American Superconductor : Fiscal 2024 Annual Report

Published: 2025-06-13 11:26:06 ET AMSC

Published on 06/13/2025 at 11:26

Annual

Report

FY24

AMSC Stockholders,

Fiscal 2024 was a milestone year for AMSC. We delivered our strongest quarterly and annual performance in years driven by exceptional execution, sustained demand across our end markets, and continued progress toward our long-term strategic objectives.

We enter fiscal 2025 with confidence, momentum, and focus on operational excellence as we help power the future of energy, industry, and defense.

We achieved outstanding results in 2024. Total revenue grew over 50% to just over $222 million, reflecting organic strength across our entire businesses. This growth was broad-based and diversified-over one-third of our sales supported renewable energy projects, another third served manufacturing and traditional energy projects, 15% came from military, and 10% came from utilities. Approximately 70% of our revenue came from the U.S., underscoring our strong domestic footprint.

We also delivered consistent profitability and cash generation. We achieved our seventh consecutive quarter of positive operating cash flow, our fourth consecutive quarter of

non-GAAP profitability, and our third consecutive quarter of GAAP profitability. We closed the year with over $85 million in cash and a robust 12-month backlog of over $200 million.

New orders nearly reached $320 million for fiscal year 2024. This reflects continued demand for our solutions across renewables, industrials, semiconductors, and utilities. We are especially encouraged by increased momentum in the semiconductor and traditional energy sectors, which are already translating into measurable results.

2024 marked a major step forward in our global defense positioning. We expanded into allied naval markets with our first international Ship Protection System (SPS) contract for the Royal Canadian Navy. This multi-year, multi-unit agreement valued at approximately $75 million with Irving Shipbuilding represents a critical milestone for our global reach.

Domestically, we continue to support the U.S. Navy with our SPS systems. To date, we've secured five SPS contracts for the San Antonio-class fleet, delivering the first three systems for the USS Fort Lauderdale, the USS Harrisburg, and the USS Pittsburgh. These initiatives have strengthened our defense-related revenue, both at home and abroad.

In our Wind segment, we continued to scale delivery of our proprietary electrical control systems (ECS), supporting our partner Inox Wind as they expand their backlog to over 3 gigawatts. We secured nearly $35 million in orders for both 2-megawatt and 3-megawatt class systems, with

approximately half shipped during the year. Our technology is enabling more efficient, competitive wind turbines, and we see opportunities in this space.

The global energy landscape is shifting rapidly. Power demand is rising, driven by data centers, AI, and industrial reshoring. At the same time, our aging infrastructure is under pressure,

facing delays in renewable integration, increasing two-way power flows, and rising grid instability.

AMSC's solutions are designed to meet these challenges. Our American-made capacitor banks, harmonic filters, rectifiers, and static synchronous compensators improve power quality and reliability across energy-intensive sectors such as steel, semiconductors, AI, and chemicals. Our products enable customers to scale capacity without adding complexity or grid strain, and we see rising demand for smarter, more resilient infrastructure.

Recent government action, such as the executive order to strengthen grid reliability, further supports our mission. We believe our solutions are well aligned with national energy priorities, including clean energy integration, domestic manufacturing, and military readiness.

AMSC is stronger than it has been in over a decade. Since fiscal 2017, we've quadrupled revenue, all while maintaining capital discipline and delivering operating leverage through our business model. In 2024, we expanded our portfolio with new power supplies and military-grade technologies that strengthen both national security and industrial efficiency.

Across our business, we are delivering to more repeat customers, expanding across larger and more complex projects, and building durable relationships that reflect our role as a trusted, long-term partner.

As we look to fiscal 2025 and beyond, we believe we are exceptionally well-positioned. Our American-made products, supported by a largely domestic supply chain, give us resilience against tariff risk and global volatility. Our exposure to recession-resistant industries like defense, utilities, and semiconductors provides added stability.

We're not just responding to change, we're enabling it. Whether it's electrifying the industrial economy, modernizing the grid, or securing the seas, AMSC is delivering real solutions for real challenges.

None of this progress would be possible without the dedication of our team. I want to thank our employees for their unwavering commitment, our customers for their trust and cooperation, and you-our shareholders-for your continued support.

AMSC is focused, well-capitalized, and committed to creating long-term value. We are energized by the opportunities ahead and confident in our ability to deliver on our mission: powering progress through advanced energy and industrial solutions.

