Montauk Renewables, Inc.

Previous wording

Our profitability is highly dependent on the market price of Environmental Attributes, including the market price for RINs. As we self-market a significant portion of our RINs, a decision not to commit to transfer available RINs during a period will impact our revenue and operating profit. We sold all 9,885 D3 RINs generated and available for sale from 2024 RNG production in the first quarter of 2025. The impact of EPA actions associated with implementation of BRRR K2 separation and the extension of the 2024 RIN compliance period has temporarily impacted the commitment timing of the Company. As a result, we have approximately 3,916 RINs in inventory from 2025 RNG production as March 31, 2025. We have subsequently entered into commitments to transfer the majority of our RINs in inventory as of March 31, 2025 at prices approximating to the D3 RIN index. The average D3 RIN index price for the first quarter of 2025 was approximately $2.43. The following table summarizes select historical data related to RINs generated, RINs sold, and RINs generated but unsold. As we self-market a significant portion of our RINs and as the RFS is based on annual compliance, any strategic decision to not monetize available RINs in a quarter could impact the timing of operating revenues recognized during a fiscal year. Realized prices for Environmental Attributes monetized in a year may not correspond directly to index prices due to the forward selling of commitments. The timing of RIN transfers can vary year over year and by period within a year and is contingent on various factors including, but not limited to: (a) the Company’s expectations on RIN index price, (b) operational needs of the Company, (c) obligated parties purchase needs, or (d) the type of customer among other matters.

Current wording

Our profitability is highly dependent on the market price of Environmental Attributes, including the market price for RINs. As we self-market a significant portion of our RINs, a decision not to commit to transfer available RINs during a period will impact our revenue and operating profit. The impact of EPA actions associated with implementation of BRRR K2 separation and the extension of the 2024 RIN compliance period has temporarily impacted the commitment timing of the Company. We had approximately 3,009 RINs generated but unseparated at June 30, 2025 which reduced the amount of RINs available for sale as of June 30, 2025. We expect this timing between RINs generated but unseparated and RINs available for sale to only impact 2025 which is the year BRRR became effective. We had approximately 108 RINs in inventory from 2025 RNG production as of June 30, 2025. These RINs were transferred in July under a commitment entered into in June 2025 at a price of $2.42. The average D3 RIN index price for the second quarter of 2025 was approximately $2.36. The following table summarizes select historical data related to RINs generated, RINs sold, and RINs generated but unsold. As we self-market a significant portion of our RINs and as the RFS is based on annual compliance, any strategic decision to not monetize available RINs in a quarter could impact the timing of operating revenues recognized during a fiscal year. Realized prices for Environmental Attributes monetized in a year may not correspond directly to index prices due to the forward selling of commitments. The timing of RIN transfers can vary year over year and by period within a year and is contingent on various factors including, but not limited to: (a) the Company’s expectations on RIN index price, (b) operational needs of the Company, (c) obligated parties purchase needs, or (d) the type of customer among other matters.

Previous wording

In 2022, we announced the planned construction of a second RNG processing facility at the Apex landfill. The construction of a second facility under our existing fuel supply agreement was triggered by biogas feedstock volumes exceeding production capabilities discussions with the landfill host, and the host's waste intake forecasted projections. As the landfill host increases waste intake, we believe the additional 2,100 MMBtu per day of production capacity will enable us to process the forecasted increase in biogas feedstock volumes. We continue to expect there will be a period where we have excess availability capacity after the second facility is commissioned while the landfill host increases their waste intake. We are in commissioning stage which we expect to be complete in the second quarter of 2025.

Current wording

In June 2025, we successfully completed the construction and commissioning of a second RNG processing facility at the Apex landfill. The construction of a second facility under our existing fuel supply agreement was triggered by biogas feedstock volumes exceeding production capabilities discussions with the landfill host, and the host's waste intake forecasted projections. As the landfill host increases waste intake, we believe the additional 2,100 MMBtu per day of production capacity will enable us to process the forecasted increase in biogas feedstock volumes. We continue to expect there will be a period where we have excess availability capacity after the second facility is commissioned while the landfill host increases their waste intake. We continue to collaborate with the landfill host to mitigate impacts from wellfield extraction factors which could impact capacity utilization.

Previous wording

In the first quarter of 2025, we received notice from the utility that it will no longer accept RNG into its distribution system, which was in opposition of the letter of intent that was issued when we were awarded the gas rights to the site. As a result, we impaired the capital associated with the early design of RNG equipment. We continue to review various alternatives related to interconnection opportunities as part of our considerations for offtake options with the understanding those alternatives may differ from initial development project assumptions, including physical and virtual and fixed interconnections. We are