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Good day, and thank you for standing by. Welcome to T1 Energy's first quarter 2026 earnings conference call. At this time, all participants are in a listen-only mode. After the speaker's presentation, there'll be a question and answer session. To ask a question during the session, you'll need to press star one one on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star one one again. Please be advised that today's conference is being recorded. I would now like to turn the conference over to your speaker for today. Jeff, please go ahead.

Good morning, and welcome to T1 Energy's first quarter 2026 earnings conference call. Before we get started, please turn to slide two for our forward-looking statements disclaimer. During today's call, management may make forward-looking statements about our business. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expectations. Most of these factors are outside T1's control and are difficult to predict. Additional information about risk factors that could materially affect our business are available in our annual report on Form 10-K filed with the Securities and Exchange Commission and our other filings made with the SEC, all of which are available on the investor relations section of our website. Turning to slide three.

With me today on the call are Dan Barcelo, our Chairman and CEO, Evan Calio, our Chief Financial Officer, Jaime Gualy, our Chief Operating Officer, and Andy Munro, our Chief Legal and Policy Officer. I'll now turn the call over to Dan to get us started.

Thanks, Jeff. Welcome everyone to our first quarter 2026 earnings call. Our theme for today's call is taking care of business. From the beginning of our journey at T1, building our G2_Austin U.S. solar cell fab has been the bedrock of our strategy to establish T1 as a homegrown, integrated domestic solar leader. Today, I'm happy to report that construction of the 2.1 GW Phase 1 of G2_Austin is progressing according to schedule. Following the start of construction, we began ordering long lead items in Q4 2025 with the production line equipment, followed by the steel package order in Q1 2026. In recent weeks, with engineering and design work approaching completion, the pace of construction activity on site has picked up noticeably, and we remain on schedule to achieve first cell production in Q4 2026.

In April, we commenced concrete works for G2's foundation. In May, the team completed the design process by finalizing the full issue for construction package. We expect to begin erecting the first steel later in May. With one foundational offtake commitment for G2 in hand, we have been pursuing a second contract. While we have been financing construction of G2 Phase 1 with cash from a balance sheet and the support of our institutional investors, we are also working to agree to a comprehensive financing package for the remaining CapEx of approximately $225 million. These pursuits are T1's highest priorities. We continue to target the announcement of the G2 financing in the second quarter. While we've been advancing our growth plans, our operations team has been focused on efficiency and profitability.

At G1_Dallas, our state-of-the-art 5 GW solar module facility, we closed the first quarter of 2026 with much improved financial performance and a record quarterly adjusted EBITDA of $9.1 million. Finally, with the potential outcome of the United States Department of Commerce's Section 232 investigation in foreign polysilicon expected in the coming months, we are comfortable with T1's strong competitive position as a large offtaker of American-made polysilicon through our supply contract with Hemlock Semiconductor. T1 is deeply committed to standing up domestic polysilicon-based solar supply chain, which is a prerequisite to American energy dominance and the eventual development of a robust U.S. semiconductor supply chain. Now let's move to slide five for an overview of our progress at G2_Austin.

Our focus when we began developing G2 in Q4 2025 was to order the long lead items highlighted by the production line equipment and to advance project engineering design while we commenced the groundworks on-site. With those tasks largely complete, construction activity at the G2 site is picking up, and we are now progressing through some major milestones. As you may have noticed from the photos in this presentation and from our recent post on social media, concrete works got underway in April, and we are eagerly awaiting deliveries of the first structural steel, and we expect to start erecting the structure of what will be G2 in May. Weather this time of year in Central Texas can be volatile, and the team has been contending with a pattern of wet and stormy conditions in recent weeks.

A National Weather Service rain gauge in nearby Taylor, Texas, recorded 10.3 in of rain in April, which is more than three times normal. Despite these challenges, our talented and hardworking team, along with our contractors and vendors, have kept construction on schedule. Looking ahead to the summer, there are some exciting milestones looming, the most important of which pertain to the shipments and deliveries of the production line equipment from Laplace. We have been working closely with Laplace on G2 development for roughly a year already, and the efficiency with which they are executing has us positioned to deliver this project according to plan, with first cell production targeted in the fourth quarter of 2026. As our progress at G2 continues, keep an eye on T1's social media channels for real-time updates and footage from Rockdale.

With that, I'll turn the call over to our COO, Jaime Gualy, who will provide you with an update from G1_Dallas.

Thanks, Dan. Let's move to slide six. Our mission for 2025 at G1_Dallas was to successfully complete the ramp-up of the factory to produce at capacity, which we have achieved in the fourth quarter.

For 2026, our focus is on driving profitability and EBITDA from our world-class operating asset. This morning, I'm pleased to report that 2026 is off to a solid start as we achieved record quarterly adjusted EBITDA of $9.1 million in Q1. Production and sales were lower sequentially in the first quarter as we expected. Following the frenetic pace of spot market module purchases in fourth quarter before the new FEOC restrictions went into effect on January 1st, customers have been working down module inventory by deploying equipment into their projects ahead of the safe harboring deadline in July on the one-year anniversary of the OBBBA. As a result of these market dynamics, we expect that the second half of 2026 will be meaningfully busier both at G1 and in terms of outbound module shipments to our customers.

Nonetheless, our financial performance during the first quarter was markedly improved because of a favorable shift to shipments under our combined 3 GW of cost-plus and fixed margin contracts for 2026. All things considered, we are pleased with improvement in the bottom line, and the team at the factory continues to deliver outstanding operational performance. With that, I'll turn the call over to Evan for a view of our financials and an update on our capital formation initiatives.

Thanks, Jaime. Please turn to slide seven. T1 is in strong financial position as we continue to advance diligence with the goal of announcing comprehensive financing package for G2_Austin in 2Q 2026. In the first quarter, we achieved our highest quarterly adjusted EBITDA to date of $9.1 million. Our gross margins expanded by roughly 10% from the fourth quarter run rate to 17% in 1Q. That's on lower throughput of 683 MW or a 2.7 GW run rate. The improvement in our margin was primarily due to the favorable mix shift to volumes under cost-plus and the 2026 fixed margin offtake contract compared to a heavy weighting of merchant sales and a challenging price environment in the fourth quarter.

The improved performance on our P&L was augmented by the support we received from institutional investors, highlighted by the upsized public convertible senior notes offering we priced in April, which generated $176 million of net proceeds. This infusion of capital enables us to continue advancing G2 construction on schedule while we continue to pursue a comprehensive, primarily debt-based financing solution to G2 Phase 1. We have a management team with decades of seasoning in the capital markets, and we've applied our experience and creativity to fund G2 Phase 1. Earlier in the capital formation process, we concluded that the equity markets were offering comparatively more attractive pricing than the terms of debt-based sources of capital and allow us to pursue more profitable contract strategy.

