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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): March 22, 2024
___________________________________
Hyzon Motors Inc.
(Exact name of registrant as specified in its charter)
___________________________________

Delaware 001-3962 82-2726724
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification Number)
599 South Schmidt Road
Bolingbrook, IL
60440
(Address of principal executive offices) (Zip Code)
(585)-484-9337
(Registrant's telephone number, including area code)
                                                                                       Not Applicable
(Former name or former address, if changed since last report)
___________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A common stock, par value $0.0001 per share HYZN
NASDAQ Capital Market
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share HYZNW
NASDAQ Capital Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 2.02. Results of Operations and Financial Condition.

On March 22, 2024, Hyzon Motors Inc. (the “Company”) issued a press release announcing the financial results for the Company for the year ended December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02, including the Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 7.01. Regulation FD Disclosure.

The Company's management team will host a conference call on March 22, 2024 during which they will make a presentation on the Company's financial results for the fourth quarter ended December 31, 2023. The presentation has been made available on the Company's website at https://investors.hyzonfuelcell.com/ and is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

The information in this Item 7.01, including the Exhibit 99.2 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.
Exhibit Number Description
99.1
99.2
104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HYZON MOTORS INC.
Date: March 22, 2024
By:
/s/ Parker Meeks
Name:
Parker Meeks
Title:
Chief Executive Officer



EX-99.1 2 q4_2023xexhibit991.htm EX-99.1 Document

Exhibit 99.1    
imagea.jpg
 News release
HYZON ANNOUNCES FOURTH QUARTER 2023 FINANCIAL AND OPERATING RESULTS

Announces first commercial delivery of fuel cell electric truck in the U.S.

BOLINGBROOK, Ill., March 22, 2024 - Hyzon (NASDAQ: HYZN) (Hyzon or the Company), a U.S.-based manufacturer and global supplier of high-performance hydrogen fuel cell systems focused on providing zero-emission power to decarbonize the most demanding industries, today announced its fourth quarter 2023 financial and operational results:

Recent Highlights

•Advanced single stack 200kW fuel cell technology from B-sample to C-sample development phase
•Completed first deliveries in the United States, including four fuel cell electric vehicles (FCEVs) to Performance Food Group (PFG) at its Vistar facility in Fontana, California
•Commenced trial deployment of a fuel cell electric waste collection truck with REMONDIS Australia, a global recycling, service, and water company
•Deployed 19 FCEVs in 2023 at the high-end of 15-20 FCEV guidance range, including PFG deliveries and REMONDIS commercial trial vehicle
•Accelerated refuse program in North America through a recently announced Joint Development Agreement with New Way Trucks, the largest private refuse equipment manufacturer in North America
•Unrestricted cash, cash equivalents, and short term investments of $112.3 million as of December 31, 2023, from $137.8 million as of September 30, 2023

“2023 was an inflection point for Hyzon from a commercial and operational standpoint. We deployed 19 vehicles globally, including to both large fleet and drayage customers and our first heavy-duty fuel cell electric truck in the United States. Additionally, we advanced our industry-leading single stack 200kW fuel cell technology from B-sample to C-sample development by completing manufacturing and factory acceptance testing, full design verification, and certain durability testing of 25 200kW fuel cell system B-samples. Operationally, we took steps to drive efficiencies and significantly reduce our monthly cash burn rate while accelerating our leading 200kW fuel cell system technology and FCEV commercialization,” said Hyzon Chief Executive Officer (CEO) Parker Meeks.

Fourth Quarter 2023 Business Highlights

Fuel Cell Electric Vehicle Deployments
As of December 31, 2023, Hyzon deployed 19 vehicles under commercial agreements to customers in 2023, towards the upper end of its annual guidance range of 15-20 vehicles. Of those vehicles, five were deployed in the U.S. to both drayage and large fleet customers, three in Europe, and 11 in Australia.

In Q4 2023, as a part of the 19 deployments, the Company also announced the commercial trial deployment of its first fuel cell electric waste collection truck to REMONDIS Australia. The four month trial completed successfully, and Hyzon is working with REMONDIS to transfer ownership of the truck to REMONDIS under the existing commercial agreement.

