0001868941-23-000023 | 10-Q | XBRL Viewer

Revenue from Contracts with Customers (Tables)

3 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Our revenue is primarily derived from sales of our energy storage products and solutions.


In thousands	Three Months Ended December 31,
	2022		2021
Revenue from sale of energy storage products and solutions	$	305,803	$	172,655
Revenue from services	3,441		1,896
Revenue from digital applications and solutions	781		336
Other	$	435	$	—
Total	$	310,460	$	174,887

Revenue by Geographical Regions

The following table presents the Company’s revenue disaggregated by geographical region. Revenues are attributed to regions based on location of customers:


In thousands	Three Months Ended December 31,
	2022		2021
Americas (North, Central and South America)	$	176,471	$	141,833
APAC (Asia Pacific)	19,560		16,809
EMEA (Europe, Middle-East and Africa)	114,429		16,245
Total	$	310,460	$	174,887

Change in Contract Liability

The following table provides information about deferred revenue from contracts with customers:


In thousands	Three Months Ended December 31,
	2022		2021
Deferred revenue beginning of period	$	273,073	$	71,365
Additions	287,840		87,800
Revenue recognized related to amounts that were included in beginning balance of deferred revenue	(91,815)		(13,400)
Deferred revenue end of period	$	469,098	$	145,765


In thousands	Three Months Ended December 31,
	2022		2021
Deferred revenue from related parties beginning of period	$	300,697	$	220,122
Additions	88,530		87,543
Revenue recognized related to amounts that were included in beginning balance of deferred revenue	(38,332)		(107,580)
Deferred revenue from related parties end of period	$	350,895	$	200,085

Inventory, Net (Tables)

3 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Schedule of Inventory, Current

Inventory consisted of the following:


In thousands	December 31, 2022						September 30, 2022
	Cost		Provision		Net		Cost		Provision		Net
Cubes, batteries, and other equipment	$	1,084,949	$	(1,624)	$	1,083,325	$	653,059	$	(1,294)	$	651,765
Shipping containers and spare parts	294		(12)		282		982		(12)		970
Total	$	1,085,243	$	(1,636)	$	1,083,607	$	654,041	$	(1,306)	$	652,735

Stock-Based Compensation - Additional Information (Details) - USD ($)	3 Months Ended		12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 8,477,000	$ 24,877,000
The Option Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options expiration period (in years)	10 years
Shares outstanding, options (in shares)	7,835,243
Options outstanding, Weighted average exercise price per share (usd per share)	$ 2.45
Unrecognized stock compensation expense	$ 1,100,000
2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Class A common stock reserved (in shares)	9,500,000
Outstanding phantom units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense			$ 0
Unrecognized stock compensation expense	$ 5,300,000
Shares outstanding (in shares)	513,865
Outstanding phantom units \| Executive Officer \| 6 month anniversary of IPO
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting percentage	33.33%
Outstanding phantom units \| Executive Officer \| 18 month anniversary of IPO
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting percentage	33.33%
Outstanding phantom units \| Executive Officer \| 30 month anniversary of IPO
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting percentage	33.33%
Outstanding restricted stock units (“RSUs”)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock compensation expense	$ 22,300,000
Shares outstanding (in shares)	2,011,690
Granted (in shares)	97,893
Outstanding restricted stock units (“RSUs”) \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
RSU vesting period (in years)	3 years
Vested, weighted average grant date fair value (USD per share)	$ 15.31
Outstanding stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense			$ 0
Outstanding stock options \| 2021 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Service requirement (in years)	3 years

Intangible Assets, Net

3 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets, Net

Intangible assets are stated at amortized cost and consist of the following:


In thousands	December 31, 2022						September 30, 2022
	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
Patents and licenses	$	28,557	$	(9,511)	$	19,046	$	28,551	$	(9,033)	$	19,518
Developed technology	29,677		(3,413)		26,264		28,347		(2,720)		25,627
Customer relationship	3,534		(426)		3,108		3,340		(263)		3,077
Tradenames /Trademarks	5,257		(2,839)		2,418		5,216		(2,679)		2,537
Other	967		(321)		646		1,213		(276)		937
Total	$	67,992	$	(16,510)	$	51,482	$	66,667	$	(14,971)	$	51,696

Intangible assets are amortized over their estimated useful lives on a straight-line basis. Total amortization expense for the three months ended December 31, 2022 and 2021 was $1.5 million and $0.9 million, respectively.

Stock-Based Compensation - Stock Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 8,477	$ 24,877
Cost of goods and services
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	900	3,528
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	2,360	1,813
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	4,699	6,441
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 518	$ 13,095

Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Sep. 30, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Taxes recoverable	$ 14,956	$ 14,378
Advance payments	1,522	1,813
Prepaid expenses	1,750	2,095
Prepaid insurance	7,845	1,549
Derivative asset (a)	991	5,574
Other	2,683	1,226
Total	$ 29,747	$ 26,635

Label	Element	Value
Retained Earnings [Member]
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	us-gaap_ProfitLoss	$ (28,805,000)
AOCI Attributable to Parent [Member]
Other Comprehensive Income (Loss), Net of Tax	us-gaap_OtherComprehensiveIncomeLossNetOfTax	175,000
Other Comprehensive Income (Loss), Net of Tax	us-gaap_OtherComprehensiveIncomeLossNetOfTax	39,000
Noncontrolling Interest [Member]
Other Comprehensive Income (Loss), Net of Tax	us-gaap_OtherComprehensiveIncomeLossNetOfTax	85,000
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	us-gaap_ProfitLoss	(20,317,000)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	us-gaap_ProfitLoss	$ (62,338,000)

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Related-Party Transactions - Additional Information (Details) - USD ($) $ in Thousands		3 Months Ended
	Aug. 11, 2021	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2022
Related Party Transaction [Line Items]
Revenue recognized		$ 101,006	$ 147,833
Provision for receivables from related parties		$ 0		$ 0
AES Grid Stability \| Class B-1 common stock \| Fluence Energy, Inc
Related Party Transaction [Line Items]
Investment owned (in shares)		58,586,695
Siemens Industry \| Class A common stock \| Fluence Energy, Inc
Related Party Transaction [Line Items]
Investment owned (in shares)		58,586,695
Affiliated Entity \| AES Grid Stability
Related Party Transaction [Line Items]
Notes payable, related parties	$ 25,000
Subordinated promissory note, annual interest percentage	2.86%
Affiliated Entity \| Siemens Industry
Related Party Transaction [Line Items]
Notes payable, related parties	$ 25,000
Subordinated promissory note, annual interest percentage	2.86%

Inventory, Net

3 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Inventory, Net

Inventory consisted of the following:


In thousands	December 31, 2022						September 30, 2022
	Cost		Provision		Net		Cost		Provision		Net
Cubes, batteries, and other equipment	$	1,084,949	$	(1,624)	$	1,083,325	$	653,059	$	(1,294)	$	651,765
Shipping containers and spare parts	294		(12)		282		982		(12)		970
Total	$	1,085,243	$	(1,636)	$	1,083,607	$	654,041	$	(1,306)	$	652,735

Commitment and Contingencies - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended	12 Months Ended
	Apr. 30, 2022	Oct. 31, 2021	Dec. 31, 2022	Sep. 30, 2022	Apr. 28, 2021
Loss Contingencies [Line Items]
Advances to suppliers			$ 55,191	$ 54,765
Settlement amount			19,500
Standard and extended product warranty accrual			2,300	1,600
Inventory valuation reserves			$ 1,636	1,306
Minimum
Loss Contingencies [Line Items]
Limited warranty, period			1 year
Maximum
Loss Contingencies [Line Items]
Limited warranty, period			5 years
Inventory capacity guarantee
Loss Contingencies [Line Items]
Advance payment			$ 60,000
Advances to suppliers			$ 37,000
2021 Cargo Loss Incident
Loss Contingencies [Line Items]
Inventory valuation reserves				13,000
Inventory valuation reserves, inventory write-down				$ 13,000
Insurance proceeds expected					$ 10,000
Insurance proceed collected	$ 2,500	$ 7,500

Related-Party Transactions - Balance Sheet Information (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Sep. 30, 2022
Related Party Transactions [Abstract]
Accounts receivable	$ 23,489	$ 91,879
Unbilled receivables	33,189	20,148
Total receivables from related parties	56,678	112,027
Accounts payable	3,548	2,550
Deferred revenue	350,895	300,697
Accrued liabilities	3,621	3,101
Total payables and deferred revenue with related parties	$ 358,064	$ 306,348

- Definition

The aggregate amount of receivables to be collected from related parties where one party can exercise control or significant influence over another party; including affiliates, owners or officers and their immediate families, pension trusts, and so forth, at the financial statement date. which are usually due within one year (or one business cycle).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
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-Section 45
-Paragraph 1
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1A
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
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Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
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-Subparagraph (SX 210.4-08(k)(1))
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+ Details

Goodwill

3 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

No impairment was recognized for the three months ended December 31, 2022 and 2021, respectively. The following table presents the goodwill activity:


In thousands	Three Months Ended December 31,
	2022		2021
Goodwill, Beginning of the period	$	24,851	$	9,176
Foreign currency adjustment	965		(9)

Goodwill, End of the period	$	25,816	$	9,167

CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - $ / shares	Dec. 31, 2022	Sep. 30, 2022
Preferred stock, par value (in usd per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Class A common stock
Common stock, par value (in usd per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized (in shares)	1,200,000,000	1,200,000,000
Common stock, shares issued (in shares)	116,645,242	115,424,025
Common stock, shares outstanding (in shares)	116,072,991	114,873,121
Class B-1 common stock
Common stock, par value (in usd per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	58,586,695	58,586,695
Common stock, shares outstanding (in shares)	58,586,695	58,586,695
Class B-2 common stock
Common stock, par value (in usd per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	0	0
Common stock, shares outstanding (in shares)	0	0

Organization and Operations	3 Months Ended
Organization and Operations	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Operations	Organization and Operations Fluence Energy, Inc., a Delaware corporation (“the Company”), was formed on June 21, 2021. We conduct our business operations through Fluence Energy, LLC, and its direct and indirect subsidiaries. Fluence Energy, LLC was formed on June 30, 2017 as a joint venture between Siemens Industry, Inc. (“Siemens Industry”), an indirect subsidiary of Siemens AG (“Siemens”), and AES Grid Stability, LLC (“AES Grid Stability”), an indirect subsidiary of the AES Corporation (“AES”), and commenced operations on January 1, 2018. We refer to Siemens Industry and AES Grid Stability as the “Founders” in this Quarterly Report on Form 10-Q (this “Report”). Upon the completion of our initial public offering (“IPO”) on November 1, 2021, Fluence Energy, Inc. became a holding company whose sole material assets are the limited liability company interests (the “LLC Interests”) in Fluence Energy, LLC. All of our business is conducted through Fluence Energy, LLC, together with its subsidiaries, and the financial results of Fluence Energy, LLC will be consolidated in our financial statements. Fluence Energy, LLC is taxed as a partnership for federal income tax purposes and, as a result, its members, including Fluence Energy, Inc. will pay income taxes with respect to their allocable shares of its net taxable income. As of December 31, 2022, Fluence Energy, LLC had subsidiaries operating in Germany, Australia, Philippines, Chile, the Netherlands, the United States, India, Singapore, and Switzerland. Except where the context clearly indicates otherwise, “Fluence,” “we,” “us,” “our” or the “Company” refers to Fluence Energy, Inc. and all of its direct and indirect subsidiaries, including Fluence Energy, LLC. When used in a historical context that is prior to the completion of the IPO, “we,” “us,” “our” or “the Company” refers to Fluence Energy, LLC and its subsidiaries. Our fiscal year begins on October 1 and ends on September 30. References to “fiscal year 2021” and “fiscal year 2022” refer to the fiscal years ended September 30, 2021 and September 30, 2022, respectively. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer. The Company’s CODM reviews financial information on a condensed consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. As such, the Company has determined that it operates in one operating segment, which corresponds to one reportable segment.

