Core Viewpoint - Ballard Power Systems has filed a final short form base shelf prospectus and a corresponding registration statement to maintain financial flexibility, allowing for the potential issuance of various securities over a 25-month period, although there are no current plans to offer any securities [1][2]. Group 1: Filing Details - The prospectus qualifies the issuance of common shares, preferred shares, warrants, debt securities, and units comprised of these securities [1]. - The prospectus replaces a previous one dated May 9, 2023, which expired on June 9, 2025 [4]. Group 2: Future Offerings - Should Ballard decide to offer securities during the effective period, the terms and intended use of net proceeds will be established at that time and described in a prospectus supplement [3]. - There is no certainty that any securities will be offered or sold under the prospectus and registration statement within the 25-month period [2]. Group 3: Company Overview - Ballard Power Systems aims to deliver fuel cell power for a sustainable planet, focusing on zero-emission PEM fuel cells for various applications including mobility and stationary power [6].

Core Points - Ballard Power Systems held its 2025 Annual General Meeting on June 4, 2025, where all nominees listed in the Management Proxy Circular were elected as directors [1][2] - KPMG LLP was re-appointed as the auditor for the company, and the approach to executive compensation received an advisory vote of approval [3][4] Director Elections - Kathy Bayless received 84,684,573 votes (97.71% for) with 1,988,964 votes withheld (2.29%) [3] - Michael Chen received 84,336,534 votes (97.30% for) with 2,337,005 votes withheld (2.70%) [3] - Jacqueline Dedo received 78,793,325 votes (90.91% for) with 7,880,214 votes withheld (9.09%) [3] - Douglas P. Hayhurst received 78,041,127 votes (90.04% for) with 8,632,412 votes withheld (9.96%) [3] - Randy MacEwen received 84,892,738 votes (97.95% for) with 1,780,800 votes withheld (2.05%) [3] - Hubertus M. Muehlhaeuser received 77,913,248 votes (89.89% for) with 8,760,291 votes withheld (10.11%) [3] - Marty Neese received 84,225,903 votes (97.18% for) with 2,447,635 votes withheld (2.82%) [3] - James Roche received 84,789,591 votes (97.83% for) with 1,883,947 votes withheld (2.17%) [3] - Yingbo Wang received 84,290,998 votes (97.25% for) with 2,382,540 votes withheld (2.75%) [3] - Janet Woodruff received 77,861,876 votes (89.83% for) with 8,811,662 votes withheld (10.17%) [3] Auditor and Compensation Votes - The appointment of auditors received 88,666,862 votes (85.24% for) with 15,351,003 votes against (14.76%) [4] - The executive compensation approach received 76,971,303 votes (88.81% for) with 9,702,236 votes against (11.19%) [4] Company Overview - Ballard Power Systems focuses on delivering fuel cell power for a sustainable planet, enabling electrification of various mobility sectors including buses, commercial trucks, trains, marine vessels, and stationary power [4]

Core Insights - Ballard Power Systems has signed a supply agreement with Sierra Northern Railway for 1.5 MW of fuel cell engines, expected to be delivered in 2025 [1] - The agreement aims to decarbonize Sierra Northern Railway's operations by converting three diesel switching locomotives to hydrogen-fueled, zero-emission locomotives using 12 Ballard FCmove®-XD engines [2] - The FCmove®-XD modules are designed for heavy-duty applications, providing high reliability, durability, efficiency, and power density, while eliminating the need for costly overhead catenary systems [2] Company Overview - Ballard Power Systems focuses on delivering fuel cell power for a sustainable planet, enabling electrification of various mobility sectors including buses, commercial trucks, trains, and marine vessels [4] - The company emphasizes the versatility of its fuel cell technology in advancing sustainable rail solutions and decarbonizing the North American freight rail sector [3] Industry Context - Sierra Northern Railway is committed to innovation and environmental stewardship, integrating Ballard's fuel cell modules to enhance operational efficiency and contribute to California's greenhouse gas emissions reduction efforts [3][7] - The trains powered by Ballard fuel cells are designed for safe and reliable zero-emission operations, offering long range, fast refueling, and flexible operation across diverse routes and environmental conditions [3]

Core Viewpoint - Ballard Power Systems (BLDP) has experienced a bearish trend recently, losing 5.8% over the past week, but the formation of a hammer chart pattern suggests a potential trend reversal as buying interest may be increasing [1][2]. Technical Analysis - The hammer chart pattern indicates a possible bottoming out, with selling pressure likely subsiding, which supports a bullish outlook for the stock [2][5]. - A hammer pattern forms when there is a small candle body with a long lower wick, signaling that bears may be losing control and that a trend reversal could be imminent [4][5]. - Hammer candles can appear on various timeframes and are utilized by both short-term and long-term investors [5]. Fundamental Analysis - There has been a recent upward trend in earnings estimate revisions for BLDP, which is a bullish indicator as it typically leads to price appreciation [7]. - Over the last 30 days, the consensus EPS estimate for the current year has increased by 12%, indicating that analysts expect better earnings than previously predicted [8]. - BLDP currently holds a Zacks Rank of 2 (Buy), placing it in the top 20% of over 4,000 ranked stocks, which historically outperforms the market [9].