Commercial Progress
The Company announced sale and delivery of a heavy-duty FCEV in the United States to a U.S. drayage customer operating at the ports of Los Angeles and Long Beach, California, marking Hyzon's entry into the U.S. drayage market in Q4 2023.

Hyzon also delivered four FCEVs to leading food distributor and supplier, PFG, in December 2023. Contingent upon a successful trial with Hyzon's 200kW FCEV, Hyzon and PFG plan to collaborate on an agreement for 15 200kW FCEVs, with an option for an additional 30 FCEVs.

Hyzon entered into a revised commercial agreement with TR Group, New Zealand's largest heavy-duty truck fleet owner, for up to 20 FCEVs upfit with Hyzon's single stack 200kW fuel cell system. Following the initial commercial trial, TR Group has an option to purchase the two trial trucks as well as to upfit another 18 trucks with Hyzon's 200kW fuel cell systems.

Single Stack 200kW Fuel Cell System Advances to C-Sample Development Phase
Hyzon completed its B-sample development phase of the 200kW Fuel Cell System (FCS) in Q4 2023, and advanced to C-sample development phase. In Hyzon's C-sample phase, FCSs are built with production tooling to meet all technical requirements. This step precedes Start of Production (SOP), which is currently on track for the second half of 2024.

The Company develops and builds key components for its 200kW FCSs in-house at its fuel cell production facility in Bolingbrook, Ill., including proprietary electrode formulations and Hyzon's roll-to-roll, Membrane Electrode Assembly manufacturing line. Hyzon has less than $5 million in estimated remaining capital expenditures to reach SOP, with an expected capacity at SOP of 700 200kW fuel cell systems over three shifts.

Newly Appointed Chief Technology Officer
In December 2023, Hyzon announced the appointment of Dr. Christian Mohrdieck as Chief Technology Officer. Mohrdieck joins Hyzon with extensive C-Suite experience, most recently serving as Chief Commercial Officer of cellcentric GmbH & Co. KG, a joint venture between Daimler Truck AG and the Volvo Group AB.

Prior to his role at cellcentric, Mohrdieck was Chief Executive Officer of Mercedes-Benz Fuel Cell GmbH since 2015, before it merged into Daimler Truck Fuel Cell GmbH & Co. KG.






hyzonfuelcell.com


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Fourth Quarter 2023 Financial Updates
As of December 31, 2023, unrestricted cash, cash equivalents, and short-term investments were $112.3 million, approximately $25.5 million lower than the September 30, 2023 balance of $137.8 million. Net cash burn of $25.5 million during the quarter represented the lowest quarterly net cash burn over the last nine quarters and the fourth consecutive quarter of declining net cash burn.

"We are pleased with the continued progress we have made on reducing our net cash burn through focused operational efficiencies, cash management, lower legal and professional services expenses, and strategic focus. Our quarterly net cash burn in Q4 came to $25.5 million representing a fourth consecutive quarter of declining burn, showing our continued focus on prudent cash and capital management while driving our technology and commercialization progress forward," said Hyzon Chief Financial Officer Stephen Weiland.

Conference Call Information
The Hyzon management team will host a conference call to discuss its fourth quarter financial results on Friday, March 22, 2024 at 8:30 am Eastern Time.

Participants may access the call at 1-888-800-7840, international callers may use 1-646-307-1856 and enter the access code 5240234. To listen to the live audio webcast and Q&A, visit the Hyzon investor relations website at https://investors.hyzonfuelcell.com/.

About Hyzon

Hyzon is a global supplier of high-performance hydrogen fuel cell technology focused on providing zero-emission power to decarbonize demanding industries. With agile, high-power technology designed for heavy-duty applications, Hyzon is at the center of a new industrial revolution fueled by hydrogen, an abundant and clean energy source. Hyzon focuses on deploying its fuel cell technology in heavy-duty commercial vehicles across North America, Europe, and Australia/New Zealand today and in tomorrow's power generation and energy storage, mining, construction, rail, marine, and airport ecosystems. To learn more about how Hyzon partners across the hydrogen value chain to accelerate the clean energy transition, visit www.hyzonfuelcell.com.

