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FTC Solar, Inc.

FTCI
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Business Summary

FTC Solar, Inc. operates as a global provider of solar tracker systems, proprietary software, and value-added engineering services, primarily serving large utility-scale solar and distributed generation projects worldwide . The company's core business model revolves around generating revenue from the sale of solar tracker systems and related components, individual part sales, and term-based software licenses, categorized as product revenue . Additionally, it earns service revenue from shipping and handling, engineering consulting, pile testing, subscription-based enterprise licensing, and maintenance and support services for its software offerings . Customers are primarily engineering, procurement, and construction companies (EPCs), as well as developers and owners .

The company offers two main solar tracker systems: the one module-in-portrait ("1P") Pioneer brand and the original two modules-in-portrait ("2P") Voyager brand . Both systems are designed to move solar panels to maintain optimal orientation to the sun, increasing energy production . The Pioneer tracker has been enhanced with a dual-row configuration for improved East-West slope tolerance and customizable options for complex landscapes, a Pioneer+ High Wind tracker engineered to withstand wind speeds up to 150 miles per hour, and an automated 80° high angle stow capability for hail-prone regions, powered by SUNOPS software . The Voyager tracker portfolio has expanded to include ultra-large-format modules (ULFMs) and U.S. thin-film modules, with increased wind speed tolerance up to 150 miles per hour . Software offerings include SUNPATH, which optimizes solar tracking for increased energy production by adjusting tracking angles based on satellite imagery and cloud movements, and SUNOPS, a real-time operations management platform .

For the fiscal year ended December 31, 2025, total revenue was $99,687 thousand , an increase of 110.5% from $47,355 thousand in 2024 . Product revenue increased by 114.0% to $80,311 thousand from $37,520 thousand in 2024 , primarily due to a 168% increase in MW produced , partially offset by a 20% decrease in average selling price (ASP) due to project mix changes . Service revenue grew by 97.0% to $19,376 thousand from $9,835 thousand in 2024 , driven by a 76% increase in logistics activity , a 12% increase in ASP , and higher engineering consulting revenue . The company reported a gross loss of $880 thousand in 2025, significantly improving from a gross loss of $12,594 thousand in 2024 . The gross loss percentage improved from negative 26.6% in 2024 to negative 0.9% in 2025 . This improvement was partially offset by higher tariff costs, including a $2.0 million accrual due to a denial by CBP of a protest of a previous assessment .

Operating expenses totaled $34,543 thousand in 2025 , down from $40,236 thousand in 2024 . Research and development expenses decreased by 25.8% to $4,387 thousand from $5,915 thousand in 2024 , mainly due to lower payroll-related costs of $1.3 million and professional service fees of $0.3 million . Selling and marketing expenses decreased by 30.2% to $6,201 thousand from $8,881 thousand in 2024 , primarily due to lower credit loss provisions of $0.7 million , lower payroll-related costs of $1.3 million , and reduced travel and professional service costs of $0.4 million . General and administrative expenses decreased by 5.8% to $23,955 thousand from $25,440 thousand in 2024 , attributed to lower stock-based compensation costs of $0.6 million , insurance costs of $0.6 million , and amortization expense of $0.5 million , partially offset by higher payroll-related costs of $0.4 million and rent expense .

The loss from operations improved to $35,423 thousand in 2025 from $52,830 thousand in 2024 . Net loss for 2025 was $79,577 thousand , compared to $48,606 thousand in 2024 . Diluted EPS was $(5.68) in 2025, versus $(3.83) in 2024 . Cash and cash equivalents increased to $21,105 thousand at December 31, 2025 from $11,247 thousand at December 31, 2024 . Total debt, net, was $22,602 thousand at December 31, 2025 , up from $9,466 thousand at December 31, 2024 . The accumulated deficit increased to $427,318 thousand at December 31, 2025 from $347,741 thousand at December 31, 2024 , resulting in a total stockholders' deficit of $42,958 thousand compared to total stockholders' equity of $19,036 thousand in 2024 .

During 2025, the company acquired 100% of the membership interests of Alpha Steel LLC, a producer of steel components, for approximately $2.7 million , with the transaction closing on November 12, 2025 . This acquisition allows for internal domestic production of torque tubes, rails, couplers, and other products, primarily for the U.S. market, aiming to reduce lead times and benefit from the Section 45X production tax credit program . The company recognized a bargain purchase gain of $377 thousand in connection with this acquisition. In July 2025, the company entered into a Credit Agreement for a senior secured term facility of up to $75 million , with $37.5 million funded in 2025 . In connection with this, New Warrants for 6,836,237 shares of common stock were issued to lenders, exercisable at $0.01 per share through July 2, 2035 . The fair value of these warrants increased to $74.5 million at December 31, 2025 , resulting in a $40,686 thousand loss from change in fair value of warrant liability . The company also launched commercial activity in the India market during 2025 .