Related-Party Transactions

3 Months Ended

Dec. 31, 2022

Related-Party Transactions

Related-Party TransactionsRelated parties are represented by AES and Siemens, their respective subsidiaries and other entities under common control. As of December 31, 2022, AES Grid Stability, a wholly owned subsidiary of AES, holds 58,586,695 shares of Class B-1 common stock of Fluence Energy, Inc. and Siemens holds an aggregate of 58,586,695 of Class A common stock of Fluence Energy, Inc.

Borrowings from Related Parties

On August 11, 2021, the Company borrowed $25.0 million and $25.0 million from AES Grid Stability and Siemens Industry, respectively, in the form of subordinated promissory notes, each bearing an annual interest at 2.86%. The promissory notes were paid off in full on November 1, 2021 using proceeds from the IPO. All related party borrowings were for general working capital needs.

There were no new related party borrowings during the three months ended December 31, 2022.

Sales and Procurement Contracts with Related Parties

The Company signs back-to-back battery-based energy storage product and related service contracts with AES, Siemens, and their subsidiaries (collectively referred to as affiliates) in relation to execution of the affiliates’ contracts with external customers and also direct contracts signed with affiliates. Revenue from contracts with affiliates is included in “Revenue from related parties” on the Company’s condensed consolidated statements of operations and comprehensive loss.

In addition, the Company purchases materials and supplies from its affiliates and records the costs in “Cost of goods and services” on the Company’s condensed consolidated statements of operations and comprehensive loss.

Service Agreements with Affiliates

Fluence and its affiliates have signed service agreements under which the affiliates provide certain administrative services to Fluence. The services include but are not limited to, treasury, information technology services, sales services, payroll, and research and development. Cost of services are accrued monthly and included in “Payables and deferred revenue with related parties”, and “General and administrative”, “Sales and marketing”, or “Research and development” on the Company’s condensed consolidated balance sheets and statements of operations and comprehensive loss, respectively.

Contract Performance Guarantees

Fluence paid performance guarantee fees to its affiliates in exchange for guaranteeing Fluence’s performance obligation under certain contracts with Fluence’s customers, which are based on the affiliates’ weighted average cost for bank guarantees and their per annum cost of surety bonds with a reasonable markup. The guarantee fees are included in “Costs of goods and services” on Fluence’s condensed consolidated statements of operations and comprehensive loss.

Receivables and Payables

The following table presents the components of receivables from related parties and payables to related parties on the Company’s condensed consolidated balance sheets:


In thousands	December 31, 2022		September 30, 2022
Accounts receivable	$	23,489	$	91,879
Unbilled receivables	33,189		20,148
Total receivables from related parties	$	56,678	$	112,027
Accounts payable	$	3,548	$	2,550
Deferred revenue	350,895		300,697
Accrued liabilities	3,621		3,101
Total payables and deferred revenue with related parties	$	358,064	$	306,348

Unbilled receivables represent the excess of revenues recognized over billings to date on sales or service contracts with related parties. Deferred revenue represents the excess billings to date over the amount of revenue recognized to date on sales or service contracts with related parties. Receivables from related parties and payables and deferred revenue with related parties are unsecured and settlement of these balances occurs in cash. No provision has been made related to the receivables from related parties.

The following table presents the related party transactions that are included the Company’s condensed consolidated statements of operations and comprehensive loss for the periods indicated:


In thousands	Three Months Ended December 31,
	2022		2021
Revenue	$	101,006	$	147,833
Cost of goods and services	(6,407)		(7,495)
Research and development expenses	(191)		(45)
Sales and marketing expenses	(13)		(607)
General and administrative expenses	(30)		(1,191)

Refer to Note 2 - Summary of Significant Accounting Policies and Estimates for details of the related party guarantees associated with the supply chain financing program.

Other Current Assets (Tables)

3 Months Ended

Dec. 31, 2022

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Other Current Assets

Other current assets consisted of the following amounts:


In thousands	December 31, 2022		September 30, 2022
Taxes recoverable	$	14,956	$	14,378
Advance payments	1,522		1,813
Prepaid expenses	1,750		2,095
Prepaid insurance	7,845		1,549
Derivative asset (a)	991		5,574
Other	$	2,683	1,226
Total	$	29,747	$	26,635

(a) Derivative assets relate to forward contracts used to mitigate foreign exchange risk exposure on customer projects, gains and losses on forward contracts are recorded to cost of goods and services.

Revenue from Contracts with Customers

3 Months Ended

Dec. 31, 2022

Revenue from Contract with Customer [Abstract]

Revenue from Contracts with Customers

Our revenue is primarily derived from sales of our energy storage products and solutions.


In thousands	Three Months Ended December 31,
	2022		2021
Revenue from sale of energy storage products and solutions	$	305,803	$	172,655
Revenue from services	3,441		1,896
Revenue from digital applications and solutions	781		336
Other	$	435	$	—
Total	$	310,460	$	174,887

The following table presents the Company’s revenue disaggregated by geographical region. Revenues are attributed to regions based on location of customers:


In thousands	Three Months Ended December 31,
	2022		2021
Americas (North, Central and South America)	$	176,471	$	141,833
APAC (Asia Pacific)	19,560		16,809
EMEA (Europe, Middle-East and Africa)	114,429		16,245
Total	$	310,460	$	174,887

Customer Concentration

For the three months ended December 31, 2022, our top two customers, in the aggregate, accounted for approximately 51% of total revenue.

For the three months ended December 31, 2021, the Company had one customer that accounted for 84% of total revenue.

Deferred Revenue

Deferred revenue represents the excess billings over the amount of revenue recognized to date. Deferred revenue from related parties is included in payables and deferred revenue with related parties on the Company’s condensed consolidated balance sheets. The following table provides information about deferred revenue from contracts with customers:


In thousands	Three Months Ended December 31,
	2022		2021
Deferred revenue beginning of period	$	273,073	$	71,365
Additions	287,840		87,800
Revenue recognized related to amounts that were included in beginning balance of deferred revenue	(91,815)		(13,400)
Deferred revenue end of period	$	469,098	$	145,765


In thousands	Three Months Ended December 31,
	2022		2021
Deferred revenue from related parties beginning of period	$	300,697	$	220,122
Additions	88,530		87,543
Revenue recognized related to amounts that were included in beginning balance of deferred revenue	(38,332)		(107,580)
Deferred revenue from related parties end of period	$	350,895	$	200,085

Remaining Performance Obligations

The Company’s remaining performance obligations (“backlog”) represent the unrecognized revenue value of its contract commitments, which include deferred revenue and amounts that will be billed and recognized as revenue in future periods. The Company’s backlog may vary significantly each reporting period based on the timing of major new contract commitments and the backlog may fluctuate with currency movements. In addition, the Company’s customers have the right, under some circumstances, to terminate contracts or defer the timing of its services and their payments to the Company.

As of December 31, 2022, the Company had $2.7 billion of remaining performance obligations related to our contractual commitments, of which we expect to recognize approximately 80% in revenue in the next 9 to 33 months, 15% in 34 to 57 months and the remainder thereafter.

Variable Consideration

As of December 31, 2022 and September 30, 2022, our transaction prices have been reduced to reflect variable consideration of $70.8 million and $75.5 million, respectively. Variable consideration primarily relates to our customers’ rights to liquidated damages in the event a specified milestone has not been met or equipment is not delivered to contract specifications. Variable consideration is estimated using the expected-value method which computes a weighted average amount based on a range of potential outcomes. In contracts in which a significant reversal may occur, we use constraint in recognizing revenue on variable consideration.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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+ Details

Current Accruals and Provisions (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Sep. 30, 2022
Payables and Accruals [Abstract]
Accrued purchases	$ 106,864	$ 120,446
Solution projects accruals	35,764	32,550
Provisions for expected project losses	16,290	30,032
Warranty accrual	2,291	1,625
Total	161,209	184,653
Less: non-current portion	(1,022)	(839)
Accruals and provisions	$ 160,187	$ 183,814

Subsequent Events	3 Months Ended
Subsequent Events	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsNone.

Stock-Based Compensation

3 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Share-Based Compensation

Stock-Based Compensation

Option Plan

In 2020, the Company established the 2020 Unit Option Plan (the “Option Plan”) whereby employees, directors, and consultants, were originally granted non-qualified options to purchase Class A-1 units of Fluence Energy, LLC. As of September 30, 2021, the Company determined that achievement of the performance conditions related to awards granted under the Option Plan was not probable and therefore, no expense was recognized for the non-qualified options during the fiscal year ended September 30, 2021. The completion of the IPO on November 1, 2021 resulted in achievement of the performance condition for the majority of the underlying awards granted under the option plan. In connection with the IPO, the non-qualified options were converted into non-qualified stock options to purchase shares of Class A common stock of Fluence Energy, Inc. Non-qualified stock options under the Option Plan have a contractual term of ten years from the date of grant. The Company estimated the fair value of the awards using the Black-Scholes option-pricing model. The outstanding awards will continue to be governed by their existing terms under the Option Plan. The Option Plan is accounted for as an equity plan. We do not expect to make any further awards under the Option Plan.

As of December 31, 2022, 7,835,243 stock options with an exercise price of $2.45 remain outstanding. The Option Plan has unrecognized stock compensation expense of $1.1 million as of December 31, 2022.

Phantom Units

Employees, directors, and consultants were granted compensation under the Phantom Equity Incentive Plan (the “Phantom Incentive Plan”). As of September 30, 2021, the Company determined that achievement of the performance conditions related to awards granted under the Phantom Incentive Plan was not probable and therefore, no expense was recognized for the phantom units during the fiscal year ended September 30, 2021. The completion of the IPO on November 1, 2021 resulted in achievement of the performance condition for the majority of the underlying awards granted under the Phantom Incentive Plan. The outstanding awards relate to a modification previously made at the time of the IPO related to awards granted to the Company’s executive officers. We do not expect to make any further awards under the Phantom Incentive Plan.

As of December 31, 2022, 513,865 phantom unit awards previously issued remained outstanding. The Phantom Incentive Plan has unrecognized stock compensation expense of $5.3 million as of December 31, 2022.

2021 Incentive Plan

During fiscal year 2021, the Company established the 2021 Incentive Award Plan (the “2021 Incentive Plan”) which reserves 9,500,000 shares of Class A common stock of Fluence Energy, Inc. for issuance to management, other employees, consultants, and board members of the Company. The 2021 Incentive Plan governs over both equity-based and cash-based awards. Employee stock-based awards issued pursuant to the 2021 Incentive Plan that are expected to be settled by issuing shares of Class A common stock are recorded as equity awards. The 2021 Incentive Plan is accounted for as an equity plan. The Company generally expenses the grant date fair value of the awards on a straight-line basis over each of the three separately vesting tranches within a given grant. The awards vest ratably at one-third annually on the anniversary of the grant date over a three-year period. The Company accounts for forfeitures as they occur. Awards to employees and contractors vest ratably over a period of three years. During the three months ended December 31, 2022, the Company granted 97,893 RSUs under the 2021 Incentive Award Plan. The weighted average grant date fair value for the RSUs was $15.31.