We sequenced our funding sources of construction to date primarily through equity-linked investments while evaluating the most attractive pools of debt and offtake contract available. As we indicated when we priced the convertible offering in April, we now have identified and are pursuing what we believe to be our best debt-based option to close the remaining funding needed for Phase 1. We are engaged in diligence with a potential financing counterparty, which is our preferred solution because we believe it offers the most attractive combination of cost, structure, and quantum. As we indicated previously, we are tracking against our target to announce a commitment in 2Q 2026. To be clear, the quantum we expect to raise from this financing will be more than sufficient to fund the remaining CapEx of approximately $225 million for Phase 1 of G2_Austin.

Let's turn to slide eight to discuss our 2026 outlook and guidance. After a solid start in 2026 in the first quarter, T1 remains well positioned as we bridge the start of production at G2. Our international cell procurement program has been progressing well, and we now have four vendors for which we've completed non-FEOC diligence to supply G1 and expect that number to rise. As we grow the vendor network, we're becoming increasingly comfortable with our ability from a cell procurement perspective to supply near the high end of our unchanged 2026 G1 production guidance range of 3.1 GW-4.2 GW. The conversion of production to sales and adjusted EBITDA for 2026 still hinges primarily on three factors. Number one, customer demand and price of merchant volumes for the second half of the year after the July safe harbor deadline.

Two, potential impact of widely anticipated Commerce Department Section 232 investigation into the use of foreign source polysilicon and its derivatives. Three, the net outcome of our IEEPA tax refund. Given T1's significant commitment to buying U.S. polysilicon from our partners at Hemlock, we believe the pricing implications of a potential 232 ruling represent a favorable one-way option for T1's 2026 and beyond sales and margins. We intend to issue more detailed 2026 guidance once we have better clarity on these factors. In the interim, we have robust mid to late stage pipeline for both merchant and contract sales opportunity for 2026 and 2027 for both the domestic cell and a non-FEOC cell module. There are no changes to our annual adjusted EBITDA run rate guidance targets for G1, G2. Now I'll turn the call back over to Dan for concluding remarks.

Thanks, Evan. Let's turn to slide nine, please. T1's mission is to power America with scalable, reliable, low-cost energy. We are deeply committed to contributing to U.S. energy and AI dominance.

This isn't just rhetoric, and it isn't promotional. At T1, we're putting our money where our mouth is. We invested more than $600 million in G1_Dallas, our world-class 5 GW module facility in Texas, where we have a workforce of more than 1,200 people to power safe, highly efficient 24/7 operation. T1 is doubling down on American advanced manufacturing in Texas with G2_Austin Phase 1, where construction continues on schedule with a planned capital investment of $425 million. A potential second phase of G2_Austin to more than 5 GW of U.S. cell fab capacity would support up to an additional 1,800 jobs in Texas. T1's plan to be part of an end-to-end U.S. polysilicon solar supply chain is critical to the long-term health of both the domestic solar and semiconductor industries.

Polysilicon is the common raw material for both solar modules and chips. There may not be a robust U.S. semiconductor industry without a vibrant domestic polysilicon supply chain to accompany it. As one of the largest buyers of U.S. polysilicon, T1 is doing its part to support the growing U.S. polysilicon sector. We are positioned at the nexus of U.S. policies that support our commitments to American advanced manufacturing and the domestic polysilicon industry. A potential Section 232 ruling could generate a pricing uplift for T1's modules made with domestic polysilicon and/or wafers through our supply partnerships with Hemlock and Corning. Our North Star is to be part of an integrated U.S. silicon-based supply chain that enables production of high domestic content modules that qualify T1 for Section 45X tax credits and our customers for Section 48E domestic content stacking bonuses.

Let's move to slide 10 to conclude with a review of T1's strategic priorities. Our first key objective this year is to fund and build G2. As Evan detailed earlier, we are focused on advancing diligence to announce a comprehensive financing package for G2 Phase 1 in the second quarter. We believe that G2 will trigger a step change in T1's earnings power and cash flows by enabling production of high domestic content TOPCon modules, which are not available at scale in the U.S. today. Our second priority is to improve T1's profitability as we navigate the bridge to G2 by efficiently operating our world-class asset at G1_Dallas, expanding our commercial presence, and enhancing cost efficiencies across our organization.

We believe that the improvement in T1's first quarter financial performance is an important step in the right direction that we intend to build upon in 2026 and 2027. Our third key priority dovetails with the two. Operations and policy were major areas to address in our first years T1, in 2026 we're adding supply chain, sales, and engineering expertise to our organization. Satisfying these objectives are expected to create a world-class organization with the capability to safely and profitably operate state-of-the-art assets, consistently generate cash flow, and catapult T1 into a leadership position as a critical U.S. energy supplier. With that, I'll turn it back to Jeff to coordinate the Q&A session.

Thanks, Dan. Operator, we're ready to open lines for questions.

Thank you. As a reminder, if you would like to ask a question, please press star one one on your telephone. You will hear the automated message advising your hand is raised. We also ask that you please wait for your name and company to be announced before proceeding with your question. One moment while we compile the Q&A roster. The first question of the day will be coming from Greg Lewis of BTIG. Please go ahead.

Yeah, hey. Thank you, good morning, and thanks for taking my questions, everybody. You know, you know, Evan or Dan, I was hoping you could unpack a little bit more of the margins. I mean, hey, gross margins look great. You know, I think you call out in the deck that kind of is indicative of the backlog. Really, as we think about, you know, realizing we're not giving full year guidance, but is there any way to kind of think about if we wanted to layer in, like, what merchant power sales could look like, you know, how maybe that's gonna impact margins maybe in the back half of the year? Is that kind of the right way to think about it?

Yes. thanks, Greg. Evan, why don't you turn to that?

Yeah, sure. Thanks, Greg. Yeah, the gross margin in Q1 was 17%. I'd say that's driven by. We produced in the quarter on a run rate basis 2.7 GW, right? It's based upon two cost-plus or fixed margin contracts that we have throughout 2026, right? Like, at least on the low end of the range, which is 3.1 GW, you know, a 17% would be a reasonable gross margin assumption given you have the same contracts, you know, throughout the year.

Now, you know, if you move up in the guidance range, meaning we would raise production levels, that would increase your adjusted EBITDA, yet the margin could either be higher or lower based upon the relative, you know, module price movement relative to cost. It kind of depends upon your two assumptions on where price and costs are, you know, in the scenario in which we were exceeding the low end of the range with merchant volumes. Is that helpful?

That's super helpful. I mean, I guess just a quick follow-up on that, like, as we think about 232, like When we finally get more clarity around 232, is that when we should start thinking of at least the company will have better clarity and maybe what merchant power might look like in the back half of the year?

Yeah, I mean, I think that's one of the factors, Greg, for sure. I'd say, you know, coming into the year, we expected it to be more challenging to source non-FEOC cells. What, you know, Jaime and his team and Andy kind of on due diligence, you know, has found, you know, more cell availability, right? Now, you know, we're assessing the demand. It's going to be one, driven by demand, but yes, two, also driven by Section 232, given, you know, we have a domestic poly supply contract with Hemlock, which should experience, you know, both not just in 2026, but 2026 and beyond, you know, would most likely experience a benefit based upon what those final rules look like.

That'd be great.

You know, once we have those, we'll, you know, we'll likely provide, you know, better guidance on or guidance for 2026.