Use of Non-GAAP Financial Information

EBITDA and Adjusted EBITDA

To supplement its Consolidated Balance Sheets and Statements of Operations and Comprehensive Loss, which are prepared and presented in accordance with U.S. generally accepted accounting principles ("GAAP"), Hyzon reports EBITDA and Adjusted EBITDA which are non-GAAP financial measures.

EBITDA is determined by taking net loss and adding interest expense, income tax expense or benefit, depreciation and amortization. Adjusted EBITDA is determined by taking EBITDA and adding non-cash stock-based compensation expense, change in fair value of private placement warrant liability, change in fair value of earnout liability, gain (loss) on equity securities, investment and interest income, and other special items determined by management, if applicable. We believe that these non-GAAP measures, viewed in addition to and not in lieu of our reported GAAP results, provide useful information to investors by providing a more focused measure of operating results, enhances the overall understanding of past financial performance and future prospects, and allows for greater transparency with respect to key metrics used by management in its financial and operational decision making. The non-GAAP measures presented herein may not be comparable to similarly titled measures presented by other companies. EBITDA and Adjusted EBITDA has been reconciled to the nearest GAAP measure in the tables within this press release.

Free Cash Flow
In addition to reporting Hyzon's cash flow generation and usage based upon the operating, investing, and financing classifications included in the Consolidated Statements of Cash Flows, the Company also reports free cash flow, a non-GAAP financial measure which represents net cash used in operating activities less capital expenditures. The Company believes free cash flow is an important measure of operating performance because it provides management and investors with a measure of cash that is available for mandatory payment obligations and investment opportunities. Free Cash Flow has been reconciled to the nearest GAAP measure in the tables within this press release.

Forward-Looking Statements
This press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, are forward-looking statements. When used in this press release, the words "aims," "could," "should," "will," "may," "believe," "anticipate," "intend," "estimate," "expect," "project," the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements, including statements relating to the Company’s expectations regarding actions to focus and restructure its business and its expectations regarding the benefits of actions taken and that may be taken in the future in furtherance of such efforts, its beliefs and expectations regarding its technology and the performance and capabilities of its fuel cells and FCEVs; its outlook regarding its business milestones and the expected timing and benefits thereof, including commencement of commercial production of its fuel cell systems and FCEVs, its beliefs and outlook regarding momentum in its business, and its beliefs regarding its competitive position and the benefits thereof, are based on management's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Hyzon disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release. Hyzon cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Hyzon, including risks and uncertainties described in the "Risk Factors" section of Hyzon's latest Annual Report on Form 10-K, Form 10-Q for the quarter ended September 30, 2023 filed on November 14, 2023, and other documents filed by Hyzon from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements, such as risks related to the ability to convert non-binding memoranda of understanding or vehicle trial agreements into binding orders or sales (including because of the current or prospective financial resources of the counterparties to Hyzon's non-binding memoranda of understanding and letters of intent), or the ability to identify additional potential customers and convert them to paying customers. Hyzon gives no assurance that Hyzon will achieve its expectations.