Core Viewpoint - Ballard Power Systems (BLDP) has received an upgrade to a Zacks Rank 2 (Buy), indicating a positive outlook on its earnings estimates, which is a significant factor influencing stock prices [1][4]. Earnings Estimates and Revisions - The Zacks rating system is based solely on a company's changing earnings picture, tracking the Zacks Consensus Estimate for EPS from sell-side analysts [2]. - The recent upgrade for Ballard reflects an improvement in the company's underlying business, with rising earnings estimates expected to drive stock price increases [6][9]. - Analysts have raised their earnings estimates for Ballard, with the Zacks Consensus Estimate increasing by 8.6% over the past three months [9]. Impact of Institutional Investors - Changes in earnings estimates are strongly correlated with near-term stock price movements, largely due to institutional investors who adjust their valuations based on these estimates [5]. - An increase in earnings estimates leads to higher fair value calculations, prompting institutional buying or selling, which subsequently affects stock prices [5]. Zacks Rank System - The Zacks Rank system classifies stocks into five groups based on earnings estimates, with a strong historical performance, particularly for Zacks Rank 1 stocks, which have averaged a +25% annual return since 1988 [8]. - The upgrade of Ballard to a Zacks Rank 2 places it in the top 20% of Zacks-covered stocks, indicating a strong potential for market-beating returns in the near term [10][11].

Investment Rating - The report maintains the operational expenditure guidance for fiscal year 2025 at $100 million to $120 million and capital expenditure guidance at $15 million to $25 million [2]. Core Insights - The market is expected to view Ballard's Q1 2025 performance positively, as the net loss was below consensus expectations, primarily due to strong revenue performance in the bus segment and effective cost control [1][2]. - The company reported Q1 2025 revenue of $15.4 million, which was below the consensus estimate of $17 million, driven mainly by the bus market, contributing approximately 80% of total revenue [2][3]. - Despite a negative gross margin in Q1 2025, the performance was better than consensus expectations due to lower revenue and manufacturing cost allocation [2]. - The backlog of orders for Q1 2025 was reported at $15.8 million, compared to $18.05 million in Q1 2024, with approximately $9.24 million of this amount expected to be fulfilled within the next 12 months [2]. Summary by Sections Financial Performance - Q1 2025 net revenue was $15 million, a decrease of 37% from Q4 2024 and a 6% increase year-over-year [3]. - Operating costs for Q1 2025 were $19 million, down 31% from Q4 2024 and down 5% year-over-year [3]. - The gross profit for Q1 2025 was -$4 million, with a gross margin of -23%, which is an improvement from -37% in Q1 2024 [3]. - Adjusted net income for Q1 2025 was -$21 million, reflecting a 3% increase from Q4 2024 and a 49% decrease year-over-year [3].

Group 1 - The focus has shifted towards offshore drilling, supply industry, and shipping, including tankers, containers, and dry bulk [1] - The fuel cell industry is being monitored as it is still in its early stages of development [1] Group 2 - The individual has extensive experience in auditing and trading, having navigated significant market events such as the dotcom bubble and the subprime crisis [2] - The research provided aims to maintain high quality despite language barriers [2]

Group 1 - Ballard Power Systems reported a quarterly loss of $0.07 per share, better than the Zacks Consensus Estimate of a loss of $0.12, and an improvement from a loss of $0.14 per share a year ago, resulting in an earnings surprise of 41.67% [1] - The company posted revenues of $15.39 million for the quarter ended March 2025, missing the Zacks Consensus Estimate by 11.98%, compared to year-ago revenues of $14.45 million [2] - Ballard shares have declined approximately 24.1% since the beginning of the year, contrasting with the S&P 500's decline of -3.9% [3] Group 2 - The current consensus EPS estimate for the upcoming quarter is -$0.12 on revenues of $19.95 million, and for the current fiscal year, it is -$0.41 on revenues of $94.9 million [7] - The Zacks Industry Rank for Utility - Electric Power is currently in the top 20% of over 250 Zacks industries, indicating a favorable outlook for the industry [8] Group 3 - The estimate revisions trend for Ballard is mixed, resulting in a Zacks Rank 3 (Hold) for the stock, suggesting it is expected to perform in line with the market in the near future [6] - Empirical research indicates a strong correlation between near-term stock movements and trends in earnings estimate revisions, which can be tracked by investors [5]