Okay, great. Just one more for me. You know, Dan, in the comments you talked about indicative customer demand covering, you know, production. As, you know, realizing we probably aren't too focused on finding demand for additional phases we haven't built yet. Maybe just kinda if you could talk to, you know, maybe provide some color around that comment as we think about potentially scaling up incremental capacity, how you're thinking about that in, you know, over the next couple years.

Sure. Thanks. If you break it down into pieces, the conversations we have with, again, most of our customers are all utility scale developer types that we have conversations with. They continue to see hyperscaler demand. That continues to remain the dominant theme. How do we get power now? Second point, you know, second year running, everything is still tracking that solar and storage is adding most of the additions to the grid, and therefore, solar remains quite firm. You know, when we look back at 2025 and look backwards and through what happened, there was a lot of, we'll say, manic or bipolar kind of buying and selling ahead of certain rules changes ahead of year-end.

You know, we're hopeful that that can kind of steady out now and have a more consistent pattern of demand. I'd say the last thing that still seems to be a little bit of a bottleneck, and not for us because we're not the ultimate user, but is utility interconnection still seems to be slow. There still seems to be, you know, a lot of work to be done, a lot of payments to be made for interconnects, and that kind of gates projects. Again, looking through that point, demand's quite firm.

You know, if we have the right demand signals, and if we get the right types of orders for offtake, you know, and the market demand signals are correct and we pencil out the right economics, we're keen to continue to be building capacity. We think that the U.S. market for solar has to grow. We think that we can be an important part of it, and we'd be excited to continue to expand. We're trying to be very disciplined. Mission one, two, three, four, five is build G2, get to the comprehensive financial close and announce that on G2. That's our focus now. All of the signals are that the markets remains very robust.

All right, guys. Well, hey, keep taking care of business.

Thanks, Greg.

Thank you. One moment for the next question. Our next question will be coming from the line of Marty Malloy of Johnson Rice & Company. Please go ahead.

Congratulations on the strong quarter. Just wanted to make sure I understand the sequence of events here that we should be looking for. It sounds like from the 1Q call, there was a significant potential offtake contract. Should we be looking for announcement on the offtake side prior to the comprehensive financing solution being announced?

Thanks for the question. I wouldn't necessarily say that's the case. We announce material new contracts when those are executed. We don't announce heads of terms or term sheets or anything like that. We like to be really transparent in terms of those disclosures. When that contract is final and executed, we'll announce that. Those are really independent paths for other solutions. We intend to announce another comprehensive, primarily debt-based financial solution, you know, in this quarter. You know, we're excited about the progress on that. The offtake contracts and that are mutually exclusive. They may be inclusive, but they are not necessarily need to be inclusive.

Okay. thank you for clarifying that. Then, just as a follow-up on slide eight, I was wondering if you could maybe provide some more color around the bullet point, you talk about the preliminary indications for incremental G1, G2 domestic content underpinned by hyperscaler growth. Could you maybe provide a little more color on what you're referring to there?

The demand for solar and storage, as in my prior comments, remains quite strong. That demand's coming mainly from AI, from hyperscalers, from those large that goes through utility scale developers. That was just an indication of our customers are seeing that demand and that pull through there. For us, we see that market hasn't slowed down, and we have customer inquiries in large sizes about what type of solar can we deliver, when, how much of it would be domestic sell, how much of it would not. That was a reference to our ongoing commercial discussions with those utility scale customers.

Great. Okay, thank you. I'll turn it back.

Thanks, Marty.

Thank you. One moment for the next question. Our next question will be coming from the line of Philip Shen of Roth Capital Roth Partners. One moment for the next question. Our next question is coming from Sean Milligan of Needham & Company. Please go ahead.

Hey, guys. Good morning. Great quarter here. How should we think about the 45X credit monetization this year, the cadence of that? You know, will it be done semi-annually, or is there a certain kind of threshold that you're trying to get to from a dollar amount?

Evan, do you want to turn to that?

Sure. Thanks for the question. I mean, I'd say that we expect here shortly to have monetized the balance of 2025, right? I think that's in motion that we're expecting near term. I mean 2026, you know, because it is a different process in the market. We'd always been expecting it would be back half of the year before we found a tax equity partner. We remain active and in conversations, but, you know, it's a slower than what it had been prior to OBBBA because there's, you know, additional steps, as well as, you know, we're hearing from tax equity side, still waiting for an additional tranche of Treasury guidance.

We're expecting it, into, right now, you know, 3Q to the end, to the year-end. You know, there's, there also exists, if needed, you know, ways to kind of borrow against those, future sales, and there's other kind of financial, products you can do that lower your net that we're aware of.

Okay, cool. Great. I just wanted to revisit that first set of questions around the gross margins that you printed this quarter and just kind of the mix as you move into the second half of the year. If you, I guess if you move past the 3 GW that are on contract this year, how does merchant price compare to that today, that 17% gross margin? Would it be, if you were to strike additional merchant sales today without having Section 232 clarity, would it be above or below that margin? What would you need to see from Section 232 to move that margin higher?

I mean, you have to make a lot of assumptions to answer that question. I mean, I'd say, it depends exactly where your price is at current. If you're into a, you know, $0.30 price market in the back half of the year, likely kind of given where current, you know, sell pricing is, you're incremental, right? You know, you can either get there through just market demand or you can get there through, you know, through tariffs, right? I mean, 232 outcomes, expected outcomes have kind of a wide range of what of what they might look like.

I think, you know, the more meaningful benefit to us from 232 is likely going to be when we're converting the contract to wafer and when we're delivering that wafer in 2027, you know, as we ramp G2. It'll be a kind of bigger lift in that year than there would be in 2026.

Awesome. It doesn't matter as much this year because of the cost, I guess the cost-plus structure, the fixed margin structures of the contracts. Just from a COG standpoint, I know last year there was kind of significant movement in some of the pieces, I think glass in particular. Just kinda curious what you're seeing to start this year and if you've feel like you've locked in and dialed in the COG side to start this year pretty well.

Sure. I can start. Jaime can add as well since he's, you know, in procurement at, you know, G1 at the moment. I mean, yeah, we're seeing some on the cell in particular, which is, you know, more than half or half your costs. You know, we've seen compression year-over-year, right? It's like it's been more available, it's actually been, you know, kind of better price year-over-year. We're only, you know, carrying inventory for about, you know, a quarter plus. You know, you're not necessarily locking in, you know, your third or fourth quarter right now. To your question about locking in, maybe Jaime to add on what we're seeing in the kind of glass market, or other parts of the BOM.

Hey, Sean. Yeah. We continue to work diligently on reducing our cost and procuring our bill of materials based on our planning for 2026. Overall, we continue to do that on all the pieces, on glass, on frames, on junction boxes, et cetera. Overall, our goal is to continue to operate G1 efficiently and reduce our operating costs and our COGS throughout the year.

Great. Thanks, guys.

Thanks, Sean.

One moment for the next question. Our next question is coming from the line of Philip Shen of Roth Capital Partners. Please go ahead.