Contact:
IR@hyzonfuelcell.com

Media Contact:
Hyzon@teamavoq.com





hyzonfuelcell.com


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HYZON MOTORS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)
December 31,
2023
December 31,
2022
ASSETS
Current assets
Cash and cash equivalents $ 112,280  $ 60,554 
Short-term investments —  194,775 
Accounts receivable 498  29 
Unbilled receivable
1,599  — 
Related party receivable —  6,578 
Inventory 28,811  35,553 
Prepaid expenses and other current assets 9,335  15,365 
Total current assets 152,523  312,854 
Property, plant, and equipment, net 18,569  22,420 
Right-of-use assets 4,741  9,181 
Equity method investments
8,382  8,500 
Investments in equity securities 763  15,030 
Other assets 6,157  6,911 
Total Assets $ 191,135  $ 374,896 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable $ 1,479  $ 13,798 
Accrued liabilities 30,116  25,587 
Related party payables 265  433 
Contract liabilities 8,872  3,919 
Current portion of lease liabilities 1,821  2,132 
Total current liabilities 42,553  45,869 
Long term liabilities
Lease liabilities 5,733  7,492 
Private placement warrant liability 160  1,122 
Earnout liability 1,725  10,927 
Deferred income taxes —  526 
Accrued SEC settlement 8,000  — 
Other liabilities 2,964  1,901 
Total Liabilities $ 61,135  $ 67,837 
Commitments and contingencies
Stockholders’ Equity
Common stock, $0.0001 par value; 400,000,000 shares authorized, 245,081,497 and 244,509,208 shares issued and outstanding as of December 31, 2023 and 2022, respectively. 25  25 
Treasury stock, at cost; 3,769,592 shares as of December 31, 2023 and 2022, respectively. (6,446) (6,446)
Additional paid-in capital 380,261  372,942 
Accumulated deficit (242,640) (58,598)
Accumulated other comprehensive loss (514) (153)
Total Hyzon Motors Inc. stockholders’ equity 130,686  307,770 
Noncontrolling interest (686) (711)
Total Stockholders’ Equity 130,000  307,059 
Total Liabilities and Stockholders’ Equity $ 191,135  $ 374,896 





hyzonfuelcell.com


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HYZON MOTORS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(in thousands, except per share amounts)



Year Ended
December 31,
2023
Year Ended
December 31,
2022
Revenue $ 295  $ 3,726 
Operating expense:
Cost of revenue 15,656  23,320 
Research and development 43,729  39,132 
Selling, general, and administrative 121,164  114,073 
Restructuring and related charges 7,765  — 
Total operating expenses 188,314  176,525 
Loss from operations (188,019) (172,799)
Other income (expense):
Change in fair value of private placement warrant liability 962  14,106 
Change in fair value of earnout liability 9,202  92,834 
Gain (loss) on equity securities (14,267) 10,082 
Foreign currency exchange loss and other expense, net (1,402) (549)
Investment income and interest income, net 9,006  2,339 
Total other income (expense) 3,501  118,812 
Loss before income taxes $ (184,518) $ (53,987)
Income tax expense (benefit)
(492) 526 
Net loss $ (184,026) $ (54,513)
Less: Net gain (loss) attributable to noncontrolling interest 16  (22,327)
Net loss attributable to Hyzon $ (184,042) $ (32,186)
Comprehensive loss:
Net loss $ (184,026) $ (54,513)
Foreign currency translation adjustment 951  (1,921)
Net change in unrealized gain (loss) on short-term investments (1,303) 1,303 
Comprehensive loss $ (184,378) $ (55,131)
Less: Comprehensive income (loss) attributable to noncontrolling interest 25  (22,443)
Comprehensive loss attributable to Hyzon $ (184,403) $ (32,688)
Net loss per share attributable to Hyzon:
Basic $ (0.75) $ (0.13)
Diluted $ (0.75) $ (0.13)
Weighted average common shares outstanding:
Basic 244,774  248,040 
Diluted 244,774  248,040 






hyzonfuelcell.com


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Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA

The following table reconciles net loss to EBITDA and Adjusted EBITDA (in thousands):

Year Ended
December 31, 2023
Year Ended
December 31, 2022
Net loss $ (184,026) $ (54,513)
Interest expense 17  41 
Income tax expense (benefit) (492) 526 
Depreciation and amortization 3,977  3,704 
EBITDA $ (180,524) $ (50,242)
Adjusted for:
Change in fair value of private placement warrant liability (962) (14,106)
Change in fair value of earnout liability (9,202) (92,834)
(Gain) loss on equity securities 14,267  (10,082)
Stock-based compensation 7,481  5,332 
Executive transition charges (1)
—  602 
Regulatory and legal matters (2)
35,983  29,816 
Acquisition-related expenses (3)
—  8,400 
Investment and interest income (9,023) (2,380)
Restructuring and related charges 7,765  — 
Adjusted EBITDA $ (134,215) $ (125,494)
(1)The 2022 executive transition charges include a separation payment and salary expense for technical advisory services related to the Company's former Executive Chairman.
(2)Regulatory and legal matters include legal, advisory, and other professional service fees incurred in connection with the short-seller analyst article from September 2021, and investigations and litigation related thereto. The year ended December 31, 2023 includes the legal loss contingency accrual of $25.0 million from the final resolution of the SEC investigation.
(3)Acquisition-related expenses incurred for potential and actual acquisitions that are unrelated to the current operations and are neither comparable to the prior period nor predictive of future results. The 2022 expenses relate to the Orten business combination cancellation.

