WHITE PLAINS, N.Y.--(BUSINESS WIRE)--March 16, 2026--
OPAL Fuels ("OPAL Fuels" or the "Company") (Nasdaq: OPAL) today announced financial and operating results for the three and twelve months ended December 31, 2025.
"2025 was an important year for OPAL Fuels as we continue to scale our platform and prepare for additional growth," said Adam Comora, Co-Chief Executive Officer of OPAL Fuels. "Despite experiencing some regulatory and macro headwinds in 2025, we are pleased to have closed the year with Adjusted EBITDA of $90.2 million, within our guidance. Production increased to 4.9 million MMBtu, 28% higher compared to 2024, helped by improved operations during the second half of the year. We also sold $42.9 million of Investment Tax Credits and began recognizing our first 45Z production tax credits."
"We are encouraged by fourth quarter results. Adjusted EBITDA was $34.2 million as we benefited from increased production and 45Z production tax credits," continued Comora. "As we look to 2026, we are well positioned to drive continued RNG production growth from our existing facilities based on improvements in our team, in our gas collection, and in overall plant efficiencies. We are also optimistic about new CNG/RNG fleet adoption as downstream fundamentals continue to improve."
"We have improved our liquidity position which supports continued execution on our strategic growth plans," said Jonathan Maurer, Co-Chief Executive Officer of OPAL Fuels. "The recent refinancing of our existing Series A Preferred Units with a new upsized $180 million Series A Preferred Facility provides additional capital to invest across the RNG value chain."
"As we have grown our upstream portfolio to 12 operating RNG facilities with 9.1 million MMBtu in annual design capacity, OPAL Fuels generates stable and growing operating cash flows to support long-term growth," continued Maurer. "These operating cash flows combined with our added liquidity provide us the opportunity to allocate capital in value enhancing opportunities as the macro and regulatory environment improves."
Financial Highlights
-- Revenue for the three and twelve months ended December 31, 2025, was
$99.8 million and $349.0 million respectively, an increase of 25% and 16%
respectively, compared to the prior-year period.
-- Net Income (loss) for the three and twelve months ended December 31,
2025, was $16.2 million and $36.4 million respectively, compared to
$(5.4) million and $14.3 million in the same periods last year.
-- Basic and diluted net income per share attributable to Class A common
shareholders for the three and twelve months ended December 31, 2025 were
$0.02 and $0.15 compared to $(0.05) and $0.02 in the comparable periods
last year.
-- Adjusted EBITDA1 for the three and twelve months ended December 31,
2025, was $34.2 million and $90.2 million respectively, compared to $22.6
million2 and $90.0 million2 respectively, in the comparable periods last
year.
-- $42.9 million of IRA Investment Tax Credits were sold in 2025.
-- In March 2026 we closed a new $180 million preferred stock facility
with an affiliate of our majority shareholder, Fortistar. $120 million
was issued from the facility at closing, of which approximately $100
million was used to fully redeem the Series A Preferred Units previously
owned by Mendocino Capital, LLC. The remaining $60 million of the
facility to be available for future draw-downs.
___________________________ (1) This is a non-GAAP financial measure. A
reconciliation of this non-GAAP financial measure to its comparable GAAP
financial measure has been provided in the financial tables included in this
press release. An explanation of this measure and how it is calculated is also
included below under the heading "Non-GAAP Financial Measures."
(2) The Company updated its policy in Q3'24 to include virtual pipeline costs
as an add-back to Adjusted EBITDA.
Operational Highlights
-- RNG produced was 1.3 million and 4.9 million MMBtu for the three and
twelve months ended December 31, 2025, an increase of 20% and 29%
respectively, compared to the prior-year periods.3
-- The Fuel Station Services segment sold, dispensed, and serviced an
aggregate of 41.3 million and 161.9 million GGEs of transportation fuel
for the three and twelve months ended December 31, 2025, a decrease of
(1)% and an increase of 8% respectively, compared to the prior-year
periods. Of this amount, RNG dispensed as a transportation fuel was 20.4
million and 81.0 million GGEs, an increase of 6% and 9% respectively,
compared to the prior-year periods.
