix) qualify for the advanced manufacturing production credit under Section 45X of the Internal Revenue Code of 1986, as amended, and (x) manage T1’s exposure to warranty claims; (2) T1’s ability to secure a comprehensive financing solution to fund the remaining capital expenditure for G2_Austin Phase 1 on favorable terms, or at all, including its ability to (i) satisfy the conditions precedent to any potential G2_Austin financing in a timely manner and (ii) to negotiate and execute definitive documentation for any such financing on terms acceptable to T1, or at all; (3) the concentration of T1’s operations in Texas and its dependence on a limited number of suppliers; (4) changes adversely affecting the flow of components and materials from international vendors, the costs of raw materials, components, equipment, and machinery; (5) general economic and geopolitical conditions, (6) changes in applicable laws or regulations, including environmental, export control and tax laws and incentives and renewable energy targets, as well as international trade policies, including tariffs, on T1’s products and competitive position (including T1’s ability to obtain tariff refunds); (7) the outcome of any legal proceedings relating to T1’s products and services, including intellectual property or product liability claims, commercial or contractual disputes, warranty claims, and other proceedings; (8) T1’s ability to realize the anticipated benefits of acquisitions, investments and other strategic transactions; and (9) the capital-intensive nature of T1’s business and its ability to raise additional capital on attractive terms or service its debt. The above referenced filings are available on the SEC’s website at www.sec.gov. Forward-looking statements speak only as of the date of this press release and are based on information available to T1 as of the date of this press release, and T1 assumes no obligation to update such forward-looking statements, all of which are expressly qualified by the statements in this section, whether as a result of new information, future events or otherwise, except as required by law.
| T1 Energy Inc. | 4 | News Release |
T1 intends to use its website as a channel of distribution to disclose information which may be of interest or material to investors and to communicate with investors and the public. Such disclosures will be included on T1’s website in the ‘Investor Relations’ section. T1, and its CEO and Chairman of the Board, Daniel Barcelo, also intend to use certain social media channels, including, but not limited to, X, LinkedIn and Instagram, as means of communicating with the public and investors about T1, its progress, products, and other matters. While not all the information that T1 or Daniel Barcelo post to their respective digital platforms may be deemed to be of a material nature, some information may be. As a result, T1 encourages investors and others interested to review the information that it and Daniel Barcelo posts and to monitor such portions of T1’s website and social media channels on a regular basis, in addition to following T1’s press releases, SEC filings, and public conference calls and webcasts. The contents of T1’s website and its and Daniel Barcelo’s social media channels shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Use of Non-GAAP Financial Measures
T1 reports financial results in accordance with generally accepted accounting principles in the United States (“GAAP”). Adjusted EBITDA presented herein is a supplemental measure of T1’s performance that is not required by, or presented in accordance with, GAAP. The presentation of this non-GAAP financial measure is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP.
T1 defines Adjusted EBITDA as net income (loss) from continuing operations before interest expense, income tax expense (benefit), depreciation and amortization, and further adjustments to exclude certain items that management does not consider indicative of the Company’s core operating performance, including, but not limited to, non-cash charges, non-recurring items, and non-operating gains or losses. These adjustments include impairment charges, losses on debt extinguishment, losses on settlement of derivative liabilities, share-based compensation, fair value adjustments of warrant and derivative liabilities, and non-recurring transaction expenses. Our Adjusted EBITDA measure was re-defined in the fourth quarter of 2025 to also exclude certain non-recurring transaction expenses. The historical presentation of Adjusted EBITDA in this press release has been recast to conform to the revised definition.
T1 uses Adjusted EBITDA as a key measure in evaluating its financial and operating performance and in making strategic business decisions. T1 believes that Adjusted EBITDA, when considered together with the corresponding GAAP financial measures, provides meaningful supplemental information by excluding items that may not be representative of its core business, operating results, or future outlook. However, Adjusted EBITDA is not a measure of financial performance under GAAP and should not be considered as an alternative to net income (loss) from continuing operations or any other measure of performance or liquidity presented in accordance with GAAP.
Adjusted EBITDA has been reconciled to the nearest GAAP measure for historical periods in the table entitled “Reconciliation of Non-GAAP Measures to Most Comparable Amounts” set forth on Annex A of this press release.