Business Outlook

Management has concluded that substantial doubt exists about the company's ability to continue as a going concern within the next year, given recurring losses from operations, cash outflows of $33.4 million in 2025 , required principal repayments under the Credit Agreement, and uncertainty regarding meeting financial covenants . The company is required to repay $2.5 million of principal on May 22, 2026, and an additional $5.0 million of principal on September 30, 2026, under the Credit Agreement .

The company's ability to meet liquidity needs over the next year depends on its cash on hand, which is subject to a minimum unrestricted cash covenant of $15.0 million by June 30, 2026, and $10.0 million by September 30, 2026, and thereafter . It also relies on current expectations of increased project activity and cash flow, the potential availability of up to $37.5 million in Second Delayed Draw Term Loans, utilization of the remaining $9.0 million capacity under its ATM program , and the ability to raise additional capital through other securities offerings if necessary . The company continues to focus on implementing additional cost savings steps, which may impact headcount location and the level of third-party services .

The company's growth strategy is based on increasing market share in the United States, continuing international expansion (including into the distributed generation market), enhancing tracker product offerings, reducing operating costs through operating leverage, expanding software offerings to support lean construction and lifecycle management, improving the attachment rate of enhanced software to tracker sales, and identifying additional strategic acquisitions . Solar generation is estimated to lead total electricity generation growth in 2026 and 2027, increasing more than 20% each year, after a 33% increase in 2025 . The global solar tracker market is projected to achieve a compound annual growth rate in excess of 21% from 2026 to 2031 .

Operationally, the company plans to continue innovating its products, as demonstrated by the introduction of a dual-row configuration for its 1P Pioneer tracker, the Pioneer+ High Wind tracker engineered for wind speeds up to 150 miles per hour, and an automated 80° high angle stow capability in Pioneer trackers for hail protection . The acquisition of Alpha Steel LLC, effective November 12, 2025, allows for internal domestic production of torque tubes, rails, couplers, and other products, primarily for the U.S. market, aiming to reduce lead times and benefit from the Section 45X production tax credit program . The company also plans to partner with other U.S.-based manufacturers to further domestic content capabilities and use existing and new international manufacturers to expand capacity . Research and development costs totaled $4.4 million in 2025 , and the company intends to continue making investments in technology for its products and expansion of its patent portfolio .

Planned capital allocation includes continued investment in technology and personnel, such as sales leads, engineers, software developers, quality assurance, supply chain, product management, and operations personnel . The company maintains insurance coverage of up to $3 million for losses from business interruption, data recovery, cyber-extortion, ransomware, data breach response, and crisis management due to cybersecurity incidents .

Structural headwinds include the acceleration of phase-outs and terminations of various federal tax credits enacted as part of the IRA by the One Big Beautiful Bill Act, signed into law on July 4, 2025 , and restrictions on continued receipt of tax credits by specified foreign entities . The U.S. Supreme Court rejected the use of the International Emergency Economic Powers Act as a basis for tariffs on February 20, 2026, leading to plans for tariff refunds . However, the Trump Administration announced it would utilize authority under Section 122 of the Trade Act of 1974 to implement tariffs of up to 15% for a limited period, potentially replacing them with longer-lasting authority under Section 301 . The doubling of steel and aluminum tariffs to 50% in May 2025 reportedly contributed to tightening capacity in U.S. steel mills .

Risk Factors

The company faces significant risks, including a history of losses and substantial doubt about its ability to continue as a going concern, with cash outflows from operations of $33.4 million in 2025 and required principal repayments of $2.5 million in May 2026 and $5.0 million in September 2026 . Dependence on a limited number of customers is a material risk, with four customers accounting for 28%, 20%, 18%, and 12% of total revenue in 2025, respectively , and three customers accounting for 21%, 20%, and 14% of total receivables at December 31, 2025 . Delays in customer project development due to financing, permits, interconnection agreements, or regulatory uncertainty can materially impact financial results . The market for solar products is highly competitive and rapidly evolving, with larger competitors possessing greater resources . Defects or quality problems in products could lead to warranty, indemnity, and product liability claims, potentially exceeding revenue or profit from affected products . The company relies on a limited number of contract manufacturers, with 57% of 2025 spending involving U.S. manufacturers, 20% India, 9% China, and 6% Thailand , making it vulnerable to capacity constraints, supply interruptions, and price changes . Changes in the U.S. trade environment, including tariffs and AD/CVD investigations, have negatively impacted revenue and cash flows in 2025 and 2024 , and the company accrued $2.7 million for a denied CBP tariff protest in 2025 . The Credit Agreement imposes restrictive covenants, including minimum unrestricted cash balances of $15.0 million by June 30, 2026, and $10.0 million thereafter , quarterly revenue thresholds of $25.0 million for Q2 2026, $50.0 million for Q3 2026, and $75.0 million for Q4 2026 and beyond , and consolidated EBITDA targets of $10.0 million for 2026 and $25.0 million for 2027 and beyond . Failure to comply could result in default and foreclosure on assets . The issuance of New Warrants for 6,836,237 shares of common stock could dilute existing stockholders . Cybersecurity incidents and data privacy breaches pose risks to business operations, financial standing, and reputation, despite insurance coverage of up to $3 million .