As of December 31, 2022, 2,011,690 RSUs previously issued remained outstanding. The 2021 Incentive Plan has unrecognized stock compensation expense of $22.3 million as of December 31, 2022.

The following table presents stock-based compensation expense by financial statement line item:


In thousands	Three Months Ended December 31,
	2022		2021
Cost of goods and services	$	900	$	3,528
Research and development	2,360		1,813
Sales and marketing	4,699		6,441
General and administrative	518		13,095
Total	$	8,477	$	24,877

Debt - Revolving Credit Facility (Details) - The Revolver		3 Months Ended
	Nov. 01, 2021 USD ($) bank qtr	Dec. 31, 2022 USD ($)	Jun. 30, 2022 USD ($)
Line of Credit
Line of Credit Facility [Line Items]
Letters of credit outstanding, amount		$ 156,400,000
Letters of credit issued		43,600,000
Line of Credit
Line of Credit Facility [Line Items]
Outstanding borrowings		0
Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing amount			$ 200,000,000.0
Increase in borrowing capacity			$ 10,000,000.0
Debt instrument, covenant, investment threshold, maximum		$ 10,500,000
Debt instrument, covenant, investment threshold, percentage of consolidated assets, maximum		1.50%
Debt instrument, covenant, total liquidity, maximum		$ 600,000,000
Revolving Credit Facility \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing amount	$ 190,000,000
Number of other banks in lenders party \| bank	5
Commitment fee	0.55%
Minimum liquidity and gross revenue requirement of consolidated EBITDA	$ 150,000,000
EBITDA threshold period \| qtr	4
Revolving Credit Facility \| Line of Credit \| London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Interest rate	3.00%
Revolving Credit Facility \| Line of Credit \| Base Rate
Line of Credit Facility [Line Items]
Interest rate	2.00%
Letter of Credit \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing amount	$ 200,000,000
Letter of credit participation fee	2.75%

Related-Party Transactions (Tables)

3 Months Ended

Dec. 31, 2022

Schedule of Related Party Transactions

The following table presents the components of receivables from related parties and payables to related parties on the Company’s condensed consolidated balance sheets:


In thousands	December 31, 2022		September 30, 2022
Accounts receivable	$	23,489	$	91,879
Unbilled receivables	33,189		20,148
Total receivables from related parties	$	56,678	$	112,027
Accounts payable	$	3,548	$	2,550
Deferred revenue	350,895		300,697
Accrued liabilities	3,621		3,101
Total payables and deferred revenue with related parties	$	358,064	$	306,348

The following table presents the related party transactions that are included the Company’s condensed consolidated statements of operations and comprehensive loss for the periods indicated:


In thousands	Three Months Ended December 31,
	2022		2021
Revenue	$	101,006	$	147,833
Cost of goods and services	(6,407)		(7,495)
Research and development expenses	(191)		(45)
Sales and marketing expenses	(13)		(607)
General and administrative expenses	(30)		(1,191)

Other Current Assets

3 Months Ended

Dec. 31, 2022

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Current Assets

Other current assets consisted of the following amounts:


In thousands	December 31, 2022		September 30, 2022
Taxes recoverable	$	14,956	$	14,378
Advance payments	1,522		1,813
Prepaid expenses	1,750		2,095
Prepaid insurance	7,845		1,549
Derivative asset (a)	991		5,574
Other	$	2,683	1,226
Total	$	29,747	$	26,635

Summary of Significant Accounting Policies and Estimates (Tables)

3 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Ownership Interests

The table below summarizes the ownership structure at end of each respective period:


	December 31, 2022		September 30, 2022
Controlling Interest Ownership	66.46	%	66.22	%
Non-Controlling Interest Ownership (AES)	33.54	%	33.78	%

Schedule of Cash and Cash Equivalents

The following table provides a reconciliation of cash, cash equivalents, and restricted cash as shown in the Company’s condensed consolidated balance sheets.


in thousands	December 31, 2022		September 30, 2022
Cash and cash equivalents	$	286,735	$	357,296
Restricted cash	55,233		62,425
Restricted cash included in “Other non-current assets”	$	10,000	10,000
Total cash, cash equivalents and restricted cash	$	351,968	$	429,721

Restrictions on Cash and Cash Equivalents

Restricted cash consisted of the following:


in thousands	December 31, 2022		September 30, 2022
Collateral for credit card program	$	1,901	$	1,580
Collateral for outstanding bank guarantees	53,332		60,845
Collateral for surety program included in “Other non-current assets”	10,000		10,000
Total restricted cash	$	65,233	$	72,425

Schedule of Short-Term Investments


in thousands	Three Months Ended December 31, 2022
Beginning balance	110,355
Contributions / (withdrawals)	(1,178)
Changes in fair market value	685

Ending Balance	$	109,862

Schedule of Dilutive Securities

The following table presents the potentially dilutive securities that were excluded from the computation of diluted loss per share:


	Three Months Ended December 31,
	2022	2021
Class B-1 common stock	58,586,695	117,173,390
Outstanding stock options	7,835,243	11,294,681
Outstanding phantom units	513,865	2,170,541
Outstanding restricted stock units (“RSUs”)	2,011,690	670,487

Schedule of Earnings Per Share, Basic and Diluted

Basic and diluted net loss per share of Class A common stock for the three months ended December 31, 2022 and 2021, respectively, have been computed as follows:


In thousands, except share and per share amounts	Three Months Ended December 31, 2022		Three Months Ended December 31, 2021
Net loss	(37,193)		(111,460)
Less: Net loss attributable to the non-controlling interest	$	(12,551)	$	(82,655)
Net loss attributable to Fluence Energy, Inc.	$	(24,642)	$	(28,805)

Weighted average number of Class A common stock - basic and diluted	115,393,437		54,143,275
Loss per share of Class A common stock, basic and diluted	$	(0.21)	$	(0.53)

Accounting Standards Update and Change in Accounting Principle

The following table presents accounting standards not yet adopted:


Standard	Description	Required date of adoption	Effect on the financial statements and other significant matters
Accounting Standards Update (ASU) No. 2022-04: Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations	In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2022-04, "Disclosure of Supplier Finance Program Obligations" ("ASU 2022-04"). ASU 2022-04 requires entities to disclose the key terms of supplier finance programs they use in connection with the purchase of goods and services, along with the amount of obligations outstanding at the end of each period and an annual rollforward of such obligations. This standard does not affect the recognition, measurement, or financial statement presentation of supplier finance program obligations.	ASU 2022-04 is effective for the Company beginning in its fiscal year ending, September 30, 2024 ("Fiscal 2024") and is to be applied retrospectively to all periods in which a balance sheet is presented. The annual rollforward disclosure is not required to be made until its fiscal year ending September 30, 2025 ("Fiscal 2025") and is to be applied prospectively. Early adoption is permitted.	The Company is evaluating the impact that this guidance will have on disclosures related to its supplier finance program obligations.

Revenue from Contracts with Customers - Geographical Regions (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 310,460	$ 174,887
Americas (North, Central and South America)
Disaggregation of Revenue [Line Items]
Total revenue	176,471	141,833
APAC (Asia Pacific)
Disaggregation of Revenue [Line Items]
Total revenue	19,560	16,809
EMEA (Europe, Middle-East and Africa)
Disaggregation of Revenue [Line Items]
Total revenue	$ 114,429	$ 16,245

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

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+ Details

Revenue from Contracts with Customers - Contract Liability (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Consolidated Entities, Excluding Affiliated Entities
Contract With Customer, Liability [Roll Forward]
Deferred revenue beginning of period	$ 273,073	$ 71,365
Additions	287,840	87,800
Revenue recognized related to amounts that were included in beginning balance of deferred revenue	(91,815)	(13,400)
Deferred revenue end of period	469,098	145,765
Affiliated Entity
Contract With Customer, Liability [Roll Forward]
Deferred revenue beginning of period	300,697	220,122
Additions	88,530	87,543
Revenue recognized related to amounts that were included in beginning balance of deferred revenue	(38,332)	(107,580)
Deferred revenue end of period	$ 350,895	$ 200,085

Goodwill (Tables)

3 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following table presents the goodwill activity:


In thousands	Three Months Ended December 31,
	2022		2021
Goodwill, Beginning of the period	$	24,851	$	9,176
Foreign currency adjustment	965		(9)

Goodwill, End of the period	$	25,816	$	9,167

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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+ Details

Debt - Line of Credit (Details) - USD ($) $ in Thousands		3 Months Ended
Debt - Line of Credit (Details) - USD ($) $ in Thousands	Nov. 01, 2021	Dec. 31, 2022	Dec. 31, 2021	Oct. 31, 2021	Sep. 30, 2021
Line of Credit Facility [Line Items]
Proceeds from issuance of Class A common stock sold in an IPO, net of underwriting discounts and commissions		$ 0	$ 50,000
Line of Credit \| Uncommitted Line Of Credit Agreement
Line of Credit Facility [Line Items]
Maximum borrowing amount				$ 50,000
Outstanding borrowings					$ 50,000
Weighted average annual interest rate					2.83%
Proceeds from issuance of Class A common stock sold in an IPO, net of underwriting discounts and commissions	$ 50,000

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Summary of Significant Accounting Policies and Estimates - Revenue Recognition (Details) $ in Millions	3 Months Ended
	Dec. 31, 2022 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Revenue recognized on change order	$ 11.5

Investment in Joint Venture	3 Months Ended
Investment in Joint Venture	Dec. 31, 2022
Equity Method Investments and Joint Ventures [Abstract]
Investment in Joint Venture	Investment in Joint VentureOn August 5, 2022, Fluence Energy Singapore PTE. LTD., a subsidiary of Fluence Energy, LLC, and ReNew Power entered into an agreement to form a partnership in India for an initial investment of $5.0 million, plus a line of credit of $15.0 million each for a 50% interest in the partnership. We funded the investment and the joint venture commenced operations in the first quarter of fiscal 2023. The investment is recorded in “Other non-current assets.” The investment will be accounted for under the equity-method with results being reported by Fluence one quarter in arrears. The joint venture is not considered a variable interest entity and we do not consolidate the joint venture as we do not hold a controlling financial interest.

Goodwill - Narrative (Details) - USD ($)	3 Months Ended
Goodwill - Narrative (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Impairment of goodwill	$ 0	$ 0

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Foreign currency translation gain (loss), income tax (expense) benefit	$ 0.3	$ 0.0

Restructuring Plan (Details) $ in Millions	Dec. 31, 2022 USD ($)
Employee Severance
Restructuring Cost and Reserve [Line Items]
Restructuring cost incurred	$ 0.8
Consulting Fees
Restructuring Cost and Reserve [Line Items]
Restructuring cost incurred	$ 0.5

Revenue from Contracts with Customers - Revenue by Contracts (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 310,460	$ 174,887
Revenue from sale of energy storage products and solutions
Disaggregation of Revenue [Line Items]
Total revenue	305,803	172,655
Revenue from services
Disaggregation of Revenue [Line Items]
Total revenue	3,441	1,896
Revenue from digital applications and solutions
Disaggregation of Revenue [Line Items]
Total revenue	781	336
Other
Disaggregation of Revenue [Line Items]
Total revenue	$ 435	$ 0

- Definition

+ References

+ Details

Related-Party Transactions - Statement of Operations and Comprehensive Loss Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Related Party Transactions [Abstract]
Revenue	$ 101,006	$ 147,833
Cost of goods and services	(6,407)	(7,495)
Research and development expenses	(191)	(45)
Sales and marketing expenses	(13)	(607)
General and administrative expenses	$ (30)	$ (1,191)

- Definition

Direct costs arising from transactions with related parties who are not affiliates or joint Ventures. These costs are categorized as cost of goods sold.

