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10-K2026-02-26· merged:deepseek-v4-pro

EOSE · Eos Energy Enterprises, Inc.

0001628280-26-011961

SEC filing

Summary

Eos Energy achieved 632% revenue growth to $114.2M in 2025 driven by scaled production and deliveries, though cost of goods sold continued to outpace revenue, resulting in a net loss of $969.6M.

Key takeaways

Full analysis

Period Performance

Period Performance

For the year ended December 31, 2025, Eos Energy Enterprises reported a significant increase in revenue, rising 632% to $114.2 million from $15.6 million in the prior year. This growth was attributed to increased production and deliveries of its Znyth™ battery energy storage systems (BESS) and improved pricing. However, the company's cost of goods sold grew at a slower rate of 161% to $258.0 million, driven by higher manufacturing volumes, project execution costs, and increased warranty accruals. These costs were partially offset by a $21.3 million benefit from Inflation Reduction Act (IRA) Production Tax Credits (PTCs). As a result, the company's gross loss widened significantly.

Operating expenses also increased. Research and development expenses rose 25% to $28.5 million, primarily due to higher spending on outside services and payroll. Selling, general, and administrative expenses increased 42% to $85.1 million, driven by higher consulting, legal, and personnel costs, including $7.1 million in non-cash expenses. The company also recorded a $1.8 million loss from the write-down of property, plant, and equipment related to production design changes.

The bottom-line net loss for the year was $969.6 million, compared to a $685.9 million loss in 2024. This substantial loss was heavily influenced by significant non-cash charges, including a $279.9 million loss from the change in fair value of warrants, a $383.3 million loss from the change in fair value of related-party derivatives, a $52.7 million loss on debt extinguishment, and a $63.5 million induced conversion expense. These were partially offset by a $76.5 million gain from the change in fair value of derivatives and an $18.1 million gain from the change in fair value of related-party debt.

Segment Dynamics

The MD&A does not present results by operating segment, treating the company as a single reporting unit focused on its BESS and related services. The revenue increase was driven entirely by the core BESS business, with the company noting it expects revenues to continue increasing as it scales production. The cost structure reflects a company in the early stages of commercializing a new technology, with cost of goods sold expected to exceed revenue in the near term as production scales and systems are prepared for customer go-live. The company highlighted the strategic advantage of its U.S.-based manufacturing, which positions it to benefit from IRA domestic content bonus credits.

Forward View

Management's outlook is focused on executing its Project AMAZE strategy to scale manufacturing capacity to 8 GWh by 2027, supported by the DOE Loan Facility. The company successfully raised approximately $1.5 billion in capital during 2025 through a combination of equity offerings, convertible notes, and warrant exercises, ending the year with $568.0 million in unrestricted cash. This capital raise was pivotal, as management concluded that there is no longer substantial doubt about the company's ability to continue as a going concern, a concern that had existed previously. The company expects to remain in compliance with its Minimum Liquidity debt covenant over the next twelve months, with other financial covenants related to EBITDA and revenue not becoming effective until the quarter ending March 31, 2027. While the company anticipates its cost of goods sold will continue to exceed revenue in the near term, the focus remains on scaling production to meet what it describes as strong customer demand for long-duration energy storage.

Notes & Operating Detail

Balance Sheet & Liquidity

As of December 31, 2025, Eos Energy Enterprises held $568.0M in cash and cash equivalents, a significant increase from $74.3M at year-end 2024, driven by $820.5M in convertible note issuances and $539.3M in common stock proceeds. Total restricted cash (current and long-term) was $56.6M, including reserves for the DOE Loan Facility and interest reserves for convertible notes. Total debt carrying value stood at $813.3M, up from $316.9M, reflecting the issuance of May 2025 and November 2025 Convertible Notes, partially offset by the extinguishment of 2021 Convertible Notes and AFG Convertible Notes. Shareholders' deficit deepened to -$2.239B from -$1.070B, primarily due to a $969.6M net loss and $770.7M in preferred stock remeasurement. The company had $1.362B in Series B Preferred Stock classified in mezzanine equity. Inventory grew to $59.0M from $32.8M, supporting production ramp-up.

Commitments & Contractual Obligations

Total debt payment obligations as of December 31, 2025, amount to $1.103B. This includes $372K due in 2026, $58.6M due between 2028-2029, and $1.044B due in 2030 and thereafter. Notably, $315.8M of the Delayed Draw Term Loan and DOE Loan Facility could become due by March 14, 2030, under springing maturity provisions triggered by outstanding convertible notes. Remaining performance obligations from customer contracts were $45.8M, with 83% expected to be recognized as revenue within twelve months. Contract liabilities totaled $17.5M. The company has a Minimum Liquidity covenant requiring cash and cash equivalents of at least $15.0M at all times.