Guidance
-- 2026 Adjusted EBITDA is projected to range between $95 million and $110
million.
-- Assumes an average realized D3 RIN price of $2.45/gallon; each
$0.10/gallon shift in D3 RIN price impacts 2026 Adjusted EBITDA by
$5-$6 million
-- Assumes RNG production range of 5.4 to 5.8 million MMBtu
___________________________ (3) Represents OPAL Fuels' proportional share with
respect to RNG projects owned with joint venture partners. Includes Sunoma and
Biotown.
Results of Operations
(in thousands of
dollars, except Three Months Ended Year Ended
RNG Fuel data) December 31, December 31,
---------------------- ----------------------
2025 2024 2025 2024
------- ------ ------- -------
Revenue
RNG Fuel $ 26,006 $25,384 $101,656 $ 88,420
Fuel Station
Services 65,125 45,081 214,551 166,875
Renewable Power 8,624 9,558 32,768 44,677
------- ------ ------- -------
Total Revenue (1) $ 99,755 $80,023 $348,975 $299,972
======= ====== ======= =======
Cost of sales $ 69,192 $52,394 $242,794 $199,851
Project
development and
startup costs 2,841 8,586 14,942 19,109
Other operating
expenses (2) 21,127 19,389 83,825 59,790
Net income 16,182 (5,367) 36,411 14,325
Adjusted EBITDA
(3)
RNG Fuel (4) 24,770 13,998 70,527 62,616
Fuel Station
Services 14,279 12,261 46,747 38,425
Renewable Power 2,502 3,148 9,626 17,251
Corporate (7,374) (6,809) (36,695) (28,287)
------- ------ ------- -------
Consolidated
Adjusted EBITDA $ 34,177 $22,598 $ 90,205 $ 90,005
======= ====== ======= =======
RNG Fuel volume produced (Million MMBtus) 1.3 1.1 4.9 3.8
RNG Fuel volume dispensed (Million GGEs) 20.4 19.3 81.0 74.0
Total volumes sold, dispensed, and serviced (Million
GGEs) 41.3 41.9 161.9 150.2
(1) Excludes revenues from equity method investments.
(2) Includes selling, general and administrative expenses, depreciation and
amortization expenses, impairment and income from equity method
investments. Please refer to the Statement of Operations at the end of
the press release for additional information.
(3) This is a non-GAAP financial measure. A reconciliation of this non-GAAP
financial measure to a comparable GAAP financial measure has been
provided in the financial tables included in this press release. An
explanation of this measure and how it is calculated is also included
below under the heading "Non-GAAP Financial Measures."
(4) Includes incremental virtual pipeline costs (i.e., actual costs less
anticipated operating costs of a permanent interconnection) on our
Prince William RNG project which are temporary in nature and expected
to be incurred in 2025 until the permanent interconnection is expected
to be operational.
Results of Operations from equity method investments
Three months ended Year Ended
September 30, December 31,
---------------------- ------------------
(in thousands of dollars) 2025 2024 2025 2024
-------- ------- ------- -------
Revenue $ 32,073 $ 34,199 $112,917 $111,296
Gross profit 6,498 13,991 27,665 45,803
Net income 927 9,521 9,719 36,100
OPAL's share of revenues
from equity method
investments 14,028 12,193 48,879 45,917
OPAL's share of gross profit
from equity method
investments 3,671 3,832 13,815 19,826
OPAL's share of net income
from equity method
investments (1) 750 1,407 2,627 13,235
OPAL's share of Adjusted
EBITDA from equity method
investments $ 7,012 $ 4,243 $ 22,045 $ 24,954
(1) Net income from equity method investments represents our portion of
the net income from equity method investments including $1.7 million and
$6.9 million of amortization expense related to basis differences for
the three and twelve months ended December 31, 2025, and $1.5 million
and $5.8 million for the three and twelve months ended December 31,
2024.