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Amount of revenue, fees and commissions earned from transactions between (a) a parent company and its subsidiaries; (b) subsidiaries of a common parent; (c) an entity and trusts for the benefit of employees, for example, but not limited to, pension and profit-sharing trusts that are managed by or under the trusteeship of the entity's management; (d) an entity and its principal, owners, management, or members of their immediate families; and (e) affiliates.

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+ Details

Summary of Significant Accounting Policies and Estimates - Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 286,735	$ 357,296
Restricted cash	55,233	62,425
Restricted cash included in “Other non-current assets”	10,000	10,000
Total cash, cash equivalents and restricted cash	$ 351,968	$ 429,721	$ 679,415	$ 38,069

Summary of Significant Accounting Policies and Estimates - Non-controlling Interest (Details)	Dec. 31, 2022	Sep. 30, 2022
Fluence Energy, LLC
Noncontrolling Interest [Line Items]
Fluence Energy, LLC percentage owned	66.46%	66.22%
AES Grid Stability
Noncontrolling Interest [Line Items]
Founders percentage owned	33.54%	33.78%

Income Taxes	3 Months Ended
Income Taxes	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s provision for income taxes is based on the estimated annual effective tax rate, plus discrete items. Income tax expense (benefit) was $(0.6) million and $0.4 million for the three months ended December 31, 2022 and 2021, respectively. The effective tax rate for the three months ended December 31, 2022 and 2021 was 1.6% and (0.3)%, respectively. For the three months ended December 31, 2022, the Company’s effective tax rate differs from the U.S. statutory tax rate of 21% primarily due to flow-through losses attributable to the Founders, valuation allowances and foreign exchange gains. For the three months ended December 31, 2021, the Company’s effective tax rate differs from the U.S. statutory tax rate of 21% primarily due to flow-through losses incurred prior to the IPO on November 1, 2021, flow-through losses attributable to the Founders, and valuation allowances. As of each of December 31, 2022 and September 30, 2022, the Company does not believe it has any significant uncertain tax positions and therefore, has not recorded any unrecognized tax benefits. The Company evaluates the realizability of its deferred tax assets on a quarterly basis and establishes valuation allowances when it is more-likely-than-not that all or a portion of a deferred tax asset may not be realized. As of December 31, 2022 and September 30, 2022, the Company had recorded a full valuation allowance against deferred tax assets on Fluence Energy, Inc. primarily related to its investment in Fluence Energy, LLC, as well as on certain foreign subsidiaries based on the weight of available evidence, including cumulative losses.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Revenue from Contracts with Customers - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Amount of remaining performance obligations	$ 2,700.0
Change in estimate of transaction price	$ 70.8		$ 75.5
Total Revenues \| Customer Concentration Risk \| Two Customers
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Total revenue percentage	51.00%
Total Revenues \| Customer Concentration Risk \| One Customer
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Total revenue percentage		84.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Percentage of remaining performance obligations	80.00%
Expected time period of satisfaction (in years)	33 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Percentage of remaining performance obligations	15.00%
Expected time period of satisfaction (in years)	23 months

Investment in Joint Venture (Details) - USD ($) $ in Thousands		3 Months Ended
	Aug. 05, 2022	Dec. 31, 2022	Dec. 31, 2021
Schedule of Equity Method Investments [Line Items]
Payments for purchase of investment in joint venture		$ 5,013	$ 0
India Partnership
Schedule of Equity Method Investments [Line Items]
Payments for purchase of investment in joint venture	$ 5,000
Outstanding borrowings	$ 15,000
Interest percentage	50.00%

- Definition

+ References + Details

Inventory, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Sep. 30, 2022
Inventory [Line Items]
Cost	$ 1,085,243	$ 654,041
Provision	(1,636)	(1,306)
Net	1,083,607	652,735
Cubes, batteries, and other equipment
Inventory [Line Items]
Cost	1,084,949	653,059
Provision	(1,624)	(1,294)
Net	1,083,325	651,765
Shipping containers and spare parts
Inventory [Line Items]
Cost	294	982
Provision	(12)	(12)
Net	$ 282	$ 970

Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Roll Forward]
Goodwill, Beginning of the period	$ 24,851	$ 9,176
Foreign currency adjustment	965	(9)
Goodwill, End of the period	$ 25,816	$ 9,167

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Commitment and Contingencies (Tables)

3 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Long-Term Purchase Commitment

The following presents our future minimum purchase commitments by fiscal year, primarily for batteries, and liquidated damages, if the minimum purchase volumes are not met, as of December 31, 2022:


in thousands	Purchase Commitments		Liquidated Damages
2023	643,125		24,569
2024	788,073		125,992
2025	178,568		34,975
2026 and thereafter	4,050		2,502
Total	$	1,613,816	$	188,038

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2022	Sep. 30, 2022
Current assets:
Cash and cash equivalents	$ 286,735	$ 357,296
Restricted cash	55,233	62,425
Short-term investments	109,862	110,355
Trade receivables	108,591	86,770
Unbilled receivables	224,484	138,525
Receivables from related parties	56,678	112,027
Advances to suppliers	55,191	54,765
Inventory, net	1,083,607	652,735
Other current assets	29,747	26,635
Total current assets	2,010,128	1,601,533
Non-current assets:
Property and equipment, net	15,167	13,755
ROU Asset - Operating Leases	2,004	2,403
Intangible assets, net	51,482	51,696
Goodwill	25,816	24,851
Deferred income tax asset	2,571	3,028
Advances to suppliers	0	8,750
Debt issuance cost	2,590	2,818
Note receivable - pledged as collateral	24,330	24,330
Other non-current assets	17,839	12,490
Total non-current assets	141,799	144,121
Total assets	2,151,927	1,745,654
Current liabilities:
Accounts payable	505,620	304,898
Deferred revenue	469,098	273,073
Personnel related liabilities	14,410	21,286
Accruals and provisions	160,187	183,814
Payables and deferred revenue with related parties	358,064	306,348
Taxes payable	7,898	11,114
Current portion of operating lease liabilities	1,636	1,732
Other current liabilities	9,441	7,198
Total current liabilities	1,526,354	1,109,463
Non-current liabilities:
Operating lease liabilities, net of current portion	668	1,011
Deferred income tax liability	3,467	4,876
Borrowings against note receivable - pledged as collateral	21,142	0
Other non-current liabilities	1,279	1,096
Total non-current liabilities	26,556	6,983
Total liabilities	1,552,910	1,116,446
Stockholders’ Equity:
Preferred stock, $0.00001 per share, 10,000,000 shares authorized; no shares issued and outstanding as of December 31, 2022 and September 30, 2022	0	0
Treasury stock, at cost	(5,301)	(5,013)
Additional paid-in capital	554,924	542,602
Accumulated other comprehensive income	410	2,784
Accumulated deficit	(129,186)	(104,544)
Total stockholder's equity attributable to Fluence Energy, Inc	420,848	435,830
Non-Controlling interests	178,169	193,378
Total stockholders' equity	599,017	629,208
Total liabilities and stockholders’ equity	2,151,927	1,745,654
Class A common stock
Stockholders’ Equity:
Common stock	1	1
Class B-1 common stock
Stockholders’ Equity:
Common stock	0	0
Class B-2 common stock
Stockholders’ Equity:
Common stock	$ 0	$ 0

Summary of Significant Accounting Policies and Estimates - Short-term Investments (Details) $ in Thousands	3 Months Ended
	Dec. 31, 2022 USD ($)
Short-Term Investments [Roll Forward]
Beginning balance	$ 110,355
Contributions / (withdrawals)	(1,178)
Changes in fair market value	685
Ending balance	$ 109,862

Summary of Significant Accounting Policies and Estimates - Cash Restrictions (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Sep. 30, 2022
Cash and Cash Equivalents [Line Items]
Restricted cash	$ 55,233	$ 62,425
Restricted cash included in “Other non-current assets”	10,000	10,000
Total restricted cash	65,233	72,425
Credit Card Program Collateral
Cash and Cash Equivalents [Line Items]
Restricted cash	1,901	1,580
Outstanding Bank Guarantee Collateral
Cash and Cash Equivalents [Line Items]
Restricted cash	53,332	60,845
Surety Program Collateral
Cash and Cash Equivalents [Line Items]
Restricted cash included in “Other non-current assets”	$ 10,000	$ 10,000

Organization and Operations (Details)	3 Months Ended
Organization and Operations (Details)	Dec. 31, 2022 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	1
Number of reportable segments	1

Stock-Based Compensation (Tables)

3 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Based Compensation Expense

The following table presents stock-based compensation expense by financial statement line item:


In thousands	Three Months Ended December 31,
	2022		2021
Cost of goods and services	$	900	$	3,528
Research and development	2,360		1,813
Sales and marketing	4,699		6,441
General and administrative	518		13,095
Total	$	8,477	$	24,877

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Operating activities
Net loss	$ (37,193)	$ (111,460)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization	2,424	1,427
Amortization of debt issuance costs	229	137
Inventory provision	(330)	3,517
Stock-based compensation expense	8,477	24,877
Deferred income taxes	(951)	0
Provision (benefit) on loss contracts	(2,720)	5,668
Changes in operating assets and liabilities:
Trade receivables	(21,821)	(9,472)
Unbilled receivables	(85,959)	15,042
Receivables from related parties	55,349	(15,026)
Advances to suppliers	8,033	(30,845)
Inventory, net	(430,541)	(56,086)
Other current assets	(3,507)	(134)
Other non-current assets	375	(35,371)
Accounts payable	200,722	(59,244)
Payables and deferred revenue with related parties	51,716	(21,904)
Deferred revenue	196,026	74,400
Current accruals and provisions	(20,907)	23,027
Taxes payable	(3,216)	4,872
Other current liabilities	(4,806)	(4,794)
Other non-current liabilities	(298)	(182)
Net cash used in operating activities	(88,898)	(191,551)
Investing activities
Proceeds from maturities of short-term investments	1,178	0
Payments for purchase of investment in joint venture	(5,013)	0
Purchase of property and equipment	(2,496)	(870)
Net cash used in investing activities	(6,331)	(870)
Financing activities
Proceeds from issuance of Class A common stock sold in an IPO, net of underwriting discounts and commissions	0	947,991
Payment of IPO costs	0	(5,465)
Payment of transaction cost related to issuance of Class B membership units	0	(6,320)
Payment of debt issuance costs	0	(2,719)
Repurchase of class A common stock placed into treasury	(288)	0
Proceeds from exercise of stock options	2,398	0
Repayment of promissory notes – related parties	0	(50,000)
Repayment of line of credit	0	(50,000)
Proceeds from borrowing against note receivable - pledged as collateral	21,142	0
Net cash provided by financing activities	23,252	833,487
Effect of exchange rate changes on cash and cash equivalents	(5,776)	280
Net (decrease) increase in cash and cash equivalents	(77,753)	641,346
Cash, cash equivalents, and restricted cash as of the beginning of the period	351,968	679,415
Cash, cash equivalents, and restricted cash as of the end of the period	429,721	38,069
Supplemental Cash Flows Information
Interest paid	274	503
Cash paid for income taxes	284	9
Reclassification of deferred offering costs to additional paid-in capital	0	6,764
IPO costs included in accounts payable	$ 0	$ 4,865

Income Taxes (Details) - USD ($)	3 Months Ended
Income Taxes (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ (614,000)	$ 358,000
Effective tax rate	1.60%	(0.30%)
Unrecognized tax benefits	$ 0		$ 0