Hey, guys. Thanks for taking my questions. First one's back on the 232. You know, there's this upcoming Trump-Xi meeting. Was wondering if you expect or from your connections with D.C., anything to come out of that that might be relevant for Solar and or the 232. On the 232, what's your sense for the timing of when that could be released. We've been publishing it could be, you know, sometime in June. They're making some progress with a structure, right? The new structure format might be a minimum import price. I was wondering if you've heard much about that kind of structure and what it might look like in general once we get it.

In all likelihood, it's probably not a percentage form, but just curious what your latest take is in terms of the framework of the Section 232 and timing. Thanks, guys.

Yeah. Thanks, Phil. I would hesitate, be remiss if I were to comment on Trump-Xi's, you know, plans and negotiations. I think there's a lot of things globally in macro that need to be sorted, so I won't really have a comment there. As it relates to 232, we've been very consistent that we too want and need and would like to see a levelized playing field where we feel that polysilicon pricing is the most significant disadvantage to us in terms of the solar supply chain, silicon solar supply chain in the United States. From that perspective, we remain very focused on that message.

In our conversations, we've said that the percentages just don't seem to work well, that looking at a cent per watt type level across the product slate is what would be, would work. So without getting into what questions we've been asked by government parties, I'd say when the government and the parties understand the level playing field nature of it, they understand the cost disadvantages of our polysilicon versus others, and from that standpoint, we've made our position clear. Timing, I wouldn't have anything further than what you're hearing. You know, it's similar types of timelines, but we've all been waiting for this for month after month after month.

Yep. All that is very fair. Thanks, Dan. Shifting over to your non-FEOC cell supply, I think Evan or somebody mentioned, maybe you or us, Jaime, that you guys have been able to find a fair amount of supply. I was wondering if you could update us on how much as you kind of find the bridge between G1 and the full ramp-up of G2, certainly in Phase 1, how much in terms of gigawatts do you guys actually need in terms of no cells that you don't produce? How much has been fulfilled, if that makes sense. Are you 70% of the way there, 100% of the way there, or some other number? Thanks.

Sure. I'll let Jaime follow up on the supply chain aspects for it. Math is fairly simple with us running at a 5 GW and a 2 GW cell plant coming in 2027. You know, we'll have a gap of certain need for non-FEOC cells even after our cell lines come up. For 2026, we don't produce cells. Therefore, we need to fill the whole gap, and it's gonna be a circular reference back to what's our production. You know, we are not looking to produce with FEOC cells at all. We would have to use non-FEOC cells in order to make our U.S.-made modules. Jaime, do you wanna talk about quantums? I don't think we've given full guidance on it from a commercial standpoint.

It is a competitive place where we're trying to get, you know, hands on these non-FEOC cells. Jaime, do you wanna take that and go into a little bit more detail without giving exact guidance?

Of course. Thanks, Dan. Phil, as we're looking at procuring, as Dan said, correct, our main focus is making sure that we're procuring non-FEOC cells and working very closely with legal on the right diligence for that. Really when we look at cell procurement, it's really tied to our overall commercial sales and looking at our production planning for 2026. As you know, we are between that, you know, the 3.1 and 4.2 kind of gigawatt range. That is where from my team and my current team is working towards.

We have enough suppliers, we've seen enough capacity in the market, and we're also starting to look for, as Dan mentioned, the filler for 2027 and where we are sourcing those, you know, non-domestic cells to fulfill our capacity at G1.

Great. Suffice to say you guys feel good about your 2026 needs and then you're looking into 2027 now. Is that right?

Absolutely.

Great. Okay. One last question here. I know we've talked about offtake a bunch, but, you know, just curious, like, can you lock in or announce an offtake without the 232? Do you think we need to see the 232 first and then, Certainly that's a big driver for offtake, but is there a chance that we could see an offtake before a 232 is announced? Thanks.

Look, we're trying to be a real counterparty to real developers in the United States, like, for a very long time. All of the developers are fully aware of the Section 232 noise and actions. None of them are trying to play a gotcha with T1, nor is T1 trying to play a gotcha with them. There are very, you know, robust discussions around that and a lot of those utility scale developers comments are, you know, about their interest in us because of our U.S. polysilicon supply. That's a lot of the starting point for the conversations. The short answer is no, it's we don't need a Section 232 to sign contracts.

To add more color to that, the utility scale developers understand the benefit that would accrue to us versus them, and that doesn't seem to be an impediment to those discussions and advancing. When as I mentioned before, when we announce, we'll be publicly announcing those contracts. They are complex. Some of them are multiple years. We'd like to get, we'd like to sell out some more while retaining some merchant exposure to a market.

Great. Okay. Thank you, guys. I'll pass it on.

Thank you.

Thanks.

Thank you. There are no more questions in the queue at this time. I would like to turn the call back to Jeff for closing remarks. Please go ahead.

Thanks, Lisa. Well, thank you everyone for your attention and interest today in participating in the call. We've got a plant tour starting at G1 tomorrow, and we'll be back out on the road this quarter, so we'll catch up with everybody soon. This will conclude the call.

Thank you all for participating. You may now disconnect.

Good day, and thank you for standing by. Welcome to the T1 Energy Fourth Quarter Earnings Conference Call. At this time, all participants are in listen only mode. After the speaker's presentation, there'll be a question-and-answer session. To ask a question during the session, you'll need to press star one one on your telephone. You will then hear an automated message advising your hand is raised. To withdraw your question, please press star one one again. Please be advised that today's conference is being recorded. I'll now hand the conference over to your first speaker today, Jeffrey Spittel, Executive Vice President, Investor Relations and Corporate Development. Please go ahead.

Good morning, and welcome to T1 Energy's fourth quarter and full-year 2025 earnings conference call. Before we get started, please turn to Page two for our forward-looking statements disclaimer. During today's call, management may make forward-looking statements about our business. These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from expectations. Most of these factors are outside T1's control and are difficult to predict. Additional information about risk factors that could materially affect our business are available in our annual report on Form 10-K filed with the Securities and Exchange Commission and our other filings made with the SEC, all of which are available on the Investor Relations section of our website. Turning to Slide three.

With me today on the call are Dan Barcelo, our Chief Executive Officer and Chairman of the Board, Otto Erster Bergesen, our SVP of Project Engineering, Evan Calio, our Chief Financial Officer, and Jaime Gualy, our Chief Operating Officer. With that, I'll turn the call over to Dan.

Thanks, Jeff, and welcome everyone to our fourth quarter and full-year 2025 earnings call. Our theme for today's call is Finishing What We Started. 2025 was the year we built T1's foundation. In 2026, we are building our G2_Austin Solar Cell Fab to complete our vertically integrated domestic solar chain in the U.S. market that completely changed on January 1 with the implementation of new federal rules on foreign content and ownership. Next year, 2027, is the year we intend to deliver a step change in our ability to generate earnings and cash flow as a U.S. solar leader delivering high domestic content. While we execute these core objectives of our strategy, we also plan to stack additional EBITDA streams through organic and inorganic opportunities. During the fourth quarter and so far in 2026, we have made significant strides to realize this vision.