| T1 Energy Inc. | 5 | News Release |
T1 ENERGY INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
(Unaudited)
| September 30, 2026 | December 31, 2025 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 59,523 | $ | 182,450 | ||||
| Restricted cash | 70,397 | 81,203 | ||||||
| Accounts receivable trade | 7,036 | — | ||||||
| Accounts receivable trade, net - related parties | 72,843 | 84,481 | ||||||
| Government grants receivable, net | 139,133 | 36,376 | ||||||
| Inventory | 335,363 | 116,043 | ||||||
| Advances to suppliers | 129,672 | 137,532 | ||||||
| Other current assets | 20,140 | 5,989 | ||||||
| Current assets of discontinued operations | 16,369 | 19,418 | ||||||
| Total current assets | 850,476 | 663,492 | ||||||
| Restricted cash | 7,120 | 7,120 | ||||||
| Property and equipment, net | 523,946 | 302,302 | ||||||
| Goodwill | 81,688 | 57,449 | ||||||
| Intangible assets, net | 291,314 | 180,481 | ||||||
| Right-of-use asset under operating leases | 225,107 | 151,166 | ||||||
| Other assets | 13,748 | 10,098 | ||||||
| Total assets | $ | 1,993,399 | $ | 1,372,108 | ||||
| LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 166,906 | $ | 91,323 | ||||
| Accrued liabilities and other | 169,031 | 47,224 | ||||||
| Deferred revenue | 153,935 | 56,731 | ||||||
| Derivative liabilities | — | 11,661 | ||||||
| Current portion of long-term debt | 51,698 | 46,357 | ||||||
| Accounts payable and accrued liabilities - related parties | 134,084 | 162,754 | ||||||
| Current liabilities of discontinued operations | 68,521 | 47,538 | ||||||
| Total current liabilities | 744,175 | 463,588 | ||||||
| Long-term deferred revenue | 48,189 | 48,189 | ||||||
| Convertible notes | 495,140 | 152,960 | ||||||
| Operating lease liability | 214,577 | 143,534 | ||||||
| Long-term debt | 101,116 | 137,303 | ||||||
| Long-term debt - related party | 55,531 | 53,538 | ||||||
| Deferred tax liability | 2,848 | 3,758 | ||||||
| Other long-term liabilities | 10,897 | 47,353 | ||||||
| Total liabilities | 1,672,473 | 1,050,223 | ||||||
| Commitments and contingencies | ||||||||
| Redeemable preferred stock | ||||||||
| Series B convertible non-voting preferred stock, $0.01 par value, 1,600 shares issued and outstanding as of both September 30, 2026 and December 31, 2025 (includes accrued dividends of $880 and $160 as of September 30, 2026 and December 31, 2025, respectively) | 18,525 | 17,805 | ||||||
| Series B-1 convertible non-voting preferred stock, $0.01 par value, 5,000 shares issued and outstanding as of both September 30, 2026 and December 31, 2025 (includes accrued dividends of $2,750 and $500 as of September 30, 2026 and December 31, 2025, respectively) | 55,960 | 53,710 | ||||||
| Equity: | ||||||||
| Common stock, $0.01 par value, 299,499 and 266,267 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | 2,995 | 2,663 | ||||||
| Additional paid-in capital | 1,448,031 | 1,358,992 | ||||||
| Accumulated other comprehensive loss | (6,993 | ) | (18,213 | ) | ||||
| Accumulated deficit | (1,197,592 | ) | (1,093,072 | ) | ||||
| Total equity | 246,441 | 250,370 | ||||||
| Total liabilities, redeemable preferred stock and equity | $ | 1,993,399 | $ | 1,372,108 | ||||
| T1 Energy Inc. | 6 | News Release |
T1 ENERGY INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(In thousands, except per share data)
(Unaudited)
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net sales | $ | 6,696 | $ | 90,385 | $ | 6,937 | $ | 156,850 | ||||||||
| Net sales - related party | 189,894 | 120,137 | 617,428 | 239,891 | ||||||||||||
| Total net sales | 196,590 | 210,522 | 624,365 | 396,741 | ||||||||||||
| Cost of sales | 179,883 | 189,374 | 529,477 | 325,051 | ||||||||||||
| Gross profit | 16,707 | 21,148 | 94,888 | 71,690 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Selling, general and administrative | 71,185 | 62,778 | 194,652 | 168,869 | ||||||||||||
| Impairment of intangible assets | — | 53,262 | — | 54,672 | ||||||||||||
| Total operating expenses | 71,185 | 116,040 | 194,652 | 223,541 | ||||||||||||
| Operating loss from continuing operations | (54,478 | ) | (94,892 | ) | (99,764 | ) | (151,851 | ) | ||||||||
| Other (expense) income: | ||||||||||||||||
| Warrant liability fair value adjustment | 1,351 | 1,521 | 8,928 | 2,868 | ||||||||||||
| Derivative liabilities fair value adjustment | 21,647 | (30,868 | ) | 36,109 | (4,591 | ) | ||||||||||
| Loss on settlement of derivative liability | — | (5,836 | ) | — | (5,836 | ) | ||||||||||
| Impairment of assets previously classified as held for sale | — | (2,981 | ) | — | (5,010 | ) | ||||||||||
| Interest expense, net | (7,321 | ) | (9,395 | ) | (20,211 | ) | (27,293 | ) | ||||||||
| Other income, net | 1,734 | (397 | ) | 5,405 | 2,928 | |||||||||||
| Total other (expense) income | 17,411 | (47,956 | ) | 30,231 | (36,934 | ) | ||||||||||
| Loss from continuing operations before income taxes | (37,067 | ) | (142,848 | ) | (69,533 | ) | (188,785 | ) | ||||||||