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Total revenue	$ 310,460	$ 174,887
Cost of goods and services	298,420	228,036
Gross (loss) profit	12,040	(53,149)
Operating expenses:
Research and development	19,162	10,758
Sales and marketing	8,792	13,059
General and administrative	31,267	31,201
Depreciation and amortization	2,424	1,427
Interest expense	816	682
Other income (expense), net	12,614	(826)
Loss before income taxes	(37,807)	(111,102)
Income tax expense (benefit)	(614)	358
Net loss	(37,193)	(111,460)
Less: Net loss attributable to the non-controlling interest	(12,551)	(82,655)
Net loss attributable to Fluence Energy, Inc.	$ (24,642)	$ (28,805)
Weighted average number of Class A common shares outstanding
Weighted average number of Class A common shares outstanding, basic (in shares)	115,393,437	54,143,275
Weighted average number of Class A common shares outstanding, diluted (in shares)	115,393,437	54,143,275
Loss per share of Class A common stock
Loss per share of Class A common stock, basic (in usd per share)	$ (0.21)	$ (0.53)
Loss per share of Class A common stock, diluted (in usd per share)	$ (0.21)	$ (0.53)
Foreign currency translation gain (loss), net of income tax expense of $0.3 million in 2022, and $0 in 2021	$ (3,585)	$ 299
Total other comprehensive income (loss)	(3,585)	299
Total comprehensive loss	(40,778)	(111,161)
Comprehensive loss attributable to non-controlling interest	(13,761)	(82,570)
Total comprehensive loss attributable to Fluence Energy, Inc.	(27,017)	(28,591)
Consolidated Entities, Excluding Affiliated Entities
Total revenue	209,454	27,054
Affiliated Entity
Total revenue	$ 101,006	$ 147,833

Summary of Significant Accounting Policies and Estimates

3 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Significant Accounting Policies and Estimates

Principles of Accounting and Consolidation

The accompanying condensed consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and under the rules of the U.S. Securities and Exchange Commission (the “SEC”). The accompanying condensed consolidated financial statements include the accounts of Fluence Energy, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Non-Controlling Interest

As the sole managing member of Fluence Energy, LLC, Fluence Energy, Inc. operates and controls all the business and affairs of Fluence Energy, LLC and, through Fluence Energy, LLC and its direct and indirect subsidiaries, conducts the Company’s business. Fluence Energy, LLC is a variable interest entity, of which Fluence Energy, Inc. beneficially owns a 66.46% interest as of December 31, 2022. For accounting purposes, Fluence Energy, Inc. is considered the primary beneficiary and therefore consolidates the results of Fluence Energy, LLC and its direct and indirect subsidiaries. Prior to the IPO, Fluence Energy, Inc. had no operations and had no assets or liabilities. Accordingly, financial results, balances, and other information included herein for periods prior to the IPO are reflective of Fluence Energy, LLC. The table below summarizes the ownership structure at end of each respective period:


	December 31, 2022		September 30, 2022
Controlling Interest Ownership	66.46	%	66.22	%
Non-Controlling Interest Ownership (AES)	33.54	%	33.78	%

Unaudited Interim Financial Information

The accompanying condensed consolidated financial statements as of December 31, 2022, and for the three months ended December 31, 2022 and 2021 are unaudited. These financial statements should be read in conjunction with the Company’s audited financial statements included in our 2022 Annual Report. In our opinion, such unaudited financial statements reflect all adjustments, including normal recurring items, that are necessary for the fair statement of the Company’s financial position as of December 31, 2022, the results of its operations for the three months ended December 31, 2022 and 2021, and its cash flows for the three months ended December 31, 2022 and 2021. The financial data and other information disclosed in these notes related to the three months ended December 31, 2022 and 2021 are also unaudited. The results for the three months ended December 31, 2022 and 2021 are not necessarily indicative of results for the full year ending September 30, 2023 and 2022, any other interim periods, or any future year or period. The balance sheet as of September 30, 2022 included herein was derived from the audited financial statements as of that date. Certain disclosures have been condensed or omitted from the interim financial statements.

For a complete description of our significant accounting policies, refer to Note 2 - Summary of Significant Accounting Policies and Estimates to the audited consolidated financial statements included in our 2022 Annual Report. We include herein certain updates to those policies.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. Items subject to such estimates and assumptions include: the relative fair value allocations to contingencies with multiple elements, the carrying amount and estimated useful lives of long-lived assets; impairment of goodwill, intangible assets, and long-lived assets; valuation allowances for inventories; deferred tax assets; revenue recognized under the percentage-of-completion method; accrued bonuses; and various project related provisions including but not limited to estimated losses, warranty obligations, and liquidated damages.

Cash, Cash Equivalents, and Restricted Cash

Cash and cash equivalents include cash on-hand and highly liquid investments readily convertible to cash, with an original maturity of 90 days or less when purchased.

Cash restricted for use as a result of financing or other obligations is classified separately as restricted cash. If the purpose of restricted cash relates to acquiring a long-term asset, liquidating a long-term liability, or is otherwise unavailable for a period longer than one year from the balance sheet date, the restricted cash is included in other long-term assets. Otherwise, restricted cash is included as a separate line item on the Company’s consolidated balance sheets.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash as shown in the Company’s condensed consolidated balance sheets.


in thousands	December 31, 2022		September 30, 2022
Cash and cash equivalents	$	286,735	$	357,296
Restricted cash	55,233		62,425
Restricted cash included in “Other non-current assets”	$	10,000	10,000
Total cash, cash equivalents and restricted cash	$	351,968	$	429,721

Restricted cash consisted of the following:


in thousands	December 31, 2022		September 30, 2022
Collateral for credit card program	$	1,901	$	1,580
Collateral for outstanding bank guarantees	53,332		60,845
Collateral for surety program included in “Other non-current assets”	10,000		10,000
Total restricted cash	$	65,233	$	72,425

Revenue and Cost Recognition

The Company’s revenue recognition policy included herein is based on the application of ASC 606. As of December 31, 2022, the Company’s revenue was generated primarily from sale of energy storage products and solutions, providing operational services, and digital applications and solutions.

Revenue from Sale of Energy Storage Products and Solutions: The Company enters into contracts with utility companies, developers, and commercial and industrial customers to design and build battery-based energy storage products and solutions. Each storage product and or solution is customized depending on the customer’s energy needs. Customer payments are due upon meeting certain milestones that are consistent with contract-specific phases of a project. The Company determines the transaction price based on the consideration expected to be received which includes estimates of liquidated damages or other variable consideration that are included in the transaction price in accordance with ASC 606. We assess any variable consideration using an expected value method. The transaction price identified is allocated to each distinct performance obligation to deliver a good or service based on the relative standalone selling prices. Generally, the Company’s contracts to design and build battery-based storage products and solutions are determined to have one performance obligation. The Company believes that the prices negotiated with each individual customer are representative of the stand-alone selling price of the product.

The Company recognizes revenue over time as a result of the continuous transfer of control of our product to the customer. This continuous transfer of control to the customer is supported by clauses in the contracts that provide enforceable rights to payment of the transaction price associated with work performed to date for products that do not have an alternative use to the Company and/or the project is built on customer’s land that is under the customer’s control.

Revenue for these performance obligations is recognized using the percentage of completion method based on cost incurred as a percentage of total estimated contract costs. Standard inventory materials that could be used interchangeably on other projects are included in our measure of progress when they are integrated into, or restricted to, the production of the customer’s project. Contract costs include all direct material and labor costs related to contract performance. Pre-contract costs with no future benefit are expensed in the period in which they are incurred. Since the revenue recognition of these contracts depends on estimates, which are assessed continually during the term of the contract, recognized revenues and profit are subject to revisions as the contract progresses to completion. The cumulative effects of revisions of estimated total contract costs and revenues, together with any contract reserves which may be deemed appropriate, are recorded in the period in which they occur. Due to the uncertainties inherent in the estimation process, it is reasonably possible that these estimates will be revised in a different period. When a loss is forecasted for a contract, the full amount of the anticipated loss is recognized in the period in which it is determined that a loss will occur. Refer to “Loss Contracts” below for further discussion.

Our contracts generally provide our customers the right to liquidated damages (“LDs”) against Fluence in the event specified milestones are not met on time or equipment is not delivered according to contract specifications. LDs are accounted for as variable consideration, and the contract price is reduced by the expected penalty or LD amount when recognizing revenue. Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty is resolved.

Estimating variable consideration requires certain estimates and assumptions, including whether and by how much a project will be delayed and/or will not meet performance contractual specifications. The existence and measurement of liquidated damages may also be impacted by our judgments about the probability of favorable outcomes of customer disputes involving whether certain events qualify as force majeure or the reason for the events that caused project delays. Variable consideration for liquidated damages is estimated using the expected value of the consideration to be received.

At times Fluence will incur additional costs to execute on the performance of a contract, when this happens, we typically attempt to recover the revenue associated with these costs via a negotiated claim or change order with the customer. When this fact pattern occurs on a contract it will create a timing difference between when we have incurred the cost versus when we record the revenue as costs are recognized immediately when incurred and the revenue from the change order is recognized as an increase to contract price when it is legally enforceable, which is usually upon signing a respective change order or equivalent document confirming the claim acceptance by customer. For the quarter ended December 31, 2022, we recognized revenue of approximately $11.5 million on a change order during the period in which the performance obligations were substantially satisfied in previous periods.

Revenue from Services: The Company also enters into long-term service agreements with customers to provide operational services related to battery-based energy storage products and solutions. The services include maintenance, monitoring, and other minor services. The Company accounts for the services as a single performance obligation as the services are substantially the same and have the same pattern of transfer to the customers. We recognize revenue overtime using a straight-line recognition method for these types of services. The Company believes using a time-based method to measure progress is appropriate as the performance obligations are satisfied evenly over time based on the fact that customers receive the services evenly. Revenue is recognized by dividing the total transaction price over the service period.

Some of the agreements also provide a commitment to perform augmentation activities which would typically be represented by installation of additional batteries, and other components as needed, to compensate for partially lost capacity due to degradation of batteries over time. The obligation to perform augmentation activities can take the form of either maintaining battery capacity above a given threshold for a stated term while others provide a fixed number of augmentations over a contract term. Augmentation arrangements that require us to maintain battery capacity above an established threshold for a given term are considered service-type warranties. These represent a stand-ready obligation in which the customer benefits evenly overtime, of which we recognize revenue for these arrangements using a straight-line recognition method. Alternatively, augmentation arrangements that require us to perform a fixed number of augmentations over a contract term follow the percentage of completion revenue recognition method. Since these arrangements require a fixed number of augmentations we must perform, we use the pattern of cost as a proxy to identify when our obligations are satisfied and to recognize revenue.

Revenue from Digital Applications and Solutions: In October 2020, Fluence Energy, LLC acquired the Advanced Microgrid Solutions (“AMS”) software and digital intelligence platform, which became the Fluence Trading Platform. In April 2022, the Company acquired Nispera AG, a Zurich based provider of artificial intelligence (AI) and machine learning-enabled Software-as-a-Service (SaaS) targeting the renewable energy sector. Contracts involving the Fluence Trading Platform are generally entered into with commercial entities that control utility-scale storage and renewable generation assets. Fluence Trading Platform arrangements consist of a promise to provide access to proprietary cloud-based Software-as-a-Service to promote enhanced financial returns on the utility-scale storage and renewable generation assets. The Fluence Trading Platform is a hosted service that delivers automated, market-compliant bids to local electricity market operators. Customers do not receive legal title or ownership of the software as a result of these arrangements.