Free Cash Flow

The following table reconciles cash flow used in operating activities to our free cash flow (in thousands):
Year Ended
December 31, 2023
Year Ended
December 31, 2022
Cash used in operating activities
$ (135,606) $ (149,097)
Less: Capital expenditures (7,849) (14,133)
Free cash flow $ (143,455) $ (163,230)





hyzonfuelcell.com

EX-99.2 3 exhibit_992.htm EX-99.2 exhibit_992
Q4 2023 Earnings March 22, 2024


 
Forward Looking Statements This presentation includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this presentation, are forward- looking statements. When used herein, the words "aim,” "could," "should," "will," "may," "believe," "anticipate," "intend," "estimate," "expect," "project," "outlook," "guidance," the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward- looking statements contain such identifying words. Forward-looking statements are based on management's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Hyzon disclaims any duty to update any forward-looking statements, all of which are expressly qualified by events or circumstances after the date of this presentation. Hyzon cautions you that forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Hyzon, including, but not limited to, the following: our ability to commercialize our products and strategic plans, including our ability to establish facilities to produce our fuel cells, assemble our vehicles or secure hydrogen supply in appropriate volumes, at competitive costs, or competitive emissions profiles; our ability to effectively compete in the heavy-duty transportation sector, and withstand intense competition and competitive pressures from other companies worldwide in the industries in which we operate; our ability to convert non-binding memoranda of understanding into binding orders or sales (including because of the current or prospective resources of our counterparties) and the ability of our counterparties to make payments on orders; our ability to invest in hydrogen production, distribution, and refueling operations to supply our customers with hydrogen at competitive costs to operate their fuel cell electric vehicles; disruptions to the global supply chain, including as a result of geopolitical events, and shortages of raw materials, and the related impacts on our third-party suppliers and assemblers; our ability to maintain the listing of our common stock on the Nasdaq Capital Market; our ability to raise financing in the future; our ability to retain or recruit, or changes required in, our officers, key employees, or directors; our ability to protect, defend, or enforce our intellectual property on which we depend; and the impacts of legal proceedings, regulatory disputes, and governmental inquiries. Additional information on potential factors that could affect the financial results of Hyzon and its forward- looking statements is included in the "Risk Factors" section of Hyzon’s latest Annual Report on Form 10-K, Hyzon's Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 and other documents filed by Hyzon from time to time with the U.S. Securities and Exchange Commission (the “SEC”). These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Hyzon gives no assurances that Hyzon will achieve its expectations as may be described herein. 2


 
FY 2023 and Q4 2023 Highlights 3 Key Commercial and Operational Highlights • Completed manufacturing, factory acceptance testing, design verification, and durability testing of 25 200kW B-sample fuel cell systems, and advanced to C- sample development • Deployed 19 fuel cell electric vehicles (FCEV), across 3 continents, including our first U.S. deliveries to both drayage and large fleet customers • Deployed 4 110kW FCEV class 8 trucks to Performance Food Group • Commenced commercial trial deployment of our first Rigid FCEV waste collection truck with REMONDIS Australia and announced expansion with first FCEV waste collection vehicle preparing for trial in the US market in 1H 2024, partnered with New Way Trucks • Entered into a revised commercial agreement with TR Group, New Zealand's largest heavy-duty truck fleet owner, for up to 20 FCEVs upfit with Hyzon's single stack 200kW fuel cell system after trials Key Financial Highlights • Cash & Cash Equivalent of $112.3 million on Dec. 31, 2023 • First U.S. revenue recognized in Q4 • Average monthly net cash burn of ~$8.5 million in Q4 2023, representing the lowest quarterly burn over the last nine quarters and fourth consecutive quarterly decline • Net cash burn came in under guidance for 2H 2023 and full year driven by timing of first SEC payment – would have fallen in range had the payment occurred in December