| Income tax (expense) benefit | 2,394 | 12,083 | 1,835 | 20,575 | ||||||||||||
| Net loss from continuing operations | (34,673 | ) | (130,765 | ) | (67,698 | ) | (168,210 | ) | ||||||||
| Net loss from discontinued operations, net of tax | (5,892 | ) | 206 | (36,822 | ) | (10,497 | ) | |||||||||
| Net loss | (40,565 | ) | (130,559 | ) | (104,520 | ) | (178,707 | ) | ||||||||
| Preferred dividends and accretion | (990 | ) | (819 | ) | (2,970 | ) | (2,601 | ) | ||||||||
| Preferred deemed dividend | — | (7,777 | ) | — | (7,777 | ) | ||||||||||
| Tranche right deemed dividend | — | (1,667 | ) | — | (1,667 | ) | ||||||||||
| Net loss attributable to common stockholders | $ | (41,555 | ) | $ | (140,822 | ) | $ | (107,490 | ) | $ | (190,752 | ) | ||||
| Weighted average shares outstanding: | ||||||||||||||||
| Weighted average shares of common stock outstanding - basic | 291,150 | 160,977 | 283,073 | 157,622 | ||||||||||||
| Weighted average shares of common stock outstanding - diluted | 291,150 | 160,977 | 283,073 | 157,622 | ||||||||||||
| Net loss per share attributable to common stockholders: | ||||||||||||||||
| Net loss per share from continuing operations - basic and diluted | $ | (0.12 | ) | $ | (0.87 | ) | $ | (0.25 | ) | $ | (1.14 | ) | ||||
| Net loss per share from discontinued operations - basic and diluted | $ | (0.02 | ) | $ | — | $ | (0.13 | ) | $ | (0.07 | ) | |||||
| Net loss per share - basic and diluted | $ | (0.14 | ) | $ | (0.87 | ) | $ | (0.38 | ) | $ | (1.21 | ) | ||||
| Other comprehensive loss: | ||||||||||||||||
| Net loss | $ | (40,565 | ) | $ | (130,559 | ) | $ | (104,520 | ) | $ | (178,707 | ) | ||||
| Foreign currency translation adjustments | 8,223 | 3,622 | 11,220 | 43,169 | ||||||||||||
| Total comprehensive loss | (32,342 | ) | (126,937 | ) | (93,300 | ) | (135,538 | ) | ||||||||
| Preferred dividends and accretion | (990 | ) | (819 | ) | (2,970 | ) | (2,601 | ) | ||||||||
| Preferred deemed dividend | — | (7,777 | ) | — | (7,777 | ) | ||||||||||
| Tranche right deemed dividend | — | (1,667 | ) | — | (1,667 | ) | ||||||||||
| Comprehensive loss attributable to common stockholders | $ | (33,332 | ) | $ | (137,200 | ) | $ | (96,270 | ) | $ | (147,583 | ) | ||||
| T1 Energy Inc. | 7 | News Release |
T1 ENERGY INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| Nine months ended September 30, | ||||||||
| 2026 | 2025 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | (104,520 | ) | $ | (178,707 | ) | ||
| Adjustments to reconcile net loss to cash used in operating activities: | ||||||||
| Share-based compensation expense | 13,822 | 7,103 | ||||||
| Depreciation and amortization | 79,599 | 68,630 | ||||||
| Impairment of intangible assets | — | 54,672 | ||||||
| Impairment of assets previously classified as held for sale | — | 5,010 | ||||||
| Change in valuation allowance | 14,700 | (2,681 | ) | |||||
| Change in fair value of derivative liabilities | (36,109 | ) | 4,591 | |||||
| Loss on settlement of derivative liability | — | 5,836 | ||||||
| Gain on sale of property and equipment | — | (5,675 | ) | |||||
| Amortization of debt issuance costs, premium and discount | 6,059 | 12,322 | ||||||
| Reduction in the carrying amount of right-of-use assets | 7,780 | 5,025 | ||||||
| Warrant liability fair value adjustment | (8,928 | ) | (2,868 | ) | ||||
| Deferred income taxes | (1,417 | ) | (19,399 | ) | ||||
| Other | (10 | ) | 2,356 | |||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable trade | (601 | ) | (78,896 | ) | ||||
| Government grants receivable, net | (102,757 | ) | (92,378 | ) | ||||
| Inventory | (210,022 | ) | 22,591 | |||||
| Other assets | (3,649 | ) | — | |||||
| Advances to suppliers and other current assets | (5,516 | ) | 25,107 | |||||
| Accounts payable, accrued liabilities and other | 92,173 | 194,622 | ||||||
| Deferred revenue | 83,633 | 25,214 | ||||||
| Net cash provided by (used in) operating activities | (175,763 | ) | 52,475 | |||||
| Cash flows from investing activities: | ||||||||
| Business acquisition, net of cash acquired | 380 | — | ||||||
| Issuance of notes receivable | (8,594 | ) | — | |||||
| Proceeds from the return of property and equipment deposits | — | 1,202 | ||||||
| Purchases of property and equipment and intangible assets | (250,099 | ) | (60,817 | ) | ||||
| Proceeds from the sale of property and equipment | — | 50,000 | ||||||
| Net cash used in investing activities | (258,313 | ) | (9,615 | ) | ||||
| Cash flows from financing activities: | ||||||||
| Repayment of Senior Secured Credit Facility | (33,022 | ) | (29,794 | ) | ||||
| Repayment of T1 NRI debt | (12,803 | ) | — | |||||
| Proceeds from issuance of Convertible Notes, net of underwriting fees | 341,620 | — | ||||||
| Proceeds from issuance of common stock | 7,267 | — | ||||||
| Exercise of Penny Warrants | 70 | — | ||||||
| Payment of debt issuance costs | (1,307 | ) | (3,760 | ) | ||||
| Exercise of stock options | 7,071 | — | ||||||