The Fluence Trading Platform is technology- and vendor-agnostic (i.e., it can be utilized for wind and solar assets as well as non-Fluence systems). The Fluence Trading Platform is separately identifiable from other services that the Company offers to its customers (i.e., it is not highly interrelated or integrated with other solutions). As such, we determined that the Fluence Trading Platform is accounted for as a separate performance obligation. Revenue from the Fluence Trading Platform includes an integration fee and a monthly subscription fee. We consider the access to the Fluence Trading Platform and related support services in a customer contract to be a series of distinct services which comprise a single performance obligation because they are substantially the same and have the same pattern of transfer. We recognize revenue over time using a straight-line recognition method.

For our sale of energy storage products, services, and digital applications and solutions contracts where there are multiple performance obligations in a single contract, the Company allocates the consideration to the various obligations in the contract based on the relative standalone selling price method. Standalone selling prices are estimated based on estimated costs plus margin. Revenue is recorded net of any taxes assessed on and collected from customers, which are remitted to the governmental authorities.

Cost of Goods and Services: Cost of goods and services consists primarily of product costs, including purchased materials and supplies, as well as costs related to shipping, customer support, product warranty and personnel. Personnel costs in cost of goods and services includes both direct labor costs as well as costs attributable to any individuals whose activities relate to the transformation of raw materials or component parts into finished goods or the transportation of materials to the customer. Cost of goods and services are recognized when services are performed, or control of goods are transferred to the customers, which is generally based upon International Commercial Terms (commonly referred to as ‘‘incoterms’’) stated in corresponding supply agreements or purchase orders. Standard inventory materials that could be used interchangeably on other projects are included in cost of goods sold when they are integrated into, or restricted to, the production of the customer’s project.

Deferred Revenue: Deferred revenue represents the excess billings to date over the amount of revenue recognized to date. Contract advances represent amounts received by the Company upon signing of the related contracts with customers. The advances are offset proportionately against progress billings. Any outstanding portion is included in deferred revenue on the accompanying consolidated balance sheets.

Loss Contracts: A contract becomes a loss contract when its estimated total costs are expected to exceed its total revenue. The Company accrues the full loss expected in the period a loss contract is identified which is recorded in “Current liabilities — Accruals and provisions” and “Cost of goods and services” on the Company’s consolidated balance sheets and consolidated statements of operations and comprehensive loss, respectively.

Inventory, Net

Inventory consists of batteries and equipment, cases, inverters, and spare parts which are used in ongoing battery storage projects for sale. Inventory is stated at the lower of cost or net realizable value with cost being determined by the specific identification method. Costs include cost of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition. The Company periodically reviews its inventory for potential obsolescence and write down of its inventory, as appropriate, to net realizable value based on its assessment of market conditions.

Fair Value Measurements

The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs and to minimize the use of unobservable inputs. The following fair value hierarchy, defined by ASC 820, Fair Value Measurements, is used to classify assets and liabilities based on the observable inputs and unobservable inputs used to value the assets and liabilities:

Level 1—Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2—Pricing inputs are other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 2 inputs include those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted prices, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace.

Level 3—Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value from the perspective of a market participant. The Company does not have significant recurring Level 3 fair value measurements.

The Company’s cash equivalents include term deposits with original maturity of less than three months and are recorded at amortized cost. Fair value of cash equivalents approximates the carrying amount. The carrying amounts of trade receivables, accounts payable and short-term debt obligations approximate fair values due to their short maturities.

Short-term Investments and Marketable Securities: We obtain pricing from Level 1 inputs which includes information from quoted market prices, pricing vendors or quotes from brokers/dealers. We conduct reviews of our primary pricing vendors to determine whether the inputs used in the vendor’s pricing processes are deemed to be observable. The fair value

of U.S. Treasury securities and government-related securities, corporate bonds and notes and common stock is generally determined using standard observable inputs, including reported trades, quoted market prices, matrix pricing, benchmark yields, broker/dealer quotes, issuer spreads, two-sided markets and/or benchmark securities. Marketable securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in “Other Income” in the accompanying statement of operations. The Company recorded a gain of $0.7 million from short-term investments for the three months ended December 31, 2022.


in thousands	Three Months Ended December 31, 2022
Beginning balance	110,355
Contributions / (withdrawals)	(1,178)
Changes in fair market value	685

Ending Balance	$	109,862

Supply Chain Financing

We have provided certain of our suppliers with access to a supply chain financing program through a third-party financing institution (the “SCF Bank”). This program allows us to seek extended payment terms with our suppliers and allows our suppliers to monetize their receivables prior to the payment due date, subject to a discount. Once a supplier elects to participate in the program and reaches an agreement with the SCF Bank, the supplier elects which individual invoices to sell to the SCF Bank. We then pay the SCF Bank on the invoice due date. We have no economic interest in a supplier’s decision to sell a receivable to the SCF Bank. The agreements between our suppliers and the SCF Bank are solely at their discretion and are negotiated directly between them. Our suppliers’ ability to continue using such agreements is primarily dependent upon the strength of our financial condition and guarantees issued by AES and Siemens. As of December 31, 2022, AES and Siemens issued guarantees of $50 million each, for a total of $100 million, to the SCF Bank on our behalf.

As of December 31, 2022, three suppliers were actively participating in the supply chain financing program, and we had $97.8 million of payables outstanding subject to the program. All outstanding payments owed under the program are recorded within “Accounts payable” on the condensed consolidated balance sheets.

Loss per Share

As of December 31, 2022, the Company’s amended and restated certificate of incorporation authorizes three classes of common stock: Class A, Class B-1 and Class B-2. Loss per share is calculated and reported under the “two-class” method. The “two-class” method is an earnings allocation method under which earnings (loss) per share is calculated for each class of common stock considering both distributions declared or accumulated and participation rights in undistributed earnings as if all such loss had been distributed during the period.

Basic net loss per share of Class A common stock is computed by dividing net loss attributable to Class A common stockholders by the weighted average number of shares of Class A common stock outstanding during the period. Diluted net loss per share of Class A common stock is computed by adjusting the net loss available to Class A common stockholders and the weighted average shares of Class A common stock outstanding to give effect to potentially dilutive securities. Shares of our Class B-1 and Class B-2 common stock are not entitled to receive any distributions or dividends. When a common unit of Fluence Energy, LLC is redeemed, at the Company’s election, for cash or Class A common stock by a Founder who holds shares of our Class B-1 or Class B-2 common stock, as applicable, such Founder will be required to surrender a share of Class B-1 or Class B-2 common stock, as the case may be, which we will cancel for no consideration. In the event of cash settlement, the Company is required to issue new shares of Class A common stock and use the proceeds from the sale of these newly-issued shares of Class A common stock to fully fund the cash settlement. Therefore, we did not include shares of our Class B-1 or Class B-2 common stock in the computation of basic loss per share. As we have incurred losses for all periods presented, diluted loss per share is equal to basic loss per share because the effect of potentially dilutive securities would be antidilutive.

The following table presents the potentially dilutive securities that were excluded from the computation of diluted loss per share:


	Three Months Ended December 31,
	2022	2021
Class B-1 common stock	58,586,695	117,173,390
Outstanding stock options	7,835,243	11,294,681
Outstanding phantom units	513,865	2,170,541
Outstanding restricted stock units (“RSUs”)	2,011,690	670,487

In October 2021, the existing limited liability company agreement of Fluence Energy, LLC was amended and restated which recapitalized all existing interests in the Company on the basis of a 14.79-for-1 split. All shares and per share information has been retroactively adjusted to give effect to the recapitalization for all periods presented, unless otherwise indicated.

All earnings prior to and up to November 1, 2021, the date of completion of the IPO, were entirely allocable to non-controlling interest and, as a result, loss per share information is not applicable for reporting periods prior to this date. Consequently, only the net loss allocable to Fluence Energy, Inc. from the period subsequent to November 1, 2021 is included in the net loss attributable to the stockholders of Class A common stock for the three months ended December 31, 2022 and 2021. Basic and diluted net loss per share of Class A common stock for the three months ended December 31, 2022 and 2021, respectively, have been computed as follows:


In thousands, except share and per share amounts	Three Months Ended December 31, 2022		Three Months Ended December 31, 2021
Net loss	(37,193)		(111,460)
Less: Net loss attributable to the non-controlling interest	$	(12,551)	$	(82,655)
Net loss attributable to Fluence Energy, Inc.	$	(24,642)	$	(28,805)

Weighted average number of Class A common stock - basic and diluted	115,393,437		54,143,275
Loss per share of Class A common stock, basic and diluted	$	(0.21)	$	(0.53)

Recent Accounting Standards Adopted

No new accounting standards were adopted during the three months ended December 31, 2022.

Recent Accounting Standards Not Yet Adopted

The following table presents accounting standards not yet adopted:


Standard	Description	Required date of adoption	Effect on the financial statements and other significant matters
Accounting Standards Update (ASU) No. 2022-04: Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations	In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2022-04, "Disclosure of Supplier Finance Program Obligations" ("ASU 2022-04"). ASU 2022-04 requires entities to disclose the key terms of supplier finance programs they use in connection with the purchase of goods and services, along with the amount of obligations outstanding at the end of each period and an annual rollforward of such obligations. This standard does not affect the recognition, measurement, or financial statement presentation of supplier finance program obligations.	ASU 2022-04 is effective for the Company beginning in its fiscal year ending, September 30, 2024 ("Fiscal 2024") and is to be applied retrospectively to all periods in which a balance sheet is presented. The annual rollforward disclosure is not required to be made until its fiscal year ending September 30, 2025 ("Fiscal 2025") and is to be applied prospectively. Early adoption is permitted.	The Company is evaluating the impact that this guidance will have on disclosures related to its supplier finance program obligations.

Restructuring Plan	3 Months Ended
Restructuring Plan	Dec. 31, 2022
Restructuring and Related Activities [Abstract]
Restructuring Plan	Restructuring PlanOn November 11, 2022, the board of directors of the Company approved a restructuring plan to create a more sustainable organization structure for long term growth. As part of this plan, we are in the process of relocating certain positions at high-cost locations to the Fluence India Technology Centre. We expect that the restructuring plan will be complete by the end of fiscal year 2023. Management has the authority to expand the plan as determined necessary. As of December 31, 2022, we have incurred $0.8 million in severance related to the plan and additional $0.5 million in consulting fees.