Let's turn to Slide four for a review of T1's remarkable progress in the fourth quarter, during which we announced several important milestones and transactions. Building on the extended supply agreement with Hemlock Corning, we announced a supply partnership with Nextpower. Together, these relationships serve as critical building blocks to advance our vision of developing a fully integrated American polysilicon-based solar supply chain. We also executed two transactions to fund T1's growth and expansion plans, including a $72 million registered direct common equity offering and a $50 million convertible preferred tranche from certain funds and accounts managed by Encompass Capital Advisors, one of our founding investors. In November, I met with Vice President JD Vance in Washington, D.C. to discuss the resurgence of American energy and advanced manufacturing and our commitment to establishing domestic solar supply chains.

As our momentum continued to build, we returned to the capital markets in December with our concurrent common equity and convertible notes offerings, raising combined gross proceeds of $322 million and adding several new institutional investors to T1's capital structure. Capital is and will remain the lifeblood of T1's growth ambitions over the near term. The funding from the December transaction strengthened T1's balance sheet and positioned us to begin phase I construction of our G2_Austin Solar Cell Fab. Following the completion of phase I, we expect to begin producing high efficiency, high domestic content solar cells by the end of this year with an annual capacity of 2.1 GW.

Our successful capital formation initiatives and the start of construction at G2 triggered an important commercial milestone when T1 announced a strategic partnership with Treaty Oak Clean Energy, highlighted by a three year agreement for T1 to supply 900 MW of G1 modules with G2 domestic cells starting in 2027. Also in December, we completed a series of transactions intended to preserve our eligibility for the Section 45X tax credits under the One Big Beautiful Bill Act. Importantly, we also validated our ability to monetize the credits by completing our first sale of 45X credits to a U.S. financial institution. As we'll discuss shortly, our team at G1_Dallas continued to demonstrate their world-class capabilities during Q4.

With the factory fully operational, demand for merchant volumes bolstered by customers clearing out 45X eligible inventory before year-end, quarterly production and sales surpassed 1 GW for the first time at our state-of-the-art facility. Our busy fourth quarter capped off an impressive year at T1, and we were excited to carry that momentum into 2026. With that, let's turn to Slide five for an update on the business. G2_Austin, our U.S. solar cell fab that is under construction, has been the centerpiece of our business plans from the start of our journey as a U.S. solar company. We believe that demand for domestically manufactured U.S. polysilicon-based solar cells is meaningfully underserved, and while G1 has been our entry point into the U.S. utility-scale market, G2 is expected to be the driver of margins, earnings, and cash flow.

This morning, I am pleased to report that the first phase of construction of G2_Austin is progressing on schedule. April should be a busy month on-site as first steel is scheduled to be erected within the next few weeks. While we have deployed meaningful capital to advance construction of G2_Austin, our sales and finance teams have been busy working to secure an additional offtake contract and to line up capital formation options required to achieve full financial close on phase I of G2_Austin. We remain in advanced discussions on both fronts and expect to close funding in April. As Evan will discuss later, we have multiple potential options to fund the first phase of G2, and we plan to select the financing pathway that provides the best balance of cost, speed, structure, and quantum for T1 and our investors.

Following a successful ramp up at G1_Dallas, our fully operational 5 GW solar module facility, we achieved records in production and sales in Q4 when we expanded our customer base through merchant sales. As we move through 2026 with a 3 GW on either cost plus or fixed margin offtake contracts, we are seeing higher indicative pricing in the merchant market, and we expect that T1's module production costs will decline. We are maintaining our production and sales targets of 3.1 GW-4.2 GW for G1 in 2026, and we are growing increasingly comfortable with our ability to achieve the high end of that target range. As near-term variables, including a potential Section 232 ruling and second-half customer demand post safe harboring deadlines come into clearer focus, we will update investors with more detailed 2026 guidance.

T1's profile within the industry continues to rise, yielding attractive opportunities to stack EBITDA and expand our commercial presence within the utility-scale and AI development ecosystems. The deal flow we are seeing is a result of companies wanting to partner with T1, and we will continue to evaluate opportunities that fit strategically, culturally, and financially with T1's priorities. T1 is an American company focused on building a critical domestic solar supply chain. We also intend to unlock value from the legacy assets in our European portfolio, which are attracting growing interest from potential partners to support AI infrastructure. Earlier this month, we reported an important step to monetize our Nordic data center asset, the restoration of a 50-MW grid allowance in Mo i Rana, Norway.

This initial power allowance better positions T1 to accelerate discussions to monetize this asset, and we have an application in the queue for up to 396 MW to unlock additional value. All these steps are intended to position T1 to generate meaningfully higher EBITDA in 2027 and beyond as we navigate this bridge year to G2. Let's turn to Slide six, please. The ramp up at G1_Dallas kicked into high gear in the fourth quarter, which was punctuated by record production and sales and the delivery of merchant volumes to major new customers. In roughly one year, the T1 operations team has taken G1 from initial production to maximum daily run rates over our 5 GW nameplate capacity. With a strong finish to the year, we produced a total of 2.79 GW of solar modules in 2025, meeting our annual production target.

This progress reflects the talent and dedication of our people and gives us strong confidence in our ability to build on this momentum in 2026 and beyond. We believe that G1 is poised to generate improved margin performance in 2026. We expect production sales to ramp sequentially throughout the year, and we anticipate that sales and EBITDA will improve each quarter through year-end based on our contracted delivery schedules and our expectation for reduced overall costs. With project development timelines adjusting to the new supply chain regulations, we are working with customers and anticipate moving some Q1 deliveries into Q2. T1 has 3 GW of G1 modules under contract for 2026. Our supply chain team is sourcing cells through international suppliers who have certified their non-FEOC status to feed G1 during the bridge period ahead of the anticipated start of production at G2 in Q4 2026.

In total, we plan to procure between 3.1 GW and 4.2 GW of cells through our global vendor network. As we continue to engage with and qualify new cell suppliers to G1, we are growing increasingly confident in our ability to procure high-quality cells closer to the high end of this range. With that, I'll turn it over to Otto, our SVP of Project Engineering, for an update on the construction of G2_Austin.

Thank you, Dan. Let's move to Slide seven. Construction of the first 2.1-GW phase of G2_Austin continues on schedule. We're advancing towards some exciting milestones over the next several weeks on site. As a reminder, we're pursuing a two-phased approach to reach more than 5 GW of capacity at G2. Phase I will be a 2.1-GW fab, which we plan to follow with a second phase of at least 3.2 GW. Following the start of construction in December, our team, in close cooperation with Yates Construction as our general contractor, has made excellent progress. The G2 site has been leveled, the building pad is prepared, and foundation work has started with concrete works following shortly. We placed the order for structural steel back in November.