Daniel Patrick McGahn

È ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 2025 OR

□ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period from to Commission file number 000-19672

(Exact Name of Registrant as Specified in Its Charter)

(State or Other Jurisdiction

of Incorporation or Organization)

(IRS Employer Identification Number)

(Address of Principal Executive Offices) (Zip Code)

Title of each class Trading Symbol(s) Name of each exchange on which registered

Indicate by checkmark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes È No ' Indicate by checkmark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ' No È Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act

of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to

such filing requirements for the past 90 days. Yes È No '

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes È No '

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer È Accelerated filer '

Non-accelerated filer ' Smaller reporting company È

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. '

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. È

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. '

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). '

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ' No È

The aggregate market value of the registrant's Common Stock held by non-affiliates of the registrant on September 30, 2024, based on the closing price of the shares of Common Stock on the Nasdaq Global Select Market on that date ($23.60 per share) was $888.1 million.

Number of shares outstanding of the registrant's Common Stock, as of May 16, 2025 was 39,502,666.

Portions of the definitive proxy statement for the annual meeting of stockholders scheduled to be held on July 25, 2025, to be filed with the Securities and Exchange Commission (the "SEC"), are incorporated by reference in answer to Part III of this Form 10-K.

AMERICAN SUPERCONDUCTOR CORPORATION

INDEX

Item

Page

PART I

Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1A.

Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1B.

Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1C.

Cybersecurity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART II

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of

Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Reserved . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . .

7A.

Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Changes in and Disagreements With Accountants on Accounting and Financial Disclosure . . . . . . . .

9A.

Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9B.

Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9C.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections . . . . . . . . . . . . . . . . . . . . . . . . . .

PART III

10.

Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

11.

Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12.

Security Ownership of Certain Beneficial Owners and Management and Related

Stockholder Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

13.

Certain Relationships and Related Transactions and Director Independence . . . . . . . . . . . . . . . . . . . . .

14.

Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART IV

15.

Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

16.

Form 10-K Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Any statements in this Annual Report that relate to future events or conditions, including without limitation, the statements in Part I, "Item 1A. Risk Factors" and in Part II under "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" and located elsewhere herein regarding industry prospects, our addressable markets, our competitive position, macroeconomic conditions and their anticipated effect on our business, the benefits of our acquisitions, financial results and financial condition, expectations for when our products become operational, capabilities and potential uses of our products, steps taken to enhance liquidity, or our prospective results of operations or financial position, may be deemed to be forward-looking statements. Without limiting the foregoing, the words "believes," "anticipates," "plans," "expects," and similar expressions are intended to identify forward-looking statements. Such forward-looking statements represent management's current expectations and are inherently uncertain. There are a number of important factors that could materially impact the value of our common stock or cause actual results to differ materially from those indicated by such forward-looking statements. Such factors include the important factors discussed under the caption "Risk Factors" in Part 1. Item 1A of this Form 10-K for the fiscal year ended March 31, 2025, which among others, could cause actual results to differ materially from those indicated by forward-looking statements made herein and presented elsewhere by management from time to time. Any such forward-looking statements represent management's estimates as of the date of this Annual Report on Form 10-K. While we may elect to update such forward-looking statements at some point in the future, we disclaim any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this Annual Report on Form 10-K.

American Superconductor®, Amperium®, AMSC®, D-VAR®, PowerModule™, D-VAR VVO®, PQ-IVR®, SeaTitan®, Gridtec™ Solutions, Windtec™ Solutions, Smarter, Cleaner...Better Energy™, orchestrate the rhythm and harmony of power on the grid™, actiVAR®, armorVAR™, NEPSI™, Neeltran® and SafetyLOCK™ are trademarks or registered trademarks of American Superconductor Corporation or our subsidiaries. We reserve all of our rights with respect to our trademarks or registered trademarks regardless of whether they are so designated in this Annual Report on Form 10-K by an ® or ™ symbol. All other brand names, product names, trademarks or service marks appearing in this Annual Report on Form 10-K are the property of their respective holders.

The Company no longer qualifies as a smaller reporting company, but is relying on applicable exemptions from disclosure as a former smaller reporting company for the fiscal year ended March 31, 2025.

Disclaimer

American Superconductor Corporation published this content on June 13, 2025, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on June 13, 2025 at 15:25 UTC.