Intangible Assets, Net (Details) - USD ($) $ in Thousands	3 Months Ended
Intangible Assets, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Cost	$ 67,992		$ 66,667
Accumulated Amortization	(16,510)		(14,971)
Net	51,482		51,696
Amortization expense	1,500	$ 900
Patents and licenses
Finite-Lived Intangible Assets [Line Items]
Cost	28,557		28,551
Accumulated Amortization	(9,511)		(9,033)
Net	19,046		19,518
Developed technology
Finite-Lived Intangible Assets [Line Items]
Cost	29,677		28,347
Accumulated Amortization	(3,413)		(2,720)
Net	26,264		25,627
Customer relationship
Finite-Lived Intangible Assets [Line Items]
Cost	3,534		3,340
Accumulated Amortization	(426)		(263)
Net	3,108		3,077
Tradenames /Trademarks
Finite-Lived Intangible Assets [Line Items]
Cost	5,257		5,216
Accumulated Amortization	(2,839)		(2,679)
Net	2,418		2,537
Other
Finite-Lived Intangible Assets [Line Items]
Cost	967		1,213
Accumulated Amortization	(321)		(276)
Net	$ 646		$ 937

Cover - shares	3 Months Ended
Cover - shares	Dec. 31, 2022	Feb. 05, 2023
Entity Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Dec. 31, 2022
Document Transition Report	false
Entity File Number	001-40978
Entity Registrant Name	Fluence Energy, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	87-1304612
Entity Address, Address Line One	4601 Fairfax Drive
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	Arlington
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	22203
City Area Code	(833)
Local Phone Number	358-3623
Title of 12(b) Security	Class A common stock, $0.00001 par value
Trading Symbol	FLNC
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Central Index Key	0001868941
Current Fiscal Year End Date	--09-30
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Amendment Flag	false
Class A common stock
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		116,187,222
Class B-1 common stock
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		58,586,695

Current Accruals and Provisions

3 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Current Accruals and Provisions

Accruals mainly represent not yet invoiced milestones for inventory such as batteries, cubes, and inverters. According to master supply agreements between the Company and suppliers of the inventory, vendor bills are issued according to contracted billing schedules with some milestones invoiced after delivery, upon full installation and commissioning of the equipment at substantial completion and final completion project stages. Current accruals and provisions consisted of the following:


In thousands	December 31, 2022		September 30, 2022
Accrued purchases	$	106,864	$	120,446
Solution projects accruals	35,764		32,550
Provisions for expected project losses	16,290		30,032
Warranty accrual	2,291		1,625
Total	$	161,209	$	184,653
Less: non-current portion	(1,022)		(839)
Current portion	$	160,187	$	183,814

- Definition

The entire disclosure for long-term contracts or programs.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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+ Details

Summary of Significant Accounting Policies and Estimates (Policies)

3 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Principles of Accounting

Consolidation

The accompanying condensed consolidated financial statements include the accounts of Fluence Energy, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Non-controlling Interest

Use of Estimates

Cash, Cash Equivalents, and Restricted Cash

Cash and cash equivalents include cash on-hand and highly liquid investments readily convertible to cash, with an original maturity of 90 days or less when purchased.Cash restricted for use as a result of financing or other obligations is classified separately as restricted cash. If the purpose of restricted cash relates to acquiring a long-term asset, liquidating a long-term liability, or is otherwise unavailable for a period longer than one year from the balance sheet date, the restricted cash is included in other long-term assets. Otherwise, restricted cash is included as a separate line item on the Company’s consolidated balance sheets.

Revenue and Cost Recognition

Inventory, Net

Fair Value Measurements

Supply Chain Financing

Loss per Share

Recent Accounting Standards Adopted and Recent Accounting Standards Not Yet Adopted

Recent Accounting Standards Adopted

No new accounting standards were adopted during the three months ended December 31, 2022.

Recent Accounting Standards Not Yet Adopted

The following table presents accounting standards not yet adopted:


Standard	Description	Required date of adoption	Effect on the financial statements and other significant matters
Accounting Standards Update (ASU) No. 2022-04: Liabilities-Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations	In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2022-04, "Disclosure of Supplier Finance Program Obligations" ("ASU 2022-04"). ASU 2022-04 requires entities to disclose the key terms of supplier finance programs they use in connection with the purchase of goods and services, along with the amount of obligations outstanding at the end of each period and an annual rollforward of such obligations. This standard does not affect the recognition, measurement, or financial statement presentation of supplier finance program obligations.	ASU 2022-04 is effective for the Company beginning in its fiscal year ending, September 30, 2024 ("Fiscal 2024") and is to be applied retrospectively to all periods in which a balance sheet is presented. The annual rollforward disclosure is not required to be made until its fiscal year ending September 30, 2025 ("Fiscal 2025") and is to be applied prospectively. Early adoption is permitted.	The Company is evaluating the impact that this guidance will have on disclosures related to its supplier finance program obligations.

Debt - Pledged as Collateral (Details) - USD ($) $ in Thousands	3 Months Ended		24 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2024
Financial Instruments Owned and Pledged as Collateral [Line Items]
Financing receivable, amount transferred	$ 24,300
Proceeds from borrowing against note receivable - pledged as collateral	$ 21,142	$ 0
Borrowings Against Note Receivable
Financial Instruments Owned and Pledged as Collateral [Line Items]
Maturity period	24 months
Forecast
Financial Instruments Owned and Pledged as Collateral [Line Items]
Interest expense			$ 3,200

Current Accruals and Provisions (Tables)

3 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Schedule of Current Accruals and Provisions

Current accruals and provisions consisted of the following:


In thousands	December 31, 2022		September 30, 2022
Accrued purchases	$	106,864	$	120,446
Solution projects accruals	35,764		32,550
Provisions for expected project losses	16,290		30,032
Warranty accrual	2,291		1,625
Total	$	161,209	$	184,653
Less: non-current portion	(1,022)		(839)
Current portion	$	160,187	$	183,814

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY, MEMBERS' EQUITY (DEFICIT), AND MEZZANINE EQUITY (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands	1 Months Ended	2 Months Ended
	Oct. 31, 2021	Dec. 31, 2021
Statement of Stockholders' Equity [Abstract]
Other comprehensive loss, tax	$ 0	$ 0

- Definition

Amount of tax expense (benefit) allocated to other comprehensive income (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Commitment and Contingencies

3 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Guarantees

As of December 31, 2022, the Company had outstanding bank guarantees, parent guarantees and surety bonds issued as performance security arrangements for several projects. Performance security is a precondition to receive any payment from the customer and is reduced in stages according to the project completion status.

Typical turn-key contracts and long-term service agreements contain provisions for performance liquidated damages payments if the solution fails to meet the guaranteed performance thresholds at completion of the project or throughout the service agreement period.

Purchase Commitments

The Company has commitments for minimum volumes of purchases of batteries under a master supply agreement. Liquidated damages apply if the minimum purchase volumes are not met. The Company expects to meet the minimum committed volumes of purchases. The following presents our future minimum purchase commitments by fiscal year, primarily for batteries, and liquidated damages, if the minimum purchase volumes are not met, as of December 31, 2022:


in thousands	Purchase Commitments		Liquidated Damages
2023	643,125		24,569
2024	788,073		125,992
2025	178,568		34,975
2026 and thereafter	4,050		2,502
Total	$	1,613,816	$	188,038

During the three months ended December 31, 2021, the Company made a $60.0 million advance payment as a capacity guarantee pursuant to a purchase agreement with one of our suppliers, of which, as of December 31, 2022, the balance of $37.0 million is recorded within “Current assets - Advances to suppliers” and no portion remains within “Non-current assets - Advances to suppliers” on the condensed consolidated balance sheets.

Negotiations with our Largest Battery Module Vendor

In December 2021, we entered negotiations with our largest battery module vendor to amend our battery supply agreement. As part of the discussions the vendor sought to renegotiate the price, we were to pay for battery modules purchased in calendar year 2022 as well as those expected to be purchased during the remainder of calendar year 2022 and calendar year 2023. As part of these negotiations, we also discussed settlement of contractual claims by Fluence to the vendor. These negotiations continued throughout calendar year 2022.

On December 15, 2022, we finalized an agreement with the vendor, amending the supply agreement and resolving our claims. The amendments and settlement were consistent with what we had estimated and disclosed in our 2022 consolidated financial statements in our 2022 Annual Report. The approximately $19.5 million settlement for our claims was recognized as a reduction of costs of goods and services for the three months ended December 31, 2022.

Warranties

The Company is party to both assurance and service-type warranties for various lengths of time. The Company recognizes revenue for service-type warranties using either a straight-line or cost to cost method depending on the contract. Extended warranties that customers purchase separately from the related products and services are accounted for as separate performance obligations.

The Company provides a limited warranty related to the successful operation of battery-based energy storage products and solutions, apart from the service type warranties described above and are normally provided for a limited period of time from one to five years, after the commercial operation date or substantial completion depending on the contract terms. The warranties are considered assurance-type warranties which provide a guarantee of quality of the products and solutions.

For assurance-type warranties, the Company records an estimate of future warranty cost over the period of construction, consistent with transfer of control of the equipment or battery-based energy storage products. Periodically, the Company evaluates and adjusts warranty costs to the extent that actual warranty costs materially differ from the original

estimates. As of December 31, 2022 and September 30, 2022, the Company accrued warranty liabilities of $2.3 million and $1.6 million, respectively.

Legal Contingencies

From time to time, the Company may be involved in litigation relating to claims that arise out of our operations and businesses and that cover a wide range of matters, including, among others, intellectual property matters, contract and employment claims, personal injury claims, product liability claims, and warranty claims. The Company accrues for litigation and claims when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. It is reasonably possible that some matters could be decided unfavorably to the Company and could require the Company to pay damages or make expenditures in amounts that could be material.

The following discussion covers the Company’s potential loss contingencies as of December 31, 2022:

2021 Cargo Loss Incident

On April 28, 2021, the Company was notified of an emergency aboard a vessel carrying Fluence inventory. This incident (the “Cargo Loss Incident”) resulted in damage to a portion of our cargo aboard the vessel. The Company had recorded $13.0 million provision to its inventory as of September 30, 2021 based on the net realizable value of cargo that was destroyed. During fiscal year 2022, $13.0 million of inventory was written off against the provision. In addition to the inventory losses, we incurred incremental expenses related to the incident, primarily consisting of inspection costs, project cost overruns due to logistical changes, legal fees, fees to dispose of the damaged cargo, and additional cost to replace the damaged cargo. We expect to continue to incur legal fees related to the incident. We received an aggregate of $10.0 million insurance proceeds related to non-disputed claims, $7.5 million of which was collected in October 2021 and the remaining $2.5 million was collected in April 2022.

2021 Overheating Event at Customer Facility

On September 4, 2021, a 300 MW energy storage facility owned by one of our customers experienced an overheating event. Fluence served as the energy storage technology provider and designed and installed portions of the facility, which was completed in fiscal year 2021. No injuries were reported from the incident. The facility was taken offline as teams from Fluence, our customer, and the battery designer/manufacturer investigated the incident. Our customer released initial findings in the second fiscal quarter of 2022 on what it contends is the root cause of the incident. The customer’s stated findings, if ultimately confirmed and proven, could relate to certain scopes of work for which Fluence or its subcontractors could be responsible. The customer’s stated findings, however, could also relate to certain scopes of work for which other parties were responsible and/or relate to other causes, including the design and installation of portions of the facility over which Fluence did not have responsibility or control. The customer has alleged that Fluence is liable for the incident but has not yet demanded a specific amount of compensation nor alleged a particular level of responsibility. At this time, Fluence cannot accept the customer’s stated findings and has denied liability. No formal legal proceedings have been commenced, but it is reasonably possible that litigation may result from this matter if a resolution cannot be achieved. Any such dispute would also likely include claims by Fluence and counterclaims by the customer relating to disputed costs arising from the original design and construction of the facility. The customer announced in July of 2022 that a large portion of the facility was back online. We are currently not able to estimate the impact that this incident may have on our financial results. To date, we do not believe that this incident has impacted the market’s adoption of our products and solutions.

2022 Overheating Event at Customer Facility

On April 18, 2022, a 10 MW energy storage facility in Chandler, Arizona owned by AES experienced an overheating event. Fluence served as the energy storage technology provider for the facility, which was completed in 2019, and Fluence currently provides maintenance services for the facility. There were no injuries. The facility has been taken offline as teams from Fluence, AES, and the battery manufacturer investigate the incident. We are currently not able to estimate the impact, if any, that this incident may have on our reputation or financial results, or on market adoption of our products and solutions.