[Condensed Consolidated Interim Financial Statements](index=1&type=section&id=Condensed%20Consolidated%20Interim%20Financial%20Statements) [Condensed Consolidated Interim Statements of Financial Position](index=2&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Financial%20Position) As of March 31, 2025, total assets decreased to **$756.6 million** from **$777.3 million**, primarily due to reduced cash, with total equity declining to **$653.8 million** Statement of Financial Position Summary (in thousands of U.S. dollars) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total current assets** | $675,120 | $698,878 | | **Total assets** | $756,610 | $777,307 | | **Total current liabilities** | $74,991 | $75,586 | | **Total liabilities** | $102,789 | $104,317 | | **Total equity** | $653,821 | $672,990 | | **Total liabilities and equity** | $756,610 | $777,307 | - Cash and cash equivalents decreased by **$27.25 million** during the quarter, from **$603.9 million** to **$576.7 million**[2](index=2&type=chunk) - Inventories increased from **$56.4 million** at the end of 2024 to **$65.1 million** as of March 31, 2025[2](index=2&type=chunk) [Condensed Consolidated Interim Statements of Loss and Comprehensive Loss](index=3&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Loss%20and%20Comprehensive%20Loss) For Q1 2025, net loss significantly reduced to **$21.0 million** from **$41.3 million** in Q1 2024, driven by increased revenue and a **31% decrease in operating expenses** Q1 2025 vs. Q1 2024 Performance (in thousands of U.S. dollars) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Product and service revenues | $15,389 | $14,452 | | Gross margin | ($3,608) | ($5,415) | | Total operating expenses | $25,452 | $37,060 | | Results from operating activities | ($29,060) | ($42,475) | | Net loss for the period | ($21,036) | ($41,292) | | Basic and diluted loss per share | ($0.07) | ($0.14) | - Research and product development expenses were significantly reduced to **$18.1 million** from **$25.3 million** year-over-year[4](index=4&type=chunk) - Net finance income rose to **$11.0 million** from **$2.3 million** in Q1 2024, primarily due to mark-to-market gains on investments[4](index=4&type=chunk) [Condensed Consolidated Interim Statements of Changes in Equity](index=4&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Changes%20in%20Equity) Total equity decreased by **$19.2 million** in Q1 2025, from **$673.0 million** to **$653.8 million**, primarily due to a **$21.0 million net loss** Reconciliation of Equity for Q1 2025 (in thousands of U.S. dollars) | Description | Amount | | :--- | :--- | | Balance, December 31, 2024 | $672,990 | | Net loss | ($21,036) | | RSUs redeemed | ($488) | | Share-based compensation | $1,826 | | Foreign currency translation | $529 | | **Balance, March 31, 2025** | **$653,821** | [Condensed Consolidated Interim Statements of Cash Flows](index=5&type=section&id=Condensed%20Consolidated%20Interim%20Statements%20of%20Cash%20Flows) In Q1 2025, cash used in operating activities increased to **$24.4 million**, while cash used in investing activities decreased to **$2.7 million**, resulting in a **$27.3 million** overall decrease in cash Cash Flow Summary (in thousands of U.S. dollars) | Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Cash used in operating activities | ($24,403) | ($19,992) | | Cash used in investing activities | ($2,735) | ($9,527) | | Cash used in financing activities | ($689) | ($693) | | **Decrease in cash and cash equivalents** | **($27,250)** | **($30,465)** | | **Cash and cash equivalents, end of period** | **$576,698** | **$720,665** | [Notes to Condensed Consolidated Interim Financial Statements](index=6&type=section&id=Notes%20to%20Condensed%20Consolidated%20Interim%20Financial%20Statements) [Note 1. Reporting entity](index=6&type=section&id=Note%201%2E%20Reporting%20entity) Ballard Power Systems Inc. designs, develops, manufactures, sells, and services proton exchange membrane (PEM) fuel cell products for various applications including bus, truck, rail, marine, and stationary - The company's principal business is the design, development, manufacture, sale, and service of PEM fuel cell products[7](index=7&type=chunk) - Key application focus areas are bus, truck, rail, marine, stationary, and emerging markets[7](index=7&type=chunk) [Note 2. Basis of preparation](index=6&type=section&id=Note%202%2E%20Basis%20of%20preparation) Financial statements are prepared under IAS 34 in U.S. dollars, with management assessing the company's going concern ability based on achieving profitability and securing financing - The financial statements comply with International Accounting Standard (IAS) 34 Interim Financial Reporting[9](index=9&type=chunk) - Management's going concern assessment is dependent on achieving profitable operations and securing additional financing as needed[14](index=14&type=chunk)[15](index=15&type=chunk) [Note 7. Property, plant and equipment](index=9&type=section&id=Note%207%2E%20Property%2C%20plant%20and%20equipment) In Q1 2025, a **$2.2 million impairment charge** was recognized on property, plant, and equipment, with capital expenditures significantly lower at **$2.2 million** compared to **$7.3 million** in Q1 2024 - An impairment charge of **$2,223,000** was recognized on property, plant, and equipment during Q1 2025[23](index=23&type=chunk) - Additions to property, plant, and equipment totaled **$2,230,000** for Q1 2025, a sharp decrease from **$7,293,000** in Q1 2024[27](index=27&type=chunk) [Note 9. Equity-accounted investments](index=10&type=section&id=Note%209%2E%20Equity-accounted%20investments) The primary equity-accounted investment is the **49% stake in Weichai Ballard JV**, with Ballard recording an **$818,000 share of the JV's loss** in Q1 2025, decreasing the investment's carrying value to **$7.5 million** Weichai Ballard JV Investment (in thousands of U.S. dollars) | Description | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Beginning balance | $8,238 | $13,901 | | Equity in loss | ($818) | ($4,941) | | **Ending balance** | **$7,465** | **$8,238** | - The Corporation's share of the net loss from