 
Parker Meeks Chief Executive Officer 4


 
Hyzon at a Glance Expanding IP Portfolio Foundational to 200kW Single Stack Fuel Cell System’s Economic Advantages 5 Growing IP Portfolio with 165 Patents1 • Doubled the total applied2 / granted patent count since 2021 with over 80 patents applied since 2021, with 10 patents granted • Patented areas include Membrane Electrode Assembly (MEA), bipolar plates (BPP), unit cell, fuel cell (FC) stack, fuel cell system (FCS), and hydrogen storage Benefits of Using 1x 200kW vs. 2x ~110 kW Fuel Cells in Heavy Duty Trucks • ~30% lower volume and weight • ~25% lower total FCS cost in truck BOM • ~20% improved miles per kg H2c2 Hyzon’s Technology-Led Value Proposition • U.S.-based manufacturing nearing start of production (SOP), expected in 2H 2024 • Cash-positive contribution margin fuel cell trucks deployed to large fleet customers in 2023 • Accelerating hydrogen fuel cell truck market powered by customer and government tailwinds • Significant technology option value in several fuel cell- advantaged, future market applications 1. Includes patents awarded and patents pending. Applied patents include both provisional and non-provisional patent applications. 2. 200 vs. 120kW at 120kW; Estimated based on early 200 kW truck testing at test track in similar simulated routes on flat road vs. similar use case performance with single 120 kW FCS.


 
1. Manufactured in the U.S. 2. Includes patents awarded and patents pending. Applied patents include both provisional and non- provisional patent applications. 6 Hyzon’s Technology-led Competitive Advantages 200kW Fuel Cell System Underpinned by Growing IP Portfolio • Only 200 kW + single stack FCS1 in mobility products • Protected by 165 patents, including over 80 applied since 2021, with 10 granted2 • Technology advantages driven by IP and design at each level of the FCS, including MEA, BPP, stack, and system Vertically Integrated Capital-Light FC Development and US Manufacturing • FC Manufacturing plant on track for 2024 SOP in US o Less than $5M Capex left through SOP and 700-unit annual capacity (3-shifts) o Continuous roll-to-roll MEA line installed with the potential to support 4k+ FCS annual production capacity o Low Capex requirement to debottleneck through Cash Flow breakeven • Vertically integrated from catalyst/electrode and MEA forward Technology Enabled Business Model and Economic Advantages • 200kW single-stack FCS enabling cash-positive contribution margin fuel cell trucks • Vertical integration in IP and manufacturing enables product customization to each major market (e.g., mining, stationary power) • US manufacturing plant & MEA line in place with low Capex scaling


 
7 Significant Global Market Opportunity in Heavy Duty (HD) Trucking Alone, with Multiple Layers of Upside Optionality 1. Statista HD Truck Projections (2019). 2030 and 2050 TAM based on extrapolation of 2019 – 2026 CAGR of 2.57%. 2. Mordor Intelligence MD and HD Commercial Vehicles Market Research Report (2022). 2030 and 2050 TAM based on extrapolation of 2018 – 2028 CAGR of 8%. 3. Heavy Duty Mobility Applications consists of Locomotive, Agricultural Machinery, Construction Machinery, ATV markets. 4. Airport: The Business Research Company Commercial Aircraft Market Research Report (2023). 2030 and 2050 TAM based on extrapolation of 2023 – 2027 CAGR of 7.9%. Port: Skyquest Tech Consulting Marine Vessel Market Research Report (2022). 2030 and 2050 TAM based on extrapolation of 2022 – 2028 CAGR of 1.61%. 5. Markets and Markets Hybrid Power Solutions Market Research Report (2015). 2030 and 2050 TAM based on extrapolation of 2016 – 2021 CAGR of 8.13%. Scale = $100Bn Hydrogen Fuel Supply (via partner project investment rights) Core Focus Today: Heavy Duty Trucking1 3 core platforms in 3 core regions (US, EU, and ANZ) Medium Duty2 Remote & Off-Grid Power5 Airport/Port & Other Ecosystems4 Rail/Off-road and other HD3 Option Value End-Markets and Example Entry FC Applications Class 6 Regional Delivery; Vocational Trucks Construction & Mining Equipment w/ 200kW FCS Ground Support Equipment (e.g., aircraft tug) 500kW to 1 MW+ power