Landfill RNG Facility Capacity and Utilization Summary
Three Months Ended Year Ended
December 31, December 31,
------------------------ -------------------
2025 2024 2025 2024
------------ ---------- --------- --------
Landfill RNG Facility Capacity
and Utilization
Design Capacity (Million
MMBtus) (1) 2.2 2.1 8.6 6.6
Volume of Inlet Gas (Million
MMBtus) (2) 1.6 1.3 6.2 4.6
Inlet Design Capacity
Utilization (%) (2) 76% 67% 75% 73%
RNG Fuel volume produced
(Million MMBtus)(3) 1.3 1.1 4.7 3.7
Utilization of Inlet Gas (%)
(4) 80% 78% 77% 81%
(1) Design Capacity for RNG facilities is measured as the volume of feedstock
biogas that the facility is capable of accepting at the inlet and processing
during the associated period. Design Capacity is presented as OPAL's ownership
share (i.e., net of joint venture partners' ownership) of the facility and is
calculated based on the number of days in the period. New facilities that come
online during a quarter are pro-rated for the number of days in commercial
operation. (2) Inlet Design Capacity Utilization is measured as the Volume of
Inlet Gas for a period, divided by the total Design Capacity for such period.
The Volume of Inlet Gas varies over time depending on, among other factors,
(i) the quantity and quality of waste deposited at the landfill, (ii) waste
management practices by the landfill, and (iii) the construction, operations
and maintenance of the landfill gas collection system used to recover the
landfill gas. The Design Capacity for each facility will typically be
correlated to the amount of landfill gas expected to be generated by the
landfill during the term of the related gas rights agreement. The Company
expects Inlet Design Capacity Utilization to be in the range of 75-85% on an
aggregate basis over the next several years. Typically, newer facilities
perform at the lower end of this range and demonstrate increasing utilization
as they mature and the biogas resource increases at open landfills. Excludes
Sunoma and Biotown. (3) Excludes Sunoma and Biotown (4) Utilization of Inlet
Gas is measured as RNG Fuel Volume Produced divided by the Volume of Inlet
Gas. Utilization of Inlet Gas varies over time depending on availability and
efficiency of the facility and the quality of landfill gas (i.e.,
concentrations of methane, oxygen, nitrogen, and other gases). The Company
generally expects Utilization of Inlet Gas to be in the range of 80% to 90%.
Excludes Sunoma and Biotown.
RNG Pending Monetization Summary
Three Months Ended
(In thousands, except average
realized sales prices)
--------- ----------- -----------
December 31, 2025
-----------------------------------
Fuel
RNG Station
Fuel Services Total
--------- ----------- -----------
Value of RNG awaiting credit
generation using quarter end
price (1) $ 10,613 $ 4,623 $ 15,236
------- ------ -------
RIN Metrics
Beginning balance as of October
1, 2025 141 162 303
Add: Generated in current period 13,654 4,391 18,045
Less: Sales (13,795) (4,553) (18,348)
------- ------ -------
Ending RIN credit balance
(Available for sale) as of
December 31, 2025 -- -- --
------- ------ -------
D3 price per RIN at quarter end $ 2.39 $ 2.39
------- ------ -----------
Value of RINs using quarter end
price (1) $ -- $ -- $ --
------- ------ -------
LCFS Metrics
Beginning balance (net share) as
of October 1, 2025 6 64 70
Add: Generated in current period 14 38 52
Less: Sales (12) (31) (43)
------- ------ -------
Ending LCFS credit balance
(Available for sale) as of
December 31, 2025 8 71 79
------- ------ -------
LCFS credit price at quarter end $ 100.00 $ 56.38
------- ------ -----------
Value of LCFSs using quarter end
price (1) $ 800 $ 4,003 $ 4,803
------- ------ -------
Value of RECs using quarter end
price $ 17
--------- ----------- -------
Other Metrics
Average realized sales price
during quarter - RIN $ 2.40
Average realized sales price
during quarter - LCFS $ 76.71
Total Value of RNG Pending
Monetization and Credits at
quarter end (2) $ 11,413 $ 8,626 $ 20,056
======= ====== =======
(1) Reflects OPAL's ownership share of RIN and LCFS credits (i.e., net
of joint venture partners' ownership), including equity method
investments, and presented net of discounts and any direct transaction
costs such as dispensing fees, third-party royalties and transaction
costs as applicable. (2) $11,413 includes partial sale of K-1 RINs in
the month of December recognized as revenue, pending monetization.