| Cash paid for equity repurchases for equity-based compensation tax withholding | (8,604 | ) | — | |||||
| Net cash (used in) provided by financing activities | 300,292 | (33,554 | ) | |||||
| Effect of changes in foreign exchange rates on cash, cash equivalents, and restricted cash | 51 | 783 | ||||||
| Net increase (decrease) in cash, cash equivalents, and restricted cash | (133,733 | ) | 10,089 | |||||
| Cash, cash equivalents, and restricted cash at beginning of period | 270,773 | 76,645 | ||||||
| Cash, cash equivalents, and restricted cash at end of period | $ | 137,040 | $ | 86,734 | ||||
| Reconciliation to condensed consolidated balance sheets: | ||||||||
| Cash and cash equivalents | $ | 59,523 | $ | 34,146 | ||||
| Restricted cash | 77,517 | 52,588 | ||||||
| Cash, cash equivalents, and restricted cash | $ | 137,040 | $ | 86,734 | ||||
| T1 Energy Inc. | 8 | News Release |
T1 ENERGY INC.
RECONCILIATION OF NON-GAAP MEASURES TO MOST COMPARABLE AMOUNTS
(In thousands)
(Unaudited)
Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net loss(1) | $ | (40,565 | ) | $ | (130,559 | ) | $ | (104,520 | ) | $ | (178,707 | ) | ||||
| Net loss from discontinued operations, net of tax | 5,892 | (206 | ) | 36,822 | 10,497 | |||||||||||
| Net income (loss) from continuing operations(1) | (34,673 | ) | (130,765 | ) | (67,698 | ) | (168,210 | ) | ||||||||
| Adjustments to net income (loss) from continuing operations | ||||||||||||||||
| Interest expense, net | 7,321 | 9,395 | 20,211 | 27,293 | ||||||||||||
| Income tax benefit | (2,394 | ) | (12,083 | ) | (1,835 | ) | (20,575 | ) | ||||||||
| Depreciation and amortization | 29,478 | 25,032 | 79,599 | 68,630 | ||||||||||||
| Impairment of intangible assets | — | 53,262 | — | 54,672 | ||||||||||||
| Impairment of assets previously classified as held for sale | — | 2,981 | — | 5,010 | ||||||||||||
| Warrant liability fair value adjustment | (1,351 | ) | (1,521 | ) | (8,928 | ) | (2,868 | ) | ||||||||
| Derivative liabilities fair value adjustment | (21,647 | ) | 30,868 | (36,109 | ) | 4,591 | ||||||||||
| Loss on settlement of derivative liability | — | 5,836 | — | 5,836 | ||||||||||||
| Other income, net | (1,734 | ) | 397 | (5,405 | ) | (2,928 | ) | |||||||||
| Share-based compensation expense | 5,292 | 1,883 | 13,822 | 7,103 | ||||||||||||
| Transaction and nonrecurring expenses (2) | 3,264 | 2,560 | 9,690 | 7,369 | ||||||||||||
| Adjusted EBITDA(1) | $ | (16,444 | ) | $ | (12,155 | ) | $ | 3,347 | $ | (14,077 | ) | |||||
| (1) | Net loss, Net loss from continuing operations and Adjusted EBITDA include pre-tax reduction in Cost of sales due to $24.4 million of tariff refunds recognized during the nine months ended September 30, 2026. |
| (2) | Transaction and nonrecurring expenses includes $3.3 million and $9.7 million for the three and nine months ended September 30, 2026, which is primarily related to non-recurring legal costs in connection with the evaluation, interpretation, and implementation of provisions under the Inflation Reduction Act (“IRA”) and the One Big Beautiful Bill Act (“OBBBA”) and non-recurring legal and advisory costs in connection with the evaluation and pursuit of acquisitions, potential acquisitions and joint venture arrangements. Transaction and nonrecurring expenses of $2.6 million and $7.4 million for the three and nine months ended September 30, 2025, was primarily related to the Trina Business Combination and non-recurring legal and advisory costs in connection with the evaluation and pursuit of potential acquisitions and joint venture arrangements. |
| T1 Energy Inc. | 9 | News Release |
Exhibit 99.2
1 Q3 2026 Earnings Call November 12, 2026 G2_AUSTIN CONSTRUCTION: NOVEMBER 2026
2 Forward Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this presentation that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation with respect to: T1's negotiation and execution of a potential G2_Austin financing solution (including any terms thereof); T1's development of G2_Austin and related timeline (including the timing for funding and completing G2_Austin and expected levels of capital expenditures); T1's ability to convert ongoing commercial discussions into binding offtake agreements; T1's expectations with respect to the terms of a potential transaction to monetize its Nordic data center asset; negotiations of sales for Section 45X tax credits and T1's ability to increase its non-FOEC Material Assistance Cost Ratio; T1's strategy of developing as an integrated U.S. solar and storage leader, powering U.S. AI development and energy dominance and establishing a domestic solar supply chain (including its desired position as the first vertically integrated American silicon-based advanced solar company); T1's ability to generate meaningful long-term shareholder value; T1's financial and operating performance and guidance and any projected business outlook; the impact of the 232 polysilicon proclamation, including on T1's pricing, demand, customer behavior, any cell procurement targets