Management Priorities

Management's message to shareholders conveys a commitment to innovation and strategic expansion despite significant financial challenges. The company acknowledges substantial doubt about its ability to continue as a going concern, citing recurring losses and cash outflows, and highlights its dependence on increased project activity, potential additional debt funding, and equity offerings to meet liquidity needs . Strategic priorities emphasize increasing U.S. market share, continuing international expansion, enhancing product offerings, and reducing operating costs through operating leverage . Management is focused on expanding software offerings, improving software attachment rates to tracker sales, and identifying additional strategic acquisitions . The company has made specific product enhancements, including a dual-row configuration for the 1P Pioneer tracker, the Pioneer+ High Wind tracker engineered for 150 mph wind speeds, and an automated 80° high angle stow capability . The acquisition of Alpha Steel LLC is a key strategic move to enhance U.S. manufacturing capabilities, reduce lead times, and leverage production tax credits . Management also stresses efforts to diversify the supply chain and mitigate the impact of tariffs and trade restrictions .

View Source Annual Report on SEC.gov ↗

References

  1. [1] Item 1, Business — Development of the business
  2. [2] Item 1, Business — Description of the business
  3. [3] Item 1, Business — Description of the business
  4. [4] Item 1, Business — Development of the business
  5. [5] Item 1, Business — Development of the business
  6. [6] Item 1, Business — Development of the business
  7. [7] Item 1, Business — Development of the business
  8. [8] Item 1, Business — Description of the business
  9. [9] Item 1, Business — Description of the business
  10. [10] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  11. [11] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  12. [12] Item 7, MD&A — Revenue
  13. [13] Item 7, MD&A — Revenue
  14. [14] Item 7, MD&A — Product revenue
  15. [15] Item 7, MD&A — Product revenue
  16. [16] Item 7, MD&A — Revenue
  17. [17] Item 7, MD&A — Revenue
  18. [18] Item 7, MD&A — Service revenue
  19. [19] Item 7, MD&A — Service revenue
  20. [20] Item 7, MD&A — Service revenue
  21. [21] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  22. [22] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  23. [23] Item 7, MD&A — Cost of revenue and gross loss
  24. [24] Item 7, MD&A — Cost of revenue and gross loss
  25. [25] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  26. [26] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  27. [27] Item 7, MD&A — Research and development
  28. [28] Item 7, MD&A — Research and development
  29. [29] Item 7, MD&A — Research and development
  30. [30] Item 7, MD&A — Research and development
  31. [31] Item 7, MD&A — Selling and marketing
  32. [32] Item 7, MD&A — Selling and marketing
  33. [33] Item 7, MD&A — Selling and marketing
  34. [34] Item 7, MD&A — Selling and marketing
  35. [35] Item 7, MD&A — Selling and marketing
  36. [36] Item 7, MD&A — General and administrative
  37. [37] Item 7, MD&A — General and administrative
  38. [38] Item 7, MD&A — General and administrative
  39. [39] Item 7, MD&A — General and administrative
  40. [40] Item 7, MD&A — General and administrative
  41. [41] Item 7, MD&A — General and administrative
  42. [42] Item 7, MD&A — General and administrative
  43. [43] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  44. [44] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  45. [45] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  46. [46] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  47. [47] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  48. [48] Item 7, MD&A — Results of Operations – 2025 Compared to 2024
  49. [49] Item 8, Consolidated Balance Sheets
  50. [50] Item 8, Consolidated Balance Sheets
  51. [51] Item 8, Consolidated Balance Sheets
  52. [52] Item 8, Consolidated Balance Sheets
  53. [53] Item 8, Consolidated Balance Sheets
  54. [54] Item 8, Consolidated Balance Sheets
  55. [55] Item 8, Consolidated Balance Sheets
  56. [56] Item 8, Consolidated Balance Sheets
  57. [57] Item 1, Business — Development of the business
  58. [58] Item 1, Business — Development of the business
  59. [59] Item 1, Business — Description of the business
  60. [60] Item 7, MD&A — Bargain purchase gain