As of December 31, 2025, our liquidity was $168.2 million, consisting of $128.4 million of unused capacity under our $450.0 million senior secured credit facility, $15.4 million of unused capacity under the associated revolver, and $24.4 million of cash and cash equivalents. As of March 10, 2025, our liquidity is $181.7 million, consisting of $35.2 million of unused capacity under the revolver, and $146.5 million of cash and cash equivalents.
Capital Expenditures
During the year ended December 31, 2025, OPAL Fuels invested $70.7 million across RNG projects in construction and OPAL Fuels owned fueling stations in construction as compared to $127.2 million in the prior year.
In addition, for the year ended December 31, 2025, the Company's portion of capital expenditures in unconsolidated entities was $19.5 million. This represents our share of capital expenditures incurred by equity method investments.
Earnings Call
A webcast to review OPAL Fuels' Fourth Quarter 2025 results is being held today, March 16, 2026 at 11:00AM EDT.
Materials to be discussed in the webcast will be available before the call on the Company's website.
Participants may access the call at https://edge.media-server.com/mmc/p/ezfah5dz/. Investors can also listen to a webcast of the presentation on the Company's Investor Relations website at https://opalfuels.gcs-web.com/news-events/events-presentations.
Glossary of terms
"D3" refers to cellulosic biofuel with a 60% GHG reduction requirement.
"GGE" refers to gasoline gallon equivalent. The conversion ratio is 1 MMBtu of natural gas equal to 7.74 GGE.
"LCFS" refers to Low Carbon Fuel Standard or similar types of federal and state programs.
"MMBtu" refers to million British thermal units.
"RECs" refers to renewable energy credits.
"Renewable Power" refers to electricity generated from renewable sources.
"RIN" refers to Renewable Identification Numbers.
"RNG" refers to renewable natural gas.
"VIEs" refers to variable interest entities.
About OPAL Fuels
OPAL Fuels (Nasdaq: OPAL) is a leader in the capture and conversion of biogas into low carbon intensity RNG and Renewable Power. OPAL Fuels is also a leader in the marketing and distribution of RNG to heavy duty trucking and other hard to decarbonize industrial sectors. For additional information, and to learn more about OPAL Fuels and how it is leading the effort to capture North America's naturally occurring methane and decarbonize the economy, please visit www.opalfuels.com.
Forward-Looking Statements
Certain statements in this communication may be considered forward-looking statements within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that are not historical facts and generally relate to future events or the Company's future financial or other performance metrics. In some cases, you can identify forward-looking statements by terminology such as "believe," "may," "will," "potentially," "estimate," "continue," "anticipate," "intend," "could," "would," "project," "target," "plan," "expect," or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. New risks and uncertainties may emerge from time to time, and it is not possible to predict all risks and uncertainties. These forward-looking statements are based upon estimates and assumptions that, while considered
reasonable by the Company and its management, as the case may be, are inherently uncertain and subject to material change. Factors that may cause actual results to differ materially from current expectations include various factors beyond management's control, including but not limited to general economic conditions and other risks, uncertainties and factors set forth in the sections entitled "Risk Factors" and "Forward-Looking Statements and Risk Factor Summary" in the Company's annual report on Form 10-K and quarterly reports on Form 10-Q, and other filings the Company makes with the Securities and Exchange Commission. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements in this communication, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions, or circumstances on which any statement is based.