and indications of customer demand in 2026 and beyond, and T1's ability to access the Department of Commerce tariff offset onshoring program; the growth of U.S. electricity demand; any commercial funnel of sales opportunities for 2027 and beyond; T1's commercial presence and ability to grow its U.S. customer base; T1's capital formation opportunities and the timing thereof; and T1's ability to meet its strategic priorities to fund and build T1's integrated polysilicon solar supply chain and enhance its profitability and capital structure. These forward-looking statements are based on management's current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual future events, results, or achievements to be materially different from T1's expectations and projections expressed or implied by the forward-looking statements. Important factors include, but are not limited to, those discussed under the caption "Risk Factors" in T1's Annual Report on Form 10-K for the year ended December 31, 2025 filed with the U.S. Securities and Exchange Commission (the "SEC") on March 31, 2026, as amended and supplemented by Amendment No. 1 on Form 10-K/A filed with the SEC on April 30, 2026, and in T1's Quarterly Reports on Form 10-Q and other filings with the SEC, including risks related to: (1) T1's ability to (i) construct and equip manufacturing facilities in a timely and cost-effective manner; (ii) target and retain customers and suppliers; (iii) attract and retain key employees and qualified personnel; (iv) protect its intellectual property; (v) comply with legal and environmental regulations; (vi) compete in international markets in light of export and import controls; (vii) incur substantially more debt; (viii) remediate the material weakness in T1's internal control over financial reporting or otherwise maintain effective internal control over financial reporting, (ix) qualify for the advanced manufacturing production credit under Section 45X of the Internal Revenue Code of 1986, as amended, and (x) manage T1's exposure to warranty claims; (2) T1's ability to secure a comprehensive financing solution to fund the remaining capital expenditure for G2_Austin Phase 1 on favorable terms, or at all, including its ability to (i) satisfy the conditions precedent to any potential G2_Austin financing in a timely manner and (ii) to negotiate and execute definitive documentation for any such financing on terms acceptable to T1, or at all; (3) the concentration of T1's operations in Texas and its dependence on a limited number of suppliers; (4) changes adversely affecting the flow of components and materials from international vendors, the costs of raw materials, components, equipment, and machinery; (5) general economic and geopolitical conditions, (6) changes in applicable laws or regulations, including environmental, export control and tax laws and incentives and renewable energy targets, as well as international trade policies, including tariffs, on T1's products and competitive position (including T1's ability to obtain tariff refunds); (7) the outcome of any legal proceedings relating to T1's products and services, including intellectual property or product liability claims, commercial or contractual disputes, warranty claims, and other proceedings; (8) T1's ability to realize the anticipated benefits of acquisitions, investments and other strategic transactions; and (9) the capital-intensive nature of T1's business and its ability to raise additional capital on attractive terms or service its debt. The above referenced filings are available on the SEC's website at www.sec.gov. Forward-looking statements speak only as of the date of this presentation and are based on information available to T1 as of the date of this presentation, and T1 assumes no obligation to update such forward-looking statements, all of which are expressly qualified by the statements in this section, whether as a result of new information, future events or otherwise, except as required by law. Use of Non -GAAP Financial Measures T1 reports financial results in accordance with generally accepted accounting principles in the United States ("GAAP"). Adjus ted EBITDA presented herein is a supplemental measure of T1's performance that is not required by, or presented in accordance with, GAAP . The presentation of this non -GAAP financial measure is not intended to be considered in isolation or as a substitute for, or sup erior to, financial information prepared and presented in accordance with GAAP. T1 defines Adjusted EBITDA as net income (loss) from co ntinuing operations before interest expense, income tax expense (benefit), depreciation and amortization, and further adjusted to excl ude certain items that management does not consider indicative of the Company's core operating performance, including, but not limited to , non-cash charges, non -recurring items, and non -operating gains or losses. These adjustments include impairment charges, losses on debt