Summary of Significant Accounting Policies and Estimates - Dilutive Securities (Details) - shares	3 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Class B-1 common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	58,586,695	117,173,390
Outstanding stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	7,835,243	11,294,681
Outstanding phantom units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	513,865	2,170,541
Outstanding restricted stock units (“RSUs”)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	2,011,690	670,487

Debt	3 Months Ended
Debt	Dec. 31, 2022
Debt Disclosure [Abstract]
Debt	Debt Revolving Credit Facility On November 1, 2021, we entered into a credit agreement for a revolving credit facility (the “Revolver”), by and among Fluence Energy, LLC, as the borrower, Fluence Energy, Inc., as a parent guarantor, the subsidiary guarantors party thereto, the lenders party thereto and JP Morgan Chase Bank, N.A., as administrative agent and collateral agent (the “Credit Agreement”). The Revolver is secured by a (i) first priority pledge of the equity securities of Fluence Energy, LLC and its subsidiaries and (ii) first priority security interests in, and mortgages on, substantially all tangible and intangible personal property and material fee-owned real property of Fluence Energy, LLC, the parent guarantor and each subsidiary guarantor party thereto, in each case, subject to customary exceptions and limitations. The initial aggregate amount of commitments was $190.0 million from the lenders party thereto including JP Morgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc., Bank of America, N.A., Barclays Bank PLC, and five other banks. On June 30, 2022, the Company increased the revolving commitment available under the Revolver by $10.0 million to an aggregate of $200.0 million with the addition of UBS AG, Stamford Branch as an additional lender under the Revolver. The maturity date of the Revolver is November 1, 2025. The Revolver bears interest at either (i) the Adjusted LIBOR or Adjusted EURIBO Rate (each as defined in the Credit Agreement) plus 3.0% or (ii) the Alternate Base Rate (as defined in the Credit Agreement) plus 2.0% (subject to customary LIBOR replacement provisions and alternative benchmark rates including customary spread adjustments with respect to borrowings in foreign currency), at the option of Fluence Energy, LLC. Fluence Energy, LLC is required to pay to the lenders a commitment fee of 0.55% per annum on the average daily unused portion of the revolving commitments through maturity. The Revolver also provides for up to $200.0 million in letter of credit issuances, which will require customary issuance and administration fees, as well as a fronting fee payable to each issuer thereof and a letter of credit participation fee of 2.75% per annum payable to the lenders. The Credit Agreement contains customary covenants for these types of financing, including, but not limited to, covenants that restrict our ability to incur additional indebtedness; incur liens; sell, transfer, or dispose of property and assets; make investments or acquisitions; make dividends, distributions or other restricted payments; and engage in affiliate transactions. The Credit Agreement limits our ability to make certain payments, including dividends and distributions on Fluence Energy, LLC’s equity, Fluence Energy, Inc.’s equity and other restricted payments. Under the terms of the Credit Agreement, Fluence Energy, LLC and its subsidiaries are currently limited in their ability to pay cash dividends to, lend to, or make other investments in Fluence Energy, Inc., subject to certain exceptions, including among others (i) the ability to make investments of up to the greater of (a) $10,500,000 and (b) 1.5% of the consolidated assets of Fluence Energy, Inc. and its subsidiaries, and (ii) the ability to issue dividends and make other Restricted Payments (as defined in the Credit Agreement) (a) if after giving pro forma effect to such dividend or other Restricted Payment the Total Liquidity (as defined in the Credit Agreement) of Fluence Energy, Inc. and its subsidiaries party to the Credit Agreement is at least $600,000,000, or (b) such dividend or other Restricted Payment is made to reimburse Fluence Energy, Inc. for certain tax distributions under the Third Amended and Restated Limited Liability Company Agreement of Fluence Energy, LLC (the “LLC Agreement”) and certain payments under the Tax Receivable Agreement, dated as of November 1, 2021, entered into connection with the IPO, by and among Fluence Energy, Inc., Fluence Energy, LLC and the Founders (the “Tax Receivable Agreement”) and certain operational expenses incurred in connection with the ownership and management of Fluence Energy, LLC. In addition, we are required to maintain (i) minimum liquidity and gross revenue requirements, in each case, until consolidated EBITDA reaches $150.0 million for the most recent four fiscal quarters and we make an election, and (ii) thereafter, a maximum total leverage ratio and a minimum interest coverage ratio. Such covenants will be tested on a quarterly basis. As of December 31, 2022, we were in compliance with all such covenants or maintained availability above such covenant triggers. As of December 31, 2022, we had no borrowings under the Revolver and availability under the facility of $156.4 million, net of letters of credit issued of $43.6 million. Line of Credit Prior to the IPO, the Company had an Uncommitted Line of Credit Agreement (“Line of Credit’) with Citibank, N.A. (“Citibank”) which allowed us to borrow an amount in aggregate not to exceed $50.0 million, with the expiration date on March 31, 2023. Outstanding borrowings from the Line of Credit were $50.0 million as of September 30, 2021. The weighted average annual interest rate of the borrowing was 2.83%. On November 1, 2021, the $50.0 million outstanding borrowings from the Line of Credit was paid off using the proceeds from our IPO and the Line of Credit was canceled shortly thereafter. Refer to Note 12 — Related-Party Transactions for borrowings from related parties. Borrowings Against Note Receivable - Pledged as Collateral During the quarter, we transferred $24.3 million in customer receivables to Standard Charter Bank (“SCB”) in the Philippines for proceeds of $21.1 million. The receivables all related to our largest customer in that country. The underlying receivables transferred were previously aggregated into a long term note, with interest, and had a maturity date of 24 months as of September 30, 2022 and was previously classified under “Other non-current assets.” The transaction is treated as a secured borrowing as we did not transfer the entire note receivable due from the customer to SCB. We continue to receive quarterly interest income from the customer, while SCB is responsible for collecting payments on the principal which represents the initial receivable balance from the customer. We have no other continuing involvement or exposure related to underlying receivables. We will record aggregate interest expense of $3.2 million to SCB over the 24 month period until the note receivable is fully due from the customer.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Summary of Significant Accounting Policies and Estimates - Supply Chain Financing (Details) $ in Millions	Dec. 31, 2022 USD ($)
Affiliated Entity
Related Party Transaction [Line Items]
Guarantees issued	$ 100.0
AES Grid Stability \| Affiliated Entity
Related Party Transaction [Line Items]
Guarantees issued	50.0
Siemens Industry \| Affiliated Entity
Related Party Transaction [Line Items]
Guarantees issued	50.0
Three Supply Chain Financing Suppliers
Related Party Transaction [Line Items]
Payables outstanding subject to the program	$ 97.8

Intangible Assets, Net (Tables)

3 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

Intangible assets are stated at amortized cost and consist of the following:


In thousands	December 31, 2022						September 30, 2022
	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
Patents and licenses	$	28,557	$	(9,511)	$	19,046	$	28,551	$	(9,033)	$	19,518
Developed technology	29,677		(3,413)		26,264		28,347		(2,720)		25,627
Customer relationship	3,534		(426)		3,108		3,340		(263)		3,077
Tradenames /Trademarks	5,257		(2,839)		2,418		5,216		(2,679)		2,537
Other	967		(321)		646		1,213		(276)		937
Total	$	67,992	$	(16,510)	$	51,482	$	66,667	$	(14,971)	$	51,696

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY, MEMBERS' EQUITY (DEFICIT), AND MEZZANINE EQUITY (UNAUDITED) - USD ($) $ in Thousands	Total	Class A	Members’ capital contributions	Common Stock Class A	Common Stock Class B	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Treasury Stock	Non-Controlling interest
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning Balance, LLC	$ (173,434)		$ 106,152			$ 0	$ (279,301)	$ (285)		$ 0
Beginning balance at Sep. 30, 2021	117,235
Increase (Decrease) in Temporary Equity [Roll Forward]
Effect of the Organization Transactions	(117,235)
Ending balance at Dec. 31, 2021	0
Beginning balance (in shares) at Sep. 30, 2021				0	0
Beginning balance at Sep. 30, 2021				$ 0	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(111,460)
Stock-based compensation expense and related vesting	9,698					9,698
Foreign currency translation gain (loss), net of income tax expense of $0.3 million in 2022, and $0 in 2021	299
Other comprehensive income (loss)	299
Effect of the Organization Transactions (in shares)				18,493,275	117,173,390
Effect of the Organization Transactions	117,235		(106,152)		$ 1	(24,091)	279,301	75		(31,899)
Issuance of class A common stock in IPO, net of issuance cost (in shares)				35,650,000
Issuance of class A common stock in IPO, net of issuance cost	935,762					295,740				640,022
Ending balance (in shares) at Dec. 31, 2021				54,143,275	117,173,390
Ending balance at Dec. 31, 2021				$ 0	$ 1
Ending Balance, LLC at Dec. 31, 2021	778,100		0			281,347	(28,805)	4		525,553
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning Balance, LLC	778,100		$ 0			281,347	(28,805)	4		525,553
Beginning balance (in shares) at Sep. 30, 2022		114,873,121		114,873,121	58,586,695
Beginning balance, Treasury Stock (in shares) at Sep. 30, 2022									550,904
Beginning balance at Sep. 30, 2022	629,208			$ 1	$ 0	542,602	(104,544)	2,784	$ (5,013)	193,378
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(37,193)						(24,642)			(12,551)
Stock-based compensation expense and related vesting (in shares)				180,684
Stock-based compensation expense and related vesting	8,477					8,477
Repurchase of class A common stock placed into treasury (in shares)				(21,347)					(21,347)
Repurchase of Class A common stock placed into Treasury	(288)								$ (288)
Effect of remeasurement of non-controlling interest due to other share transactions	0					1,447				(1,447)
Proceeds from exercise of stock options (in shares)				1,040,533
Proceeds from exercise of stock options	2,398					2,398
Foreign currency translation gain (loss), net of income tax expense of $0.3 million in 2022, and $0 in 2021	(3,585)							(2,374)		(1,211)
Other comprehensive income (loss)	(3,585)
Ending balance (in shares) at Dec. 31, 2022		116,072,991		116,072,991	58,586,695
Ending balance, Treasury Stock (in shares) at Dec. 31, 2022									572,251
Ending balance at Dec. 31, 2022	$ 599,017			$ 1	$ 0	$ 554,924	$ (129,186)	$ 410	$ (5,301)	$ 178,169

Commitment and Contingencies - Purchase Commitments (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Purchase Commitments
2023	$ 643,125
2024	788,073
2025	178,568
2026 and thereafter	4,050
Purchase Obligation, Total	1,613,816
Liquidated Damages
Liquidated Damages
2023	24,569
2024	125,992
2025	34,975
2026 and thereafter	2,502
Other Commitment, Total	$ 188,038

Summary of Significant Accounting Policies and Estimates - Earnings (Loss) per Share (Details) $ / shares in Units, $ in Thousands	1 Months Ended	2 Months Ended	3 Months Ended
	Oct. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Stock split conversion ratio	14.79
Net loss	$ (20,317)	$ (91,143)	$ (37,193)	$ (111,460)
Less: Net loss attributable to the non-controlling interest			(12,551)	(82,655)
Net loss attributable to Fluence Energy, Inc.			$ (24,642)	$ (28,805)
Weighted average number of Class A common shares outstanding, basic (in shares) \| shares			115,393,437	54,143,275
Weighted average number of Class A common shares outstanding, diluted (in shares) \| shares			115,393,437	54,143,275
Loss per share of Class A common stock, basic (in usd per share) \| $ / shares			$ (0.21)	$ (0.53)
Loss per share of Class A common stock, diluted (in usd per share) \| $ / shares			$ (0.21)	$ (0.53)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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