the Weichai Ballard JV was **$818,000** for Q1 2025, compared to **$834,000** for Q1 2024[32](index=32&type=chunk) [Note 10. Long-term financial investments](index=11&type=section&id=Note%2010%2E%20Long-term%20financial%20investments) Long-term financial investments increased to **$42.1 million** from **$37.5 million**, driven by a **$4.4 million net mark-to-market gain** in Q1 2025, reversing a prior-year loss, while the investment in Quantron AG was fully written off Change in Fair Value of Investments - Q1 2025 (in thousands of U.S. dollars) | Investment | Change in Fair Value | | :--- | :--- | | Forsee Power SA | $2,820 | | HyCap Fund | $798 | | Clean H2 Fund | $828 | | **Total Change** | **$4,446** | - The investment in Quantron AG was fully impaired in 2024 and the company was liquidated in 2025, resulting in a carrying value of **$0**[40](index=40&type=chunk)[41](index=41&type=chunk) - The company recognized a net mark-to-market gain of **$4,446,000** in Q1 2025, a significant turnaround from the **$6,302,000 loss** recognized in Q1 2024[35](index=35&type=chunk) [Note 14. Provisions](index=16&type=section&id=Note%2014%2E%20Provisions) Total current provisions decreased to **$26.3 million** from **$30.4 million**, primarily due to a reduction in the restructuring provision to **$5.2 million** as related costs were paid Provisions Breakdown (in thousands of U.S. dollars) | Provision Type | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Restructuring provision | $5,193 | $8,053 | | Warranty provision | $13,286 | $12,894 | | Onerous contracts provision | $7,869 | $9,460 | | **Total Current Provisions** | **$26,348** | **$30,407** | - The restructuring provision relates to a global corporate restructuring initiated in September 2024 to reduce costs[58](index=58&type=chunk) [Note 17. Equity](index=18&type=section&id=Note%2017%2E%20Equity) Share-based compensation expense decreased to **$1.9 million** in Q1 2025, while outstanding Restricted Share Units (RSUs) substantially increased to **10.1 million** - Total share-based compensation expense was **$1,866,000** for Q1 2025, down from **$2,800,000** in Q1 2024[66](index=66&type=chunk) - The number of outstanding RSUs increased significantly from **4.6 million** at year-end 2024 to **10.1 million** at the end of Q1 2025, following new grants[71](index=71&type=chunk) - No stock options were exercised in Q1 2025, compared to **149,481** options exercised in Q1 2024[69](index=69&type=chunk) [Note 18. Disaggregation of revenue](index=19&type=section&id=Note%2018%2E%20Disaggregation%20of%20revenue) Total revenue for Q1 2025 was **$15.4 million**, with Europe as the largest market at **$9.4 million**, and the Bus segment as the primary driver, growing to **$12.5 million** Revenue by Application (in thousands of U.S. dollars) | Application | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Bus | $12,467 | $8,868 | | Truck | $310 | $1,153 | | Stationary | $596 | $3,651 | | Other | $2,016 | $785 | | **Total** | **$15,389** | **$14,452** | Revenue by Geographical Market (in thousands of U.S. dollars) | Geographical Market | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Europe | $9,401 | $10,965 | | North America | $5,473 | $2,131 | | China | $189 | $1,148 | | Rest of World | $326 | $208 | | **Total** | **$15,389** | **$14,452** | [Note 20. Finance income (expense)](index=21&type=section&id=Note%2020%2E%20Finance%20income%20%28expense%29) Net finance income significantly increased to **$11.0 million** in Q1 2025 from **$2.3 million** in Q1 2024, primarily due to a **$4.4 million mark-to-market gain** on financial assets Finance Income Breakdown (in thousands of U.S. dollars) | Item | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Investment income | $6,635 | $10,304 | | Mark-to-market gain (loss) on financial assets | $4,446 | ($6,302) | | Foreign exchange gain (loss) | $250 | ($1,292) | | **Finance income and other** | **$11,501** | **$2,709** | [Note 21. Related party transactions](index=21&type=section&id=Note%2021%2E%20Related%20party%20transactions) Related party transactions primarily involve the Weichai Ballard JV, with Q1 2025 revenue from the JV at **$184,000**, a significant decrease from **$1.0 million** in Q1 2024 Transactions with Weichai Ballard JV (in thousands of U.S. dollars) | Transaction Type | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Revenues | $184 | $1,007 | | Cost of goods sold and operating expense | $91 | $939 | [Note 22. Discontinued operations](index=22&type=section&id=Note%2022%2E%20Discontinued%20operations) The Ballard Motive Solutions business, closed in 2023, is reported as a discontinued operation, with **no revenues or expenses** in Q1 2025, compared to a **$226,000 net loss** in Q1 2024 - The historic operating results of the Ballard Motive Solutions business are presented separately as discontinued operations[83](index=83&type=chunk) Net Loss from Discontinued Operations (in thousands of U.S. dollars) | Period | Net Loss | | :--- | :--- | | Q1 2025 | $0 | | Q1 2024 | ($226) | [Note 24. Operating segments](index=22&type=section&id=Note%2024%2E%20Operating%20segments) The Corporation operates as a single operating segment, "Fuel Cell Products and Services," encompassing all activities related to PEM fuel cell product design, development, manufacture, sale, and service - The company operates in a single operating segment: Fuel Cell Products and Services[86](index=86&type=chunk) [Note 25. Financial Instruments](index=23&type=section&id=Note%2025%2E%20Financial%20Instruments) This note details financial instruments, with long-term investments showing a **$4.4 million net mark-to-market gain** in Q1 2025, reversing a **$6.3 million loss** from Q1 2024, and no additional ECL impairment losses recognized - The fair values of cash, short-term investments, receivables, and payables approximate their carrying values due to their short-term nature[87](index=87&type=chunk) - During Q1 2025, the Corporation recognized net mark-to-market and foreign exchange gains of **$4,446,000** on its long-term financial investments, compared to a loss of **$6,302,000** in Q1 2024[88](index=88&type=chunk)