Disclaimer
This communication is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy, any securities, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
OPAL FUELS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands of U.S. dollars, except share and per share data)
December 31,
2025 December 31, 2024
--------------- ---------------------
Assets (1)
Current assets:
Cash and cash equivalents $ 24,408 $ 24,310
Accounts receivable, net of
allowance of $469 and $--,
respectively (2) 61,806 46,535
Restricted cash - current 1,210 972
Contract assets 8,276 11,075
Parts inventory 10,964 10,294
Prepaid expenses and other
current assets 16,018 23,583
---------- --------------
Total current assets 122,682 116,769
---------- --------------
Property, plant, and equipment,
net 495,634 458,258
Investments in other entities 231,223 223,594
Net investment in sales-type
lease 8,224 --
Restricted cash - non-current 2,700 2,298
Goodwill 54,608 54,608
Other long-term assets 44,398 25,550
---------- --------------
Total assets 959,469 881,077
========== ==============
Liabilities and Stockholders'
Deficit (1)
Current liabilities:
Accounts payable (3) 19,004 17,111
Contract liabilities 6,296 9,276
Loans, current portion 15,062 12,621
Accrued expenses and other
current liabilities 63,857 64,588
---------- --------------
Total current liabilities 104,219 103,596
---------- --------------
Loans, net of debt issuance costs 337,063 285,003
Other long-term liabilities 20,430 27,446
---------- --------------
Total liabilities 461,712 416,045
---------- --------------
Commitments and contingencies Note
15
Redeemable preferred non-controlling
interests 130,000 130,000
Redeemable non-controlling interests 377,898 482,863
Stockholders' deficit
Class A common stock, $0.0001 par
value; shares issued: 30,633,161
and 30,065,260 at December 31,
2025 and 2024, respectively;
shares outstanding: 28,997,378
and 28,429,477 at December 31,
2025 and 2024, respectively 3 3
Class B common stock, $0.0001 par
value; 121,500,000 issued and
outstanding as of December 31,
2025 and 71,500,000 issued and
outstanding as of December 31,
2024 12 7
Class C common stock, $0.0001 par
value; none issued and
outstanding as of December 31,
2025 and 2024 -- --
Class D common stock, $0.0001 par
value; 22,899,037 shares issued
and outstanding as of December
31, 2025 and 72,899,037 issued
and outstanding as of December
31, 2024 2 7
Accumulated deficit (1,307) (137,004)
Accumulated other comprehensive
(loss) income (26) 152
Class A common stock in treasury,
at cost; 1,635,783 shares as of
December 31, 2025 and 2024 (11,614) (11,614)
---------- --------------
Total stockholders' deficit
attributable to the Company (12,930) (148,449)
---------- --------------
Non-redeemable non-controlling
interests 2,789 618
---------- --------------
Total stockholders' deficit (10,141) (147,831)
---------- --------------
Total liabilities, redeemable
preferred, redeemable
non-controlling interests and
stockholders' deficit $ 959,469 $ 881,077
========== ==============
(1) Includes amounts related to consolidated VIEs (2) Includes
related--party amounts of $13,318 and $14,522 as of December 31, 2025 and
2024, respectively. (3) Includes related--party amounts of $8,951 and $7,932
as of December 31, 2025 and 2024, respectively.