The first full section is on track for delivery and erection in April, marking a key step towards our goal of producing first cells by the end of 2026. Our design team, together with SSOE Engineering as our engineer of record, has also been working hard and clearing items off our punch lists. We're currently at 90% design and have locked in the production line equipment design in concert with our turnkey equipment vendor, LAPLACE. The comprehensive engineering work and planning that we've done over the past 15 months enabled us to start manufacturing of the production line equipment earlier this month, and we expect the equipment to arrive in the U.S. over the summer. With the support of T1's board of directors, we have deployed significant cash to reduce the remaining CapEx required to complete phase I, which now stands at $350 million.

This has enabled us to place orders for critical long lead items to protect the overall timeline. The teams are working well together, and we have some major milestones ahead of us in the next several weeks. We look forward to sharing updates from G2 over our social media channels to document this progress. We're excited to bring this flagship U.S. solar cell fab into operation, which is expected to be the engine of T1's cash flow in the fourth quarter of 2026. Now I'll turn the call back over to Dan.

Thanks, Otto. Let's turn to Slide eight. 2025 was a year to build the commercial foundation of T1 as a U.S. solar manufacturing leader. The capabilities our team has demonstrated both at G1 and now during the construction of G2 have been instrumental to the growth in our customer base. Our first major offtake contract with Treaty Oak to source G1 modules with G2 cells, and our ongoing discussions with additional potential offtake partners and merchant customers. To date, T1 has already sold and delivered modules to some of the largest utilities and developers in the U.S. without sharing names publicly. While we continue to advance discussions related to additional offtake agreements for integrated G1, G2 modules, we are seeing indications of meaningful merchant demand for both our current G1 modules with international cells and our high domestic content modules in 2027 and beyond.

Today, we are in discussions with current and potential customers for nearly 13 GW of merchant sales opportunities in addition to the advanced offtake pursuits that represent more than 10 GW of demand from some of the largest U.S. utilities and developers. When combined with approximately 18 GW of mid-stage pursuits, we have a total opportunity set of 41 GW. With that, I'll turn the call over to Evan for a review of our financials and an update on our capital formation initiatives.

Thanks, Dan. Please turn to Slide nine. T1 ended 2025 with a much improved liquidity position and a fully ramped factory that hit our production targets. With equity market capitalization expanded by more than 11x from our 2025 spring lows to the year-end, we were able to raise more than $440 million in the fourth quarter, enabling us to start construction of G2, execute a series of contracts to preserve our 45X compliance, and establish a solid financial foundation for our business as we grow in 2026 and beyond. From this position of strength, we've been deploying meaningful cash from our balance sheet to fund critical stages of G2_Austin construction, which reduced our remaining capital needed to fully fund phase I.

In the coming months, we are focused on selecting the optimal solution to achieve full financial close at G2. Our first year at T1 was dynamic, and there were a number of moving parts that impacted 2025 EBITDA, much of which we believe were one-time related to the implementation of new OBBBA restrictions before the start of 2026, and account for much of the miss versus guidance. The non-recurring and unusual items included the following. An accounting classification of $34 million sales commission waiver we received. Although we previously accrued for this savings to the P&L, accounting standards would not let us recognize the reversal of this item on the P&L despite the favorable cash impact.

Net sales were $16 million lower than expected from an inventory sale that was tied to changing regulatory restrictions at year-end, where we had to sell into a weak market to retain 45X given the one-time implementation of OBBBA FEOC change. Net sales were $22.7 million lower due to customer offtake true-up. Lastly, in advance of new supply chain restrictions, we incurred $15 million in higher-than-forecasted tariffs on imported cells. Let's move to Slide 10, please. Looking ahead to 2026 and 2027, T1 is well positioned to navigate this bridge year to G2. On production, we're maintaining our guidance of 3.1 GW-4.2 GW. As we continue to qualify new cell suppliers, we're increasingly confident in our ability to deliver towards the high end of the range in 2026.

With 3 GW under contract for 2026, we have solid visibility, but there's some meaningful swing factors that we expect to play out in the near term that will bring the year into clearer focus for T1. Number one, as a large buyer of U.S. polysilicon, the potential for a ruling in a Section 232 case has potential meaningful impact for our merchant capacity pricing in 2026 and beyond. Number two, as we expand our global vendor network of qualified cell suppliers, there may be potential to bring additional volumes. And three, customer safe harboring activity and projected timelines are still adjusting to the new regulatory climate. Our 2026 outlook is underpinned by several important distinctions between our position today and where we were at the start of 2025.

Number one, with our organization maturing and year-end contract changes, we are moving away from service agreements with Trina, which save an estimated $30 million-$100 million at a 3 GW-5 GW run rate. These arise from the deletion of the trademark licensing agreement and the inapplicability of sales commission resulting from the deletion of the TLA. Number two, we entered 2026 with 3 GW under firm offtake contracts, which is more than double the contract coverage we had in 2025. As a reminder, these contracts include a 1 GW cost plus contract and a 2 GW fixed margin contract, both which represent superior economics compared to our full-year sales mix in 2025.

Number three, as Dan mentioned in the commercial update, we are fielding meaningful inbound customer interest for volumes in later 2026 as developers work down inventory and move past July 2026 safe harboring milestones. Number four, G1_Dallas started 2026 fully operational and capable of producing above nameplate capacity. Recall that installations and commissioning activity was ongoing at G1 through one half of 2025. While 2026 represents a bridge to an expected step change in T1's earnings power with G2_Austin, we're confident that 2026 will be significantly better year for T1 in terms of profitable operations. Within 2026, we're deferring some 1Q deliveries and expect a significant shift of sales volumes from 1Q to 2Q 2026 due to customer requests and timelines. The shift does not change our expected 2026 revenue or adjusted EBITDA, only the timing.

There are also no changes to our run rate EBITDA projections as we achieve integrated production between G1, G2 as in the table. Now let's move to Slide 11 for overview on our capital formation initiatives. Following our successful capital raise in the fourth quarter, our finance team has been advancing multiple options to fund the remaining capital required to complete phase I of G2_Austin. While speed is the essence for G2, our strength and balance sheet has enabled us to prudently evaluate multiple funding pathways to ensure we arrive at the appropriate blend of cost, leverage, structure, duration, and the potential for counterparty halo effects. To be clear, we have had opportunities to enter into transactions to fund the first phase of G2, but we have elected to pursue what we believe are more attractive options.

With the capital we've already deployed at G2, we've maintained the projected schedule and timeline, so we are now targeting full financial close of the remaining $350 million at G2 in April. Our confidence in our ability to fund this phase of our growth is fueled by the transformation in our investor base across T1's capital structure since last summer, and the ongoing interest in partnering with T1 from a host of institutions, strategics, and lenders. Now I'll turn the call back to Dan.

Thanks, Evan. Let's turn to Slide 12. Elon Musk's recent announcement of his intentions to construct 100 GW of U.S. domestic solar capacity has been the talk of the solar industry in recent weeks. Just last week, he also announced plans to construct Terafab, a $20 billion chip facility here in Austin. While we can't speak for other companies, we believe these announcements have positive implications for the solar industry in general and for T1 specifically. Our North Star at T1 is to invest in American advanced manufacturing and to establish critical domestic supply chains to power AI, electrification, and onshoring. Having much larger companies such as Tesla and SpaceX implement a similar playbook here in our home state suggests two things.

