Array Technologies, Inc.

Our corporate headquarters is located in Albuquerque, New Mexico. It consists of approximately 11,600 square feet of office space and approximately 283,000 square feet of manufacturing, warehousing, and shipping facilities, of which we own approximately 69,600 square feet. We also lease approximately 74,000 square feet of office space in Chandler, Arizona for our corporate staff. With the APA Acquisition, we added approximately 49,000 square feet of leased office space in Ridgeville Corners, Ohio. To support our U.S. operations, we lease approximately 2.5 million square feet of warehousing and manufacturing space, inclusive of APA, across various facilities in the U.S., including Kansas, Tennessee, Ohio, Texas, Nevada, New Mexico, and Connecticut. Our U.S. facilities are primarily used by our Array Legacy segment.

In May 2024, we entered into a triple-net lease for an approximately 216,000-square-foot mixed-use facility in Bernalillo County, New Mexico. The facility includes approximately 176,000 square feet of manufacturing space and approximately 40,000 square feet of office and laboratory space. We took control of the facility in the fourth quarter of 2025 and construction is expected to be completed in March 2026. We expect to commence production at the facility in the first half of 2026.

International Properties

To support our international operations, we own and lease properties in Spain and Brazil. In Spain, we own approximately 2,000 square feet of office space and lease approximately 16,000 square feet of office space for our STI corporate staff working under our STI Operations segment. For our international manufacturing and warehousing needs, we own approximately 27,000 square feet and lease approximately 40,000 square feet in

Spain. In Brazil, we lease approximately 11,000 square feet of office space and lease approximately 610,000 square feet of warehousing and manufacturing space. Our Spain and Brazil facilities are primarily used by our STI Operations segment.

We believe our existing facilities are in good condition and are sufficient and suitable for the conduct of our business for the foreseeable future. To the extent our needs change as our business grows, we expect that additional space and facilities will be available.