 
Commercial and Operational Updates 8 200kW Fuel Cell System: B-Sample to C-Sample in Q4 2023 • Successfully completed testing of 25 200kW FCS B-samples in 2023 • C-sample development phase launched • On-track for SOP in 2H 2024 2023 Truck Deployments • 19 trucks deployed globally under commercial agreements - at the high end of the 15-20 truck deployment guidance range • 5 deployed in the U.S. to both drayage and large fleet customers and recognized first US revenue • 3 deployed in Europe • 11 deployed in Australia Delivered 4 Trucks to Performance Food Group • Delivered 4 FCEVs to Performance Food Group in December 2023 • 350-mile expected range • 15-20 minute refueling time • 6-8,000 lbs. lighter than Battery Electric Vehicles (BEVs) • Second tranche of 15 200kW FCEVs pending a successful 200kW trial planned for 1H 2024, with an option for 30 more FCEVs FCEV Waste Collection Trucks Update • Deployed first rigid FCEV waste collection truck in Australia to Remondis in Q4 2023 • Signed Joint Development Agreement with New Way Trucks in February 2024 to develop FCEV refuse trucks in North America • Launch U.S. FCEV refuse truck trials starting in 1H 2024


 
2023 and 2024 Commercial and Operational Milestones 9 Timing 2023 Milestones Status 1H 2023 Europe cabover gen 1 4x2 customer launch with anchor customers  1H 2023 First 9 200kW B-sample fuel cell systems produced and tested  1H 2023 First U.S. customer order contracted  1H 2023 First 200kW FCEV truck in testing  2H 2023 Deliver first commercial Class 8 Hyzon FCEV to U.S. customer  2H 2023 200kW fuel cell C-sample declaration  2H 2023 25 200kW fuel cell prototypes produced / validated   - Completed Timing 2024 Milestones Status 1H 2024 Launch U.S. refuse truck trials 2H 2024 Initial commercial agreements from refuse truck trials 2H 2024 200kW fuel cell production facility SOP declared 2H 2024 200kW fuel cell truck SOP declared 2H 2024 New large fleet multi-year customer agreements 2H 2024 Large fleets advanced to second order tranche 2H 2024 20-40 fuel cell truck deployments under commercial agreements


 
Dr. Christian Mohrdieck Chief Technology Officer 10


 
New Management Announcement Dr. Christian Mohrdieck, Chief Technology Officer Career Highlights • Chief Commercial Officer, cellcentric GmbH & Co KG • Chief Executive Officer, Mercedes-Benz Fuel Cell GmbH • Fuel Cell technology development centered career since 1989 beginning as research Scientist at Daimler AG "I have dedicated my career to advancing fuel cell technology, with the goal of achieving the decarbonization necessary to protect our climate. I look forward to bringing the only U.S.-made single stack 200kW fuel cell technology to start of production, and to drive future fuel cell developments…“ – Dr. Christian Mohrdieck 11