T1 is on the right path, and the support that Elon's companies are likely to receive in building out domestic manufacturing in Texas should create additional momentum for landmark projects like our G2_Austin Solar Cell Fab. Elon's selection of solar as a central pillar of power generation to support his portfolio company's growth ambitions is a landmark validation of solar as an energy source, potentially creating a rising tide effect for the domestic solar industry. Now let's turn to Slide 13. Our vision of building a fully integrated silicon-based solar supply chain in the U.S. could not be more perfectly aligned with the priorities of this country and the current administration, as shown in Slide 15. In many ways, T1 is setting the standard for reverse technology transfer, bringing cutting-edge solar capabilities back to America.

This end-to-end domestic polysilicon solar supply chain will provide scalable, low-cost energy while strengthening American energy independence. By investing in a fully integrated domestic supply chain, T1 supports the U.S. polysilicon industry and ensures solar energy can free up domestically produced natural gas for export to our partners. With U.S. electricity demand surging, optimizing domestic energy resources has never been more critical. Solar paired with storage deployed directly at data centers can insulate consumers from demand-driven price spikes. As geopolitical risk premium returns to the global energy markets, developing a domestic supply chain becomes essential to keeping energy affordable. Moreover, as AI drives a new wave of electricity demand, solar is the most scalable resource available to help power the next generation of data center infrastructure. By scaling domestic solar, T1 supports both the country's energy needs and the growth of U.S. AI leadership.

Turning to Slide 14, let's conclude with a review of T1's top priorities for 2026. Our priorities continue to evolve as we strengthen the business, but our core objective remains unchanged, building the first fully integrated U.S. polysilicon solar supply chain. To support that, we're focused on the following key initiatives. We're completing our capital formation to achieve full financial close on phase I of G2_Austin and continuing to advance construction on schedule, which will position T1 to produce high domestic content modules at G1_Dallas using domestic polysilicon, wafers, steel frames, and solar cells. Once G2 phase I achieves full financial close, we should have visible demand for phase II that should support offtake commitments and subsequent funding. In parallel, we are taking definitive steps to enhance T1's profitability and capital structure.

We're driving efficiencies at G1_Dallas to achieve sustainable profitability and reducing unit cost of production through automation and software upgrades. At the same time, we're optimizing our capital stack, carefully managing leverage, cost, complexity, and ownership as our business model continues to mature. These efforts position us to deliver stronger returns while maintaining a disciplined, flexible financial foundation. Delivering long-term shareholder value is our ultimate objective as we build T1 into a cash flow engine and a leader in the underserved domestic solar cell market. We're focused on driving EBITDA and cash flows through both organic growth and strategic acquisitions while investing in high-margin opportunities that complement our manufacturing business. As a company, we're proud of what we accomplished in 2025, and we're entering 2026 with strong momentum.

More importantly, we are excited for the year ahead as we move closer to our goal of creating the first end-to-end domestic polysilicon solar supply chain in the U.S., a milestone that will both set T1 apart and set a new standard for the industry. With that, I'll turn it back to Jeff to coordinate the Q&A session.

Thanks, Dan. Marvin, we're ready to open the line for questions, please.

Thank you. At this time, we'll conduct a question and answer session. As a reminder, to ask a question, you will need to press star one one on your telephone and wait for your name to be announced. To withdraw your question, please press star one one again. Please stand by while we compile the Q&A roster. Our first question comes from the line of Philip Shen of Roth Capital Partners. Your line is now open.

Hey, guys. Thanks for taking my questions. First one is just on the remaining raise for phase I. You talked about closing this in April. You've had many other options, but you're waiting for or trying to create the right set of and sources of capital. So just was wondering if you might be able to provide more color on what those alternative sources might be and what the makeup might look like. Is it earlier in April, later in April? Thank you very much.

Yeah. Thanks, Phil. We can't give too much color on this. We are confident that it will be in April. As Evan said, we have passed on certain, we'll say, higher cost options, that the state and maturity of the project continues, to support this. G2, we've made tremendous progress in terms of where we are, with PLE equipment starting to come in in June, July, and August. We're comfortable now in many, many conversations with many, many capital providers. They're seeing that G2 is on track. They have more confidence in what's going on in the market. They see that the G1 asset is working, at a production level, albeit at lower EBITDA, which we just went through. We see the volumes working, and there's more confidence in that base asset.

That's really giving us a lot of comfort in what we're seeing in April. We're committing to April. We're confident that we'll hit April. We just can't give too much color for a few reasons there. Evan, would you like to add anything about the funding for G2, which remains $350 million?

Yeah. No, Philip, it's hard to give you kind of more detail. I think Dan covered it. I mean, look, we wanna finance in a way that provides the most flexibility to expand G2, right? Given all sales are through G1, it's gonna be a holistic, you know, type of financing, so that's important to us. Feel like we also believe that future sales price will be above, you know, what are still attractive long-term contract off-takes, but they're at a significant discount to current and what our expectations are of future. We want to, you know, maximize kind of our merchant exposure as we move into the year. I think those are two additional points of color. But yeah, it's hard to answer your question. We're, you know, we got 30 days, so you're gonna know.

Okay. No problem. Thanks, guys. Shifting over to your customer situation and kind of driving new customers. You guys talked about two new customers in the quarter, and you've given a lot on the pipeline. Well, one, can you share who those two new large customers are? I think Treaty Oak might be one. And then, you know, maybe give some more color on the pipeline and maybe the cadence of additional contracts as we get through the year. Thanks.

Yeah. Treaty Oak did allow for public disclosure of their name. The others prefer confidentiality, so we can't talk about that. We remain close on a significant contract. We're confident that we can get that contract through. As you can imagine, there's a lot of work to be done with a new plant in 2025 with the quality and the QA/QC of that plant, which is being demonstrated. We have executed quite a bit of further de-FEOC-ing and we'll say further de-FEOC-ing proofing at the end of last year. All of those things are very important aspects for new customers to come in.

We're comfortable more and more increasingly, many more customer visits, much more interaction as we're building with that, as part of the EBITDA growth and moving away from an agency agreement, from, in the past. Building these relationships with these customers now is important. We've had over a dozen very significant customers visiting it. All of them are very pleased with what they're seeing in terms of QA/QC, and many of them are very pleased with the progress we're making on G2. Everyone really wants a high-efficiency TOPCon cell. Everyone really likes the commercial, we'll say maturity of the TOPCon that we're producing, and there's a lot of comfort there.

Okay. Thanks, Dan. One last one, if I may, and then I'll pass it on. As it relates to the European assets and the recent news there, can you update us on how much cash you could raise from potentially selling those assets and what the timing might be? And possibly could you finance that asset ahead of time so you can kind of leverage that asset value earlier and maybe take some cash out? Thanks.

Yeah. We're looking at it the way you're looking at it. Those assets are legacy assets. In Norway, we have an already existing powered shell now with 50 MW. We're in the queue for a further 350 MW-400 MW of power. That secondary power takes longer, but there's a pathway to that. We're active. We've hired Pareto to start marketing that. We are open to full divestment. We are open to partnership, but we're as soon as possible there. I'd say that's move-in ready. There's a lot of interest there. That power is 100% uptime and hydroelectric power. In Finland, we are getting close to permitting on a site. This was a legacy industrial site. We took this industrial platform site. We held the option.