  61. [61] Item 1, Business — Development of the business
  62. [62] Item 1, Business — Development of the business
  63. [63] Item 1, Business — Development of the business
  64. [64] Item 7, MD&A — Loss from change in fair value of warrant liability
  65. [65] Item 7, MD&A — Loss from change in fair value of warrant liability
  66. [66] Item 1, Business — Description of the business
  67. [67] Item 7, MD&A — Liquidity and Capital Resources
  68. [68] Item 7, MD&A — Liquidity and Capital Resources
  69. [69] Item 7, MD&A — Liquidity and Capital Resources
  70. [70] Item 7, MD&A — Liquidity and Capital Resources
  71. [71] Item 7, MD&A — Liquidity and Capital Resources
  72. [72] Item 7, MD&A — Liquidity and Capital Resources
  73. [73] Item 7, MD&A — Liquidity and Capital Resources
  74. [74] Item 1, Business — Market factors
  75. [75] Item 1, Business — Market factors
  76. [76] Item 1, Business — Market factors
  77. [77] Item 7, MD&A — Investment in technology and personnel
  78. [78] Item 7, MD&A — Government Regulations
  79. [79] Item 1, Business — Description of the business
  80. [80] Item 1, Business — Patents, trademarks and trade names
  81. [81] Item 7, MD&A — Investment in technology and personnel
  82. [82] Item 7, MD&A — Investment in technology and personnel
  83. [83] Item 1C, Cybersecurity — Risk management and strategy
  84. [84] Item 1, Business — Market factors
  85. [85] Item 1, Business — Market factors
  86. [86] Item 1, Business — Government policies and regulations
  87. [87] Item 1, Business — Government policies and regulations
  88. [88] Item 1, Business — Government policies and regulations
  89. [89] Item 1A, Risk Factors — Risks Related to Our Business and Our Industry
  90. [90] Item 1A, Risk Factors — Risks Related to Our Business and Our Industry
  91. [91] Item 1A, Risk Factors — Risks Related to Our Business and Our Industry
  92. [92] Item 1A, Risk Factors — Risks Related to Our Business and Our Industry
  93. [93] Item 1A, Risk Factors — Risks Related to Our Business and Our Industry
  94. [94] Item 1A, Risk Factors — Risks Related to Our Business and Our Industry
  95. [95] Item 1A, Risk Factors — Defects or quality or performance problems in our products could result in loss of customers, reputational damage and decreased revenue, and we may face warranty, indemnity and product liability claims arising from defective products.
  96. [96] Item 1A, Risk Factors — Risks Related to Manufacturing and Our Supply Chain
  97. [97] Item 1A, Risk Factors — Risks Related to Manufacturing and Our Supply Chain
  98. [98] Item 1A, Risk Factors — Changes in the U.S. trade environment, including the imposition of import tariffs, could adversely affect the amount or timing of our revenue, results of operations or cash flows.
  99. [99] Item 1A, Risk Factors — Changes in the U.S. trade environment, including the imposition of import tariffs, could adversely affect the amount or timing of our revenue, results of operations or cash flows.
  100. [100] Item 1A, Risk Factors — Risks Related to Our Capital Strategy, Our Credit Agreement and Ownership of Our Common Stock
  101. [101] Item 1A, Risk Factors — Risks Related to Our Capital Strategy, Our Credit Agreement and Ownership of Our Common Stock
  102. [102] Item 1A, Risk Factors — Risks Related to Our Capital Strategy, Our Credit Agreement and Ownership of Our Common Stock
  103. [103] Item 1A, Risk Factors — Risks Related to Our Capital Strategy, Our Credit Agreement and Ownership of Our Common Stock
  104. [104] Item 1A, Risk Factors — A substantial number of shares of our common stock are issuable under the New Warrants and, if the New Warrants are exercised, they will have a dilutive impact, which could cause the price of our common stock to decline.
  105. [105] Item 1A, Risk Factors — A substantial number of shares of our common stock are issuable under the New Warrants and, if the New Warrants are exercised, they will have a dilutive impact, which could cause the price of our common stock to decline.
  106. [106] Item 1A, Risk Factors — Risks Related to Information Technology and Data Privacy
  107. [107] Item 7, MD&A — Liquidity and Capital Resources
  108. [108] Item 1, Business — Market factors
  109. [109] Item 1, Business — Market factors
  110. [110] Item 7, MD&A — Investment in technology and personnel
  111. [111] Item 7, MD&A — Government Regulations
  112. [112] Item 7, MD&A — Government Regulations

Analysis on 5/21/2026