Core Viewpoint - Ballard Power Systems reported a 6% increase in revenue for Q1 2025 compared to Q1 2024, driven primarily by growth in the bus market, which accounted for 81% of total revenue [1][5][6]. Financial Performance - Total revenue for Q1 2025 was $15.4 million, up from $14.5 million in Q1 2024, with heavy-duty mobility revenue increasing by 22% to $12.9 million [5][7]. - Engine shipments rose by 31% year-over-year, contributing to a gross margin improvement of 14 percentage points, reaching a negative gross margin of 23% [1][6][7]. - Total operating expenses decreased by 31% to $25.5 million, primarily due to restructuring actions initiated in September 2024 [5][6][7]. Market Dynamics - The bus market showed significant strength, with revenues increasing by 41% year-over-year, while revenues from truck, rail, and marine verticals declined [5][6]. - Order backlog at the end of Q1 2025 was $158 million, a decrease of 9% from the end of Q4 2024, reflecting more revenue delivered than new orders received [3][6][7]. Cash Position - The company ended Q1 2025 with $576.7 million in cash and cash equivalents, down from $720.7 million in the prior year [5][6][7]. - Cash used by operating activities was $24.4 million, compared to $20.0 million in the prior year, indicating increased cash outflow [5][6][7]. Future Outlook - The company did not provide specific revenue and net income guidance for 2025 but indicated that revenue is expected to be back-half weighted [4][6]. - Total operating expense guidance for 2025 is set between $100 million and $120 million, with capital expenditure guidance between $15 million and $25 million [4][7].