extinguishment, losses on settlement of derivative liabilities, share -based compensation, fair value adjustments of warrant and derivative liabilities, and non -recurring transaction expenses. Our Adjusted EBITDA measure was re -defined in the fourth quarter of 2025 to also exclude certain non -recurring transaction expenses. T1 uses Adjusted EBITDA as a key measure in evaluating its financial and operating performance and in making strategic busine ss decisions. T1 believes that Adjusted EBITDA, when considered together with the corresponding GAAP financial measures, provides meaningful supplemental information by excluding items that may not be representative of its core business, operating results , or future outlook . However, Adjusted EBITDA is not a measure of financial performance under GAAP and should not be considered as an alternativ e to net income (loss) from continuing operations or any other measure of performance or liquidity presented in accordance with GA AP. Adjusted EBITDA has been reconciled to the nearest GAAP measure for historical periods in the table entitled "Reconciliation of Non-GAAP Measures to Most Comparable Amounts" set forth on Annex A of T1's Q3 2026 results press release published on November 12, 202 6. However, T1 is unable to provide a reconciliation for the forward -looking Adjusted EBITDA guidance because it does not currently have sufficient information to accurately estimate all of the variables and individual adjustments for such reconciliation. As such, T1's management cannot estimate on a forward -looking basis without unreasonable effort the impact these variables and individual adjustments wil l have on its reported results. Important Notices Q3 2026 Earnings Call
3 Participants and Agenda Prepared Remarks ITEM DETAILS Daniel Barcelo Chairman of the Board & Chief Executive Officer ▪ Key messages ▪ Business updates ▪ Concluding remarks David Seigler SVP, Special Projects & Operations ▪ G2_Austin Evan Calio Chief Financial Officer ▪ Financial summary ▪ Capital formation update Jeff Spittel EVP, Investor Relations & Corporate Development Andy Munro Chief Legal & Policy Officer ▪ Q&A Q3 2026 Earnings Call
4 Q3 2026 Earnings Call State of the Business Financing ▪ T1 is in negotiations with certain institutional investors under exclusivity (with certain exceptions) to pursue a primarily debt-based financing solution to fund the remaining balance of capital expenditures for Phase 1 of G2_Austin 1 ▪ Executed $50MM private placement of convertible notes in September 2026 as an intended bridge to a targeted comprehensive G2 financing solution Commercial/Strategic ▪ New module contracts signed recently and during Q3 exceed 2.2GW of T1 branded modules, including with Avantus and Clearway ▪ U.S. module prices have meaningfully increased post Section 232 ▪ Direct customer interest and negotiations exceed 2027 G1_Dallas capacity, awaiting clarity on Section 232 onshoring program before signing additional contracts ▪ T1 has entered into a non-binding LOI to negotiate and explore the possibility of redeveloping its Nordic Giga Arctic asset as a data center 2 T1 continues to execute its strategy to establish a U.S. domestic PV solar supply chain built on an industry leading, American -owned technology Policy ▪ T1 received an expedited Commerce Department 232 import waiver for up to 1.725GW of solar cells to facilitate uninterrupted manufacturing at G1_Dallas in support of customer contracts ▪ T1 is engaging with the Commerce Department to access the Section 232 onshoring plan which is intended to reduce Minimum Import Price (MIP) and duties on T1's imported module sub -components G2_Austin Construction ▪ All production line equipment has arrived at U.S. ports, steel structure is complete and MEP (Mechanical, Electrical, and Plumbing) installation ongoing ▪ T1 is managing the near -term cadence of capital spending with the anticipated close of a comprehensive G2 financing solution G1_Dallas Operations ▪ Q3 2026 results reflect 326MW inventory build to facilitate new contract deliveries in 2027 Guidance ▪ T1 expects to achieve full -year 2026 production of 4.0 – 4.2GW ▪ Preliminary plan to produce 5.3GW at G1_Dallas in 2027 based on existing contract coverage and inbound customer demand 1 Any such financing is subject to the negotiation and execution of definitive documentation and the satisfaction of conditions precedent (some of which may be beyond T1's control) and may include or require the issuance of additional equity and/or equity linked securities. There can be no assurance that definitive documents will be agreed, or that any such financing will be completed on a timely basis on terms acceptable to T1 , or at all. 2 Any such arrangement is subject to the negotiation and execution of definitive documentation and there can be no assurance th at definitive documentation will be agreed, or that a transaction will be completed on a timely basis on terms acceptable to T1, or at all.