 
Stephen Weiland Chief Financial Officer 12


 
Financial Highlights – Q4 2023 and FY 2023 • $0.3 million revenue recognition for U.S. truck sale in Q4 2023 • R&D Expenses came in below guidance range for 2H 2023 and for FY 2023 • SG&A Expenses came in below guidance range in 2H 2023 and FY 2023 • Net Cash Burn came in below guidance range in 2H 2023 and FY 2023 driven by timing of SEC payment • $60.1 million Net Cash Burn for 2H 2023 vs. guidance range of $65 to $73 million • $143.0 million Net Cash Burn for FY 2023 vs. guidance range of $148 to $156 million • Net Cash Burn would have fallen in guidance range if $8.5 million SEC payment was made in Q4 2023 ($ in thousands, except share and per share data) Q1 2023 Q2 2023 Q3 2023 Q4 2023 FY 2022 FY 2023 Revenues - - - 295 3,726 295 COR 838 2,410 3,286 9,122 23,320 15,656 R&D 9,340 12,597 10,857 10,935 39,132 43,729 SG&A 30,857 49,098 21,044 20,165 114,073 121,164 Restructuring & Related Charges - - 4,885 2,880 - 7,765 Loss from Operations (41,035) (64,105) (40,072) (42,807) (172,799) (188,019) Net Loss Attributable to Hyzon (30,248) (60,248) (44,054) (49,492) (32,186) (184,042) Basic and Diluted EPS (0.12) (0.25) (0.18) (0.20) (0.13) (0.75) Weighted Avg Common Shares (Basic and Diluted) 244,541 244,628 244,885 245,035 248,040 244,774 Cash & Cash Equivalents + ST Investments 209,015 172,415 137,807 112,280 255,329 112,280 Net Cash Burn1 (46,314) (36,600) (34,608) (25,527) (189,817) (143,049) Total Global Headcount (rounded) 330 380 370 360 330 360 1. Net Cash Burn = Ending Cash & Equivalents and ST Investments - Beginning Cash & Equivalents and ST Investments. 13


 
Declining Average Monthly Net Cash Burn • Declining Net Cash Burn driven by our strategic focus, cost management, and declining expenses relating to legal, consulting, and accounting fees • Q4 2023 quarterly Net Cash Burn down sequentially from Q3 2023 – lowest quarterly Net Cash Burn over the last nine quarters • Four consecutive quarters of declining quarterly Net Cash Burn in Q4 2023, even if the SEC payment was made in Q4 • Court approval of the final resolution with SEC and first tranche of $8.5 million SEC settlement payment paid in January 2024 ($MM) Quarterly Net Cash Burn $46.3 $36.6 $34.6 $25.5 Average Monthly Net Cash Burn $15.4 $12.2 $11.5 $8.5 14 15.4 12.2 11.5 8.5 0.0 4.0 8.0 12.0 16.0 20.0 Q1 2023 Q2 2023 Q3 2023 Q4 2023


 
Q1 2024 Guidance 15 Q1 2024 ($ in thousands) Low High SG&A 22,000 24,000 R&D 12,000 14,000 Total 34,000 38,000 Net Cash Burn1 24,000 27,000 • Providing guidance for Q1 2024 • Remain focused on raising capital • Prioritizing investments in fuel cell IP and have levers to both increase and reduce cash burn depending on funding • Recurring monthly Net Cash Burn below $10 million is representative of how we are currently operating 1 Excludes $8.5 SEC payment made in January and proceeds from Rochester sale.


 
Appendix 16


 
Adjusted EBITDA – Q4 2023 and FY 2023 ($ in thousands) Q1 2023 Q2 2023 Q3 2023 Q4 2023 FY 2022 FY 2023 Net Income (30,258) (60,255) (44,055) (49,458) (54,513) (184,026) Interest Expense 8 9 - - 41 17 Income Tax - - - (492) 526 (492) D&A 1,082 1,111 967 817 3,704 3,977 EBITDA (29,168) (59,135) (43,088) (49,133) (50,242) (180,524) Adjusted for Change in FV of Private Placement Warrant Liability (641) (160) 240 (401) (14,106) (962) Change in FV of Earnout Liability (6,420) (916) 1,307 (3,173) (92,834) (9,202) Gain (loss) on equity securities - - - 14,267 (10,082) 14,267 Stock-based compensation 1,359 1,628 2,156 2,338 5,332 7,481 Executive Transition Charges - - - - 602 - Regulatory & Legal Matters 7,742 25,894 2,576 (229) 29,816 35,983 Acquisition-related expenses - - - - 8,400 - Investment and interest income (2,574) (2,504) (1,440) (2,505) (2,380) (9,023) Restructuring and asset impairment - - 4,885 2,880 - 7,765 Adjusted EBITDA (29,702) (35,193) (33,364) (35,956) (125,494) (134,215) Note: Adjusted EBITDA for prior periods has been recast to exclude investment income. 17