• Our results of operations may fluctuate across fiscal periods, which could make our future performance difficult to predict and could cause our results of operations for a particular period to fall below expectations, resulting in a decline in the price of our common stock.
• Any increase in interest rates, or a reduction in the availability of tax equity or project debt capital in the global financial markets could make it difficult for end customers to finance the cost of a solar energy system and could reduce the demand for our products.
• Risk Related to the Regulatory Environment
• Existing electric utility industry policies and regulations, and any subsequent changes or new related policies and regulations may present technical, regulatory and economic barriers to the purchase and use of solar energy systems that may significantly reduce or delay demand for our products or harm our ability to compete.
• The interruption of the flow of components and materials from international vendors could disrupt our supply chain, including as a result of the imposition of additional duties, tariffs and other charges on imports and exports.
• Changes in the global trade environment, including the imposition of import tariffs, could adversely affect the amount or timing of our revenues, results of operations or cash flows.
• We may not be able to convert our orders in backlog into revenue.
• Actions addressing determinations of forced labor practices in China and legislation and policies adopted to address such practices may disrupt the global supply of solar panels and have an adverse material effect on our business, financial condition and results of operations.
• The reduction, elimination, expiration, or our failure to optimize the benefits of government incentives for, or regulations mandating the use of, renewable energy and solar energy, particularly in relation to our competitors, could reduce demand for solar energy systems and harm our business.
• We may incur obligations, liabilities or costs under environmental, health and safety laws, which could have an adverse impact on our business, financial condition and results of operations.
• Risks Related to Intellectual Property
• If we fail to, or incur significant costs in order to, obtain, maintain, protect, defend or enforce our intellectual property and other proprietary rights, our business and results of operations could be materially harmed.
• If we are unable to protect the confidentiality of our trade secrets, our business and competitive position would be harmed.
• We may need to defend ourselves against third-party claims that we are infringing, misappropriating or otherwise violating others’ intellectual property rights, which could divert management’s attention, cause us to incur significant costs, and prevent us from selling or using the technology to which such rights relate.
• We may be subject to claims that our employees, consultants, or advisors have wrongfully used or disclosed alleged trade secrets of their current or former employers or claims asserting ownership of what we regard as our own intellectual property.
• Risks Related to Our Operations
• We depend upon a number of outside vendors. Our operations could be disrupted if we encounter problems with these vendors.
• Delays in construction projects and any failure to manage our inventory could have a material adverse effect on us.
• Significant changes in the cost of raw materials could adversely affect our financial performance.
• We are dependent on transportation and logistics providers to deliver our materials and products in a cost-efficient manner. Disruptions to transportation and logistics, including increases in shipping costs, could adversely impact our financial condition and results of operations.
• Defects or performance problems in our products could result in loss of customers, reputational damage and decreased revenue, and we may experience delays, disruptions or quality control problems in our manufacturing operations.
• Failure by our vendors or our component or raw material suppliers to use ethical business practices and comply with applicable laws and regulations may adversely affect our business.
• If we fail to retain our key personnel or if we fail to attract additional qualified personnel, we may not be able to maintain key relationships with customers and suppliers or achieve our anticipated level of growth, which could cause our business to suffer
• Our continued planned expansion into new markets could subject us to additional business, financial, regulatory and competitive risks.
• We have been and will in the future continue to be exposed to risks from currency exchange rate fluctuations between the U.S. dollar and foreign currencies that could adversely affect our financial results and comparability of our results between financial periods.
• Inadequacy of our insurance coverage could have a material and adverse effect on our business, financial condition and results of operations.
• Risks Related to Information Technology
• Failure to effectively utilize information technology systems or implement new technologies could disrupt our business or reduce our sales or profitability.
• Cybersecurity or other data incidents, including unauthorized disclosure of personal or sensitive data or theft of confidential information could harm our business.
• Failure to comply with current or future federal, state and foreign laws and regulations and industry standards relating to privacy, data protection, cybersecurity and advertising could adversely affect our business, financial condition, results of operations and prospects.
• The use of artificial intelligence presents risks and challenges that could adversely impact our business, financial condition, and results of operations.
• Risks Related to Internal Controls over Financial Reporting
• We have experienced material weaknesses in our internal control over financial reporting in the past. If we fail to maintain an effective system of integrated internal controls, we may not be able to report our financial results accurately, which could have a material adverse effect on our business, financial condition and results of operations.
• If our estimates or judgments relating to our critical accounting policies are based on assumptions that change or prove to be incorrect, our operating results could fall below the expectations of securities analysts and investors, resulting in a decline in the market price of our common stock.
• Risks Related to Indebtedness and Financing
• Our indebtedness could adversely affect our financial flexibility and our competitive position.
• Our substantial indebtedness could adversely affect our financial condition.
• Servicing our debt requires a significant amount of cash, and we may not have sufficient cash flow from our business to service our substantial debt.
• We may not be able to raise additional capital to execute our current or future business strategies on favorable terms, if at all, or without dilution to our stockholders.
• Despite our current debt levels, we may still incur substantially more debt or take other actions which would intensify the risks discussed above.
• The conditional conversion feature of the Convertible Notes, if triggered, may adversely affect our financial condition and operating results.
• The fundamental change repurchase feature of the Convertible Notes may delay or prevent an otherwise beneficial attempt to acquire us.
• The capped call transactions may affect the market price of our common stock.
• We are subject to counterparty risk with respect to the capped call transactions.
• Risks Related to Ownership of Our Common Stock
• Sales of substantial amounts of our common stock in the public markets, or the perception that such sales could occur, could reduce the market price of our common stock.
• The market price for our common stock could be volatile, which could result in substantial losses for purchasers of our common stock and subject us to securities class action litigation.
• We have issued and may in the future issue preferred stock whose terms could adversely affect the voting power or value of our common stock.
• Provisions in our certificate of incorporation and bylaws, may have the effect of delaying or preventing a change of control or changes in our management.
• Our certificate of incorporation provides that the Court of Chancery of the State of Delaware is the exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or other employees.
• We do not intend to pay any cash distributions or dividends on our common stock in the foreseeable future.
• General Risk Factors
• Changes in laws and regulations, including changes to tax laws or regulations that are applied adversely to us or our customers could materially adversely affect our business, financial condition, results of operations and prospects.
• Economic, political and market conditions could adversely affect our business, results of operations and financial condition, including our revenue growth and profitability, which in turn could adversely affect our stock price.
• The severity and duration of public health threats could materially impact our business, financial condition, and results of operations.
• We are subject to a variety of litigation and other legal and regulatory proceedings in the course of our business that may adversely affect our business and financial results.