5 Q3 2026 Earnings Call T1 Strong Position Post Section 232 T1 is investing in America's first integrated PV supply chain built on leading, U.S. -owned technology 5GW U.S. Polysilicon & Wafer ▪ T1 has made a major financial commitment to the domestic polysilicon industry as the largest buyer of U.S. made polysilicon and wafers ▪ T1 has contracts and options to produce 5GW of G1 modules with domestic polysilicon and/or wafers from Hemlock Semiconductor and Corning ▪ Establishing a viable domestic semiconductor supply chain requires a robust U.S. polysilicon industry 5GW+ U.S. Solar Cell (G2_Austin) ▪ T1 plans to produce TOPCon solar cells, the most advanced commercially viable solar technology Phase 1 – Under Construction ▪ 2.1GW ▪ $510MM U.S. Capex Phase 2 – Policy and Funding Dependent ▪ T1 is contemplating a U.S. cell capacity expansion of 3.1GW+ to serve unmet customer demand 5GW U.S. Module (G1_Dallas) ▪ T1's growing U.S. utility module scale customer base now includes Clearway, Avantus, Treaty Oak and others ▪ T1 has uncontracted availability at G1_Dallas for 2027 – 2030 in what is expected to be a rising module pricing environment post Section 232 proclamation ▪ Potential to add capacity based on customer demand T1's Unique Position ▪ T1 owns leading U.S. TOPCon IP ▪ The Commerce Department recently provided T1 with a 1.725GW cell import waiver to facilitate uninterrupted manufacturing activities at G1_Dallas ▪ T1 is engaging with the Commerce Department to access the Section 232 onshoring plan which is intended to reduce the Minimum Import Price (MIP) and duties on imported module sub -components
6 Q3 2026 Earnings Call Improving U.S. Solar Market Fundamentals T1's onshoring investments sit at the nexus of favorable U.S. public policy and growing domestic power demand U.S. module prices have increased ▪ The Commerce Department's Section 232 proclamation, OBBBA FEOC restrictions, robust end user power demand and unavailability of domestic cells have contributed to higher pricing for modules with both imported and domestic cells ▪ Leading edge pricing quotes for modules with imported cells: mid $0.30's/W ▪ Leading edge pricing quotes for modules with domestic cells: mid $0.40's/W Section 232 tailwinds for T1 ▪ Positive customer reaction to T1's 1.725GW Section 232 waiver ▪ New module contracts signed recently and during Q3 exceed 2.2GW of T1 branded modules, including with Avantus and Clearway ▪ Opportunity to capture an additional competitive advantage if T1 successfully accesses Section 232 onshoring program G1_Dallas + G2_Austin value proposition ▪ T1 believes that customers recognize that Increasing domestic content hurdles to access Section 48E Investment Tax Credits underscore value of domestic solar cells ▪ T1 offers customers the flexibility to blend imported and domestic cells in G1 modules to balance project costs with access to ITCs ▪ T1 expects to offer customers high domestic content modules and minimal Section 232 risk given domestic polysilicon and wafer contracts and G2_Austin road map ▪ Customer feedback indicates that T1 offers domestic content with leading TOPCon technology, competitive pricing and a superior commitment to customer service
7 Q3 2026 Earnings Call T1's Building Commercial Momentum T1 has a growing offtake portfolio and sales pipeline of major U.S. utility scale customers G1_Dallas 2027 – 2030 Module Contract Backlog and Sales Pipeline Direct sales initiative is yielding commercial success ▪ T1 is diversifying its U.S. customer base through directly negotiated G1 offtake contracts with Avantus, Clearway, Treaty Oak and others ▪ Sales efforts are focused on Independent Power Producers, utilities and leading developers with pipelines of safe harbored projects T1's unique value proposition is generating strong customer interest ▪ T1 believes customers are focused on high domestic content modules from non -FEOC suppliers, with a preference for TOPCon technology ▪ T1 plans to address market scarcity of domestic solar cells with G2_Austin ▪ T1 is establishing a T1-branded warranty and advancing bankability rating processes ▪ Demonstrated product quality and operational reliability during G1_Dallas ramp up ▪ T1 now owns an industry leading U.S. TOPCon intellectual property ▪ T1 believes customers recognize strength of T1's positioning for potential Section 232 onshoring program Expanding 2027 – 2030 contract visibility ▪ T1's pipeline of contracts under negotiation, awarded business and high probability sales opportunities exceeds 23GW ▪ Pipeline reflects increase in module pricing post Section 232 proclamation and market's recognition of T1's unique position to deliver high domestic content
8 Jul. Aug . First Process Equipment enters US Ports Remaining Process Equipment enters US Ports MEP Contracts Awarded MEP installation begins T1 is constructing the 2.1GW Phase One of its flagship U.S. solar cell fab ▪ T1 intends to temporarily match the pace of capital spending at G2_Austin with the expected timeline to close the Company's G2_Austin financing solution Sept. Dec. Nov. Oct. MEP installation Cleanroom Ready for Process Equipment MEP installation Jan. Feb. All Major Trades Engaged MEP installation MEP – Mechanical, Electrical, and Plumbing MEP installation INSTALLING THE FIRE PROTECTION SYSTEM WE ARE HERE G2_Austin Update: Structure complete, MEP contractors started work on site DUCTWORK INSTALLATION WALL PANEL DELIVERY ELECTRICAL BUSWAY DELIVERY DUCT BANK First Cell production Mar. Steel Structure and Concrete Pad Complete Apr. May. Jun. MEP installation Process Equipment Installation MEP installation Process Equipment Ramp up Process Equipment Ramp up