Capital Allocation (buybacks, dividends, debt, capex)

The company did not pay dividends or repurchase shares for treasury purposes. Debt activity was substantial: $820.5M in new convertible notes were issued (May 2025: $250M; November 2025: $600M), while $740.8M was repaid or extinguished, including $122.9M of 2021 Convertible Notes, $200M of May 2025 Convertible Notes via induced conversion, and $180.9M of related-party notes. Capital expenditures totaled $53.8M, representing 47.1% of revenue, focused on manufacturing equipment and construction in progress ($36.6M). The company also received $38.5M in net proceeds from the final Delayed Draw Term Loan tranche and $22.7M from the DOE Loan Facility.

Segment / Geographic Mix

Eos Energy Enterprises operates as a single operating and reportable segment, designing and manufacturing energy storage solutions. No segment-level disaggregation is provided in the Notes. Revenue of $114.2M consisted of $112.0M in product revenue and $2.2M in service revenue. Two customers accounted for 51.5% and 18.8% of total revenue in 2025, indicating significant customer concentration. Geographic mix is not disclosed at the note level.

Risk Factors

Financial & Liquidity

Eos Energy Enterprises continues to face severe financial headwinds, reporting a net loss of $969.6 million for 2025, up from $685.9 million in 2024. The company explicitly states it expects continued losses and negative operating cash flows as it prioritizes investment in scaling its Z3 battery production. The company's survival is heavily dependent on external capital, primarily through the DOE Loan Facility and the Cerberus Credit Agreement. A critical near-term risk is the company's ability to meet financial covenants (Minimum Consolidated EBITDA, Revenue, and Liquidity) which were deferred until March 31, 2027. Failure to comply could trigger defaults, cross-defaults, and a halt to DOE funding, forcing the company to seek alternative capital or curtail operations. Additionally, the substantial number of convertible securities and warrants, particularly the Cerberus Securities with a lockup expiring June 21, 2026, poses a significant risk of dilution and downward pressure on the stock price.

Regulatory & Geopolitical

The imposition of significant U.S. tariffs beginning in early 2025 is a new and prominent risk, with the company citing potential increases in inventory acquisition costs and adverse impacts on product sales. The evolving nature of these tariffs and retaliatory measures creates substantial uncertainty. Furthermore, the company faces existential risk from potential changes to federal renewable energy incentives. The OBBBA introduced PFE restrictions that could limit the availability of the Investment Tax Credit (ITC) and Section 45X production tax credits, which are vital for both Eos and its customers. The current administration's stance on repealing or curtailing these credits adds a layer of political risk that could severely reduce demand for energy storage systems.

Operational & Competitive

Eos's manufacturing operations are at a critical juncture, with a single point of failure at its Turtle Creek, PA facility until a second facility in Warrendale becomes operational in 2026. The company has limited experience in high-volume commercial manufacturing, and scaling to meet demand while achieving cost reductions is unproven. Supply chain dependencies on third-party suppliers for key components present an ongoing risk of disruption. Competitively, Eos faces intense pressure from traditional Li-ion manufacturers, who benefit from declining lithium prices and greater power density. The company acknowledges its products may be considered inferior on a cell and module basis, and competitors, particularly in China, may operate with minimal or negative margins, forcing Eos into unfavorable pricing strategies.

Cash Flow Quality

Cash Flow Quality

Eos Energy Enterprises, Inc. continues to exhibit significant cash consumption as it scales its operations. For the year ended December 31, 2025, net cash used in operating activities was $175.6 million, a deterioration from the $146.6 million used in 2024. This negative operating cash flow is primarily driven by a substantial net loss, partially offset by non-cash items such as stock-based compensation and depreciation, but further pressured by a significant build-up in inventory and accounts receivable as the company ramps production.

Capital expenditures totaled $24.5 million in 2025, up from $18.9 million in the prior year, reflecting continued investment in the company's Turtle Creek manufacturing facility. The company does not report free cash flow, but combining operating cash flow and capex indicates a deep free cash flow deficit. No dividends were paid, and no share repurchases were conducted, as the company remains in a capital-intensive growth phase.

Financing activities provided a critical lifeline, generating $249.6 million in net cash. This was largely driven by the issuance of convertible notes, including the May 2025 and November 2025 Convertible Notes, which were used to extinguish prior debt and fund ongoing operations. The company's cash position remains heavily reliant on external financing to bridge the gap between its operating losses and its investment in production capacity.