That option, we're ready to execute that option with building permits to get close to 300 MW of power. That'll be a brownfield site in an industrial zone. That's the same thing. It's hard to speculate at what prices we'll get, but you're looking at pricing in the market right now from anywhere from $500,000 a megawatt to $1 million a megawatt in terms of power. It's a very robust Nordic market right now, and we are very committed to divesting this as soon as possible and/or partnering to retain upside value.

Okay, great. Thanks, I'll pass it on.

Thanks a lot.

Thanks, Phil.

Thank you. One moment for our next question. Our next question comes from the line of Greg Lewis of BTIG. Your line is now open.

Yeah. Hi, thank you, and good morning, and thanks for taking my questions. You know, Dan, I was hoping you could talk a little bit about the shift in IP to Evervolt and you know, just I guess what last month there was some talk of, I guess a CVD on India. Just you know, as we think about that, like how are we thinking about margins and is that something that we're you know looking to broaden out beyond Evervolt because of the margins, I mean the CVD at India?

Well, Evervolt is a Singaporean entity, and we are licensing from Evervolt. I can let Andy touch more about that if it's a specific question on there. In terms of India, we don't have operations in India. I think that India AD/CVD is only gonna make it harder for product to be coming through India to the United States. We have been supportive of AD/CVD cases publicly. We've been supportive of Section 232 very publicly. We remain optimistic that the U.S. will have a robust Section 232 across the chain, down to the modules, down to the products. I think that's very important for the profitability of the American solar market. From those perspectives, we're still hopefully optimistic in terms of what's gonna happen there.

Andy, do you wanna touch on Evervolt a bit about our licensing strategy?

Yeah. Well, as you said, our license with Evervolt doesn't in any way result in tariffs. We're not importing anything from India. That's all upside. The [solar 3.0] tariffs, which help to level the playing field for U.S. manufacturers, [solar 4.0] tariffs that will be implemented soon, and the Section 232. That's all upside and wind at our back. What we have with Evervolt is simply an IP license. You know, from our perspective, that's only reducing the risks that we face going forward on the FEOC front. It further solidifies our position when it comes to compliance. We put a lot of effort into world-class compliance program.

Even without that transaction, we believe we were compliant, but it's essentially the suspenders to our belts because we have taken a very conservative approach on FEOC compliance, and we're confident that we will be able to join. We had a number of strategic transactions at year-end. That was one of them. But if you go down each and every one of the prongs of FEOC compliance, equity, debt, covered officers, IP, effective control, and material assistance, we feel confident we're compliant. Early this year, there was guidance given, and that made it clear that our strategy of procuring non-FEOC cells would allow us to satisfy the material assistance cost ratio by providing safe harbors.

That guidance was good news, and we welcome additional guidance on FEOC and are confident that our world-class compliance program will ensure that we're compliant.

I think just to close it out, there's been a tremendous amount of safe harboring in 2025 that was happening. OBBBA clearly put a lot of volatility into buying and selling. They're going back to Section 232. There's still pressure from imports from imported modules from Asia or particularly from imported polysilicon from Asia. Section 232 for level of playing field would be very important from a margin from a leveling the playing field and enhancing that margin. That still seems to be the key area. I'd say. There's a lot of optimism in the market now that developers are hoping to see higher PPA prices rising. Obviously, with conflicts in the Middle East, there's been a lot of rise in natural gas. Natural gas vis-a-vis solar has been the key competitive.

Solar and storage is only more competitive with higher natural gas prices at home. There does seem to be a lot of tailwinds behind the market. Obviously the debate between the developers wanting that margin versus the manufacturers getting that margin remains. Again, we're very optimistic that we'll see a Section 232 strengthen margins for American-made solar. This whole thing we've been doing is about American manufacturing as it is about American energy. It's very important that we're reshoring jobs that we're creating manufacturing jobs, and I think that's very supported by the administration.

Super helpful. Thank you very much.

Thank you. One moment for our next question. Our next question comes from the line of Sean Milligan of Needham & Company. Your line is now open.

Hey, good morning, Dan and Evan. Evan, you went through a little quickly on the call, but I wanted to confirm, did you say that you've reduced the Trina sales and service agreement commitments for 2026 and moving forward?

Yeah. I mean, there were two changes that happened on January or December 31st that deleted one contract that has collateral impact into another, and that would reduce the year-over-year comparison on the fees owed under those agreements. I gave a range of $30 million-$100 million, and just to be clear, that per year, the low end is 3 GW without a G2 cell, and the high end, $100+ million is 5 GW with a G2 cell to mention the range. I mean, both those contracts are publicly filed, you know, with our deal in December, so you can kinda go through the math otherwise.

That's, you know, it's based on an estimated sales price and EBITDA, so they're estimated kind of amounts.

I just wanna make sure I'm understanding this correctly. Is that coming out of the G&A line in 2026 if we look at it compared to 2025?

Yeah. I mean, look, I mean, SG&A, you know, it was clearly heavy in 2025. It was a ramp-up of a new asset. It was a ramp-up of a new business for T1, and it embeds a growth project, right? When you think of the construction of SG&A, there's a large. You'll see the 10-K, right, this evening or after the close, which you can see some of this stuff. There's a large, you know, non-cash component, you know, in your SG&A, right? That relates to largely carried by the impairment, but there's other, you know, non-cash, stock comp, allowance, doubtful accounts, other accounts and D&A, depreciation and amortization that result in a non-cash piece of about 33%.

Then there's other third-party fees in there, which were 26% of that number in 2025. That contains those contract fees, largely the commission fee that it'll be reduced in that number going forward, you know, depending upon, you know, volume and the quantums that I mentioned dimension. Long-winded answer, yes.

Okay, that's great. Just to kinda circle back up, so that contract, I think, had a fixed margin on the gross margin side, right? Has that changed? Like, how should we think about the third-party margin for 2026?

Yeah. I mean, we have two different contracts, right? We have one five-year long-term contract that underpins the financing of the asset, that is a cost plus contract. We have a second, you know, 1-year contract that's fixed margin, you know, at 2 GW. We executed 9 different contracts in conjunction with the acquisition of the asset, right? The deletion of the contracts that I mentioned were different than the offtake contracts. They're not. They don't impact the contract calculations.

Okay. Great. Thank you.

I mean, there's no change in that year-over-year. Yeah. I mean, but there's a new contract, so.

Thank you so much. All right.

Mm-hmm.

Thank you. This concludes the question and answer session. I would like to turn it back to Jeffrey Spittel for closing remarks.

Thanks, Marvin. Well, thank you all for your attention and participation today. Please feel free to contact us. We'll be back out on the road in the next few weeks with Dan and Evan. You know where to find us, and look forward to following up with everybody after the call. This will conclude today's call. Thank you.

Thank you for participating in today's conference. This does conclude the program. You may now disconnect.