9 Q3 2026 Earnings Call G1_Dallas Operations Update Preparing for an active fourth quarter 2026 and building contract coverage for 2027 G1_Dallas Q3 2026 Production and Outbound Activity Summary Production Status ▪ Produced 1,056MW of solar modules in Q3 2026 ▪ T1 elected to build module inventory of 326MW in Q3 2026 to accommodate upcoming deliveries against new offtake contracts Sales and Commercial Pipeline Update ▪ T1 generated Q3 2026 total net sales of $197MM 1 vs. $211MM in Q3 2025 ▪ T1 announced 1.6GW of contracts in October for 2027 – 2028 deliveries with customers, including Avantus, for modules using a blend of imported and domestically produced solar cells ▪ T1 now has more than 3.5GW of its 2027 manufacturing capacity under contract ▪ Direct customer interest and negotiations exceed 2027 G1_Dallas capacity, awaiting clarity on Section 232 onshoring program before signing additional contracts Q4 2026 – 2027 Outlook ▪ T1 expects full-year 2026 G1 module production of 4.0 – 4.2GW ▪ Preliminary plan to produce 5.3GW at G1_Dallas in 2027 based on existing contract coverage and inbound customer demand 1 Includes $190MM net sales from G1 and $7MM net sales from T1 NRI
10 Q3 2026 Earnings Call T1 Financial Summary T1 is preparing to service new contracts at G1 while funding construction of G2 T1 BALANCE SHEET SUMMARY 1,056 MW Q3 2026 Module Production T1 built 326 MW of inventory in Q3 to accommodate new customer contracts 8.5% Q3 2026 Gross Margin Q3 margins include higher facilities -related costs driven by increased inventory production ($16.4) MM Q3 Adjusted EBITDA Reflects higher facilities - related costs and higher SG&A expenses Building offtake contract coverage and capital formation in focus ▪ Q3 2026 net loss impacted by inventory build of 326 MW to satisfy customer contracts and higher SG&A expense of $71.2MM related to external legal and transaction fees and growth in technical and operational head count for G2_Austin ▪ Net loss from continuing operations of $34.7MM included $29.5MM of Depreciation & Amortization expense ▪ T1 expects to achieve full -year 2026 G1_Dallas module production of 4.0 - 4.2GW and is preliminarily planning to produce 5.3GW in 2027 based on indications of customer demand ▪ T1 is in negotiations with certain institutional investors under exclusivity (with certain exceptions) to pursue a primarily debt -based financing solution to fund the remaining balance of capital expenditures for Phase 1 of G2_Austin ▪ T1 has entered into a non-binding LOI to negotiate and explore the possibility of redeveloping its Nordic Giga Arctic asset as a data center ▪ T1 has advanced several conversations to monetize the $155.3MM of Section 45X tax credits it has generated through Q3 2026 ▪ No changes to T1's run -rate integrated production Adjusted EBITDA guidance of $375 - $450MM for 5 GW of G1/2.1 GW of G2 or $650 - $700MM for 5GW of G1/5 GW of G2 $ in millions As of Sept. 30, 2026 As of June 30, 2026 Cash, cash equivalents, and restricted cash $137 $156 Other current assets $720 $602 Net, property, plant, & equipment $524 $430 Other assets $612 $454 Total Assets $1,993 $1,642 Current liabilities $744 $577 Other liabilities $928 $790 Preferred stock $74 $73 Shareholders' equity $247 $202 Total liabilities & equity $1,993 $1,642
11 Same thesis, more advanced, with a clear top priority: achieve integrated G1/G2 production Q3 2026 Earnings Call Revisiting T1's Investment Case A YEAR AGO | NOV 2025 NOW | Q3 2026 WHY IT MATTERS Contracted Demand Initial G2 cell offtake in advanced negotiations; first deal targeted by year-end T1 has converted advanced talks to contracted 2027 - 2030 volumes and diversified its U.S. customer base Policy & Trade Section 232 investigation pending, T1 already committed to supporting U.S. polysilicon industry U.S. policy provides evolving but better-defined framework that rewards capital investment in domestic solar manufacturing G2 Austin Construction about to start but almost fully unfunded; est. $400 -425M capex; first cells targeted in Q4 2026 G2_Austin Phase 1 is progressing from a plan to cell fab; T1 is managing costs and timing with capital formation and contract delivery timelines Funding G2 KEY OPEN ITEM Began capital formation process with $72M equity and $50M convertible preferred raise Closing a comprehensive financing remains T1's top priority WHAT HASN'T CHANGED Building the first vertically integrated American silicon-based solar company on domestic polysilicon and wafers (Hemlock, Corning), G2 cells, G1 modules and American-owned TOPCon IP. Source: T1 Energy press releases and SEC filings. T1 has signed and announced more than 3GW of directly negotiated offtakes with U.S. customers; more than 3.5GW of 2027 capacity contracted 232 in force Dec 2026 (MIP on sub - components, Ad Valorem taxes); T1 received waiver covering 1.725 GW of cell imports Under construction; est. $510M capex with $250MM already spent; matching capex to anticipated closing of comprehensive G2_Austin financing solution Raised $170MM of bridge financing during Q3 through private placement convertible notes transactions
12 Q&A