OPAL FUELS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands of U.S. dollars, except share and per share data)
Three Months Ended Year Ended
December 31, December 31,
------------------ ----------------------
2025 2024 2025 2024
------ ------ ------- -------
Revenues:
RNG fuel $26,006 $25,384 $101,656 $ 88,420
Fuel station
services 65,125 45,081 214,551 166,875
Renewable power 8,624 9,558 32,768 44,677
------ ------ ------- -------
Total revenues 99,755 80,023 348,975 299,972
------ ------ ------- -------
Operating expenses:
Cost of sales - RNG
fuel 13,941 11,908 49,282 38,552
Cost of sales -
Fuel station
services 48,095 33,922 166,778 128,804
Cost of sales -
Renewable power 7,156 6,564 26,734 32,495
Project development
and start up
costs 2,841 8,586 14,942 19,109
Selling, general
and
administrative 16,179 13,572 63,982 53,124
Depreciation,
amortization, and
accretion 5,698 5,208 22,470 17,885
Impairment loss -- 2,016 -- 2,016
Income from equity
method
investments (750) (1,407) (2,627) (13,235)
------ ------ ------- -------
Total operating
expenses 93,160 80,369 341,561 278,750
------ ------ ------- -------
Operating income 6,595 (346) 7,414 21,222
------ ------ ------- -------
Other (expense) income
Interest and
financing expense,
net (6,944) (5,634) (26,274) (19,610)
Other income 75 613 2,525 3,807
------ ------ ------- -------
Total other
expenses (6,869) (5,021) (23,749) (15,803)
------ ------ ------- -------
Net (loss)
income before
income tax
benefit (274) (5,367) (16,335) 5,419
------ ------ ------- -------
Income tax
benefit 16,456 -- 52,746 8,906
------ ------ ------- -------
Net income 16,182 (5,367) 36,411 14,325
------ ------ ------- -------
Net income
attributable to
redeemable
non-controlling
interest 11,295 (6,767) 21,329 2,851
Net income
attributable to
non-redeemable
non-controlling
interest 1 115 330 443
Dividends on
redeemable
preferred
non-controlling
interests 2,618 $ 2,617 10,469 $ 10,470
------ ------ ------- -------
Net income
attributable to
Class A common
stockholders $ 2,268 $(1,332) $ 4,283 $ 561
====== ====== ======= =======
OPAL FUELS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands of U.S. dollars)
Year Ended
December 31,
-----------------------
2025 2024
------- --------
Cash flows from operating activities:
Net income $ 36,411 $ 14,325
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation, amortization, and accretion 22,470 17,885
Stock-based compensation 6,499 6,452
Allowance for accounts receivable 2,476 85
Assets' impairment -- 2,016
Reduction of carrying amount of operating
lease right-of-use assets 771 679
Income from investments in other entities (2,627) (13,235)
Distributions from return on investments in
other entities 5,649 14,336
Deferred income taxes (16,456) --
Amortization of deferred financing costs 1,936 1,094
Gain on dispositions (3,646) (321)
Paid-in-kind interest income (193) (207)
Change in fair value of derivative financial
instruments (2,366) (892)
Changes in operating assets and liabilities:
Accounts receivable (19,815) (301)
Parts inventory (670) (103)
Prepaid expenses and other current and
long-term assets 11,261 (18,594)
Accounts payable 1,893 3,427
Accrued expenses and other current and
non-current liabilities (7,095) 4,739
------- --------
Net cash provided by operating activities 36,498 31,385
------- --------
Cash flows from investing activities:
Purchase of property, plant, and equipment (70,739) (127,239)
Proceeds from sale of short-term investments -- 9,875
Distributions from return of investments in
other entities 11,396 4,305
Cash paid, related to investments in other
entities (22,354) (21,570)
Cash received from (paid for) note
receivable 1,377 (750)
Proceeds from disposal of property, plant
and equipment 3,000 828
------- --------
Net cash used in investing activities (77,320) (134,551)
------- --------
Cash flows from financing activities:
Proceeds from loans 70,000 100,000
Repayment of loans (16,957) (1,621)
Financing costs paid to other third parties (1,250) (629)
Proceeds from issuance of shares of Class A
common stock under the ATM program, net -- 170
Repayment of principal portion of finance
lease liabilities (1,214) --
Payment of preferred dividends (10,469) (13,086)
Distribution to non-redeemable
non-controlling interest (150) (703)
Cash paid for income taxes related to net
share settlement of equity awards (391) (627)
Capital contribution from non-redeemable
non-controlling interests 1,991 --
------- --------
Net cash provided by financing activities 41,560 83,504
------- --------
Net increase (decrease) in cash, restricted
cash, and cash equivalents 738 (19,662)
------- --------
Cash, restricted cash, and cash equivalents,
beginning of period 27,580 47,242
------- --------
Cash, restricted cash, and cash equivalents,
end of period $ 28,318 $ 27,580
======= ========
Non-GAAP Financial Measures (Unaudited)
This release includes various financial measures that are non-GAAP financial measures as defined under the rules of the Securities and Exchange Commission. We believe these measures provide important supplemental information to investors to use in evaluating ongoing operating results. We use these measures, together with accounting principles generally accepted in the United States ("GAAP" or "U.S. GAAP"), for internal managerial purposes and as a means to evaluate period-to-period comparisons. However, we do not, and you should not, rely on non-GAAP financial measures alone as measures of our performance. We believe that non-GAAP financial measures reflect an additional way of viewing aspects of our operations, that when taken together with GAAP results and the reconciliations to corresponding GAAP financial measures that we also provide, give a more complete understanding of factors and trends affecting our business. We strongly encourage you to review all of our financial statements and publicly filed reports in their entirety and to not solely rely on any single non-GAAP financial measure.
Non-GAAP financial measures are limited as an analytical tool and should not be considered in isolation from, or as a substitute for, the Company's GAAP results. The Company expects to continue reporting non-GAAP financial measures, adjusting for the items described below (and/or other items that may arise in the future as the Company's management deems appropriate), and the Company expects to continue to incur expenses, charges or gains like the non-GAAP adjustments described below. Accordingly, unless expressly stated otherwise, the exclusion of these and other similar items in the presentation of non-GAAP financial measures should not be construed as an inference that these costs are unusual, infrequent, or non-recurring. These Non-GAAP financial measures are not recognized terms under GAAP and do not purport to be alternatives to GAAP net income or any other GAAP measure as indicators of operating performance. Moreover, because not all companies use identical measures and calculations, the Company's presentation of Non-GAAP financial measures may not be comparable to other similarly titled measures used by other companies. We strongly encourage you to review all of our financial statements and publicly filed reports in their entirety and to not solely rely on any single non-GAAP financial measure.
Adjusted EBITDA
To supplement the Company's unaudited condensed consolidated financial statements presented in accordance with GAAP, the Company uses a non-GAAP financial measure that it calls Adjusted EBITDA ("Adjusted EBITDA"). This non-GAAP financial measure adjusts net income for interest and financing expense, net, net income attributable to non-redeemable non-controlling interests, depreciation, amortization and accretion, adjustments to reflect Adjusted EBITDA from equity method investments, fair value changes and non-recurring charges, Stock-based compensation, major maintenance on Renewable Power, RNG development costs, and ITC proceeds, net.
Management believes this non-GAAP financial measure provides meaningful supplemental information about the Company's performance, for the following reasons: (1) it allows for greater transparency with respect to key metrics used by management to assess the Company's operating performance and make financial and operational decisions; (2) the measure excludes the effect of items that management believes are not directly attributable to the Company's core operating performance and may obscure trends in the business; (3) the measure better aligns revenues with expenses; and (4) the measure is used by institutional investors and the analyst community to help analyze the Company's business. In future quarters, the Company may adjust for other expenditures, charges or gains to present non-GAAP financial measures that the Company's management believes are indicative of the Company's core operating performance.
The following table presents the reconciliation of our net income to Adjusted EBITDA:
Reconciliation of GAAP Net Income to Adjusted EBITDA
For the Three and Twelve Months Ended December 31, 2025 and 2024
(In thousands of dollars)
Three Months Ended December 31, 2025 Twelve Months Ended December 31, 2025
--------------------------------------------------------- ------------------------------------------------------
Fuel Fuel
Station Renewable Station Renewable
RNG Fuel Services Power Corporate Total RNG Fuel Services Power Corporate Total
-------- ----------- ----------- ----------- -------- -------- -------- ----------- --------- ----------
Net income
(loss) (1) 13,702 12,805 (337) (9,988) 16,182 44,194 38,297 (1,355) (44,725) 36,411
Adjustments to
reconcile net
income (loss) to
Adjusted EBITDA
Interest and
financing
expense, net 6,983 (9) (30) -- 6,944 26,316 36 (78) -- 26,274
Net income
attributable to
non-redeemable
non-controlling
interests (1) -- -- -- (1) (330) -- -- -- (330)
Depreciation,
amortization
and accretion 3,078 1,483 1,138 -- 5,699 12,062 6,407 4,001 -- 22,470
Adjustments to
reflect
Adjusted EBITDA
from equity
method
investments
(2) 6,262 -- -- -- 6,262 19,418 -- -- -- 19,418
Fair value
changes and
non-recurring
charges (3) 893 -- -- 973 1,866 1,773 2,007 -- 1,531 5,311
Stock-based
compensation -- -- -- 1,641 1,641 -- -- -- 6,499 6,499
RNG development
costs (4) 2,639 -- -- -- 2,639 12,170 -- -- -- 12,170
Major
maintenance 1,801 -- 1,731 -- 3,532 1,801 -- 7,058 -- 8,859
45Z 5,869 -- -- -- 5,869 5,869 -- -- -- 5,869
Tax credits
proceeds, net (16,456) -- -- -- (16,456) (52,746) -- -- -- (52,746)
---------------- ------- ------ --- ------ --- ------- ------- ------- -------- ------- -------- -------
Adjusted EBITDA 24,770 14,279 2,502 (7,374) 34,177 70,527 46,747 9,626 (36,695) 90,205
================ ======= ====== === ====== === ======= ======= ======= ======== ======= ======== =======
Three Months Ended December 31, 2024 Twelve Months Ended December 31, 2024
---------------------------------------------------- ----------------------------------------------------
Fuel Fuel
RNG Station Renewable RNG Station Renewable
Fuel Services Power Corporate Total Fuel Services Power Corporate Total
------- -------- ----------- ----------- ------- ------- -------- ----------- --------- ---------
Net (loss)
income (1) (5,358) 10,070 (597) (9,482) (5,367) 14,337 31,677 2,900 (34,589) 14,325
Adjustments to
reconcile net
(loss) income to
Adjusted EBITDA
Interest and
financing
expense, net 5,707 49 (21) (102) 5,633 20,134 168 (132) (560) 19,610
Net income
attributable to
non-redeemable
non-controlling
interests (115) -- -- -- (115) (443) -- -- -- (443)
Depreciation,
amortization
and accretion 2,770 1,428 1,010 -- 5,208 8,252 5,612 4,021 -- 17,885
Adjustments to
reflect
Adjusted EBITDA
from equity
method
investments
(2) 2,836 -- -- -- 2,836 11,719 -- -- -- 11,719
Fair value
changes and
non-recurring
charges (3) -- 714 1,787 635 3,136 -- 968 2,681 410 4,059
SBC -- -- -- 2,140 2,140 -- -- -- 6,452 6,452
RNG development
costs (4) 8,158 -- -- -- 8,158 17,523 -- -- -- 17,523
Major
maintenance -- -- 969 -- 969 -- -- 7,781 -- 7,781
Tax credits'
proceeds, net -- -- -- -- -- (8,906) -- -- -- (8,906)
---------------- ------ -------- ------ --- ------- ------ ------ -------- ------- -------- ------
Adjusted EBITDA 13,998 12,261 3,148 (6,809) 22,598 62,616 38,425 17,251 (28,287) 90,005
================ ====== ======== ====== === ======= ====== ====== ======== ======= ======== ======
(1) Net income (loss) by segment is included in our quarterly report on Form 10-K. (2) Includes interest, depreciation,
amortization and accretion and RNG development costs incurred on equity method investments. (3) Includes changes in the fair
value of earnout liabilities, and note receivable. Also includes ITC costs and one-time, non-recurring charges, such as: (i)
certain development-related expenses for RNG facilities--specifically lease and legal costs incurred during the construction
phase that were not eligible for capitalization under GAAP (2024); and (ii) contract restructuring costs associated with an
existing customer exit agreement (2025). (4) Includes virtual pipeline costs on our Prince William and Polk facilities.
These are temporary additional transportation costs incurred until a permanent pipeline solution is completed. Also includes
RNG development costs which are lease costs related to Central Valley litigation.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260316033569/en/
CONTACT: Investors
Todd Firestone
Vice President, Investor Relations and Corporate Development
(914) 705-4001
investors@opalfuels.com
Media
Harrison Feuer
Senior Director, Communications and Public Policy
(914) 721-3723
hfeuer@opalfuels.com
(END) Dow Jones Newswires
March 16, 2026 07:00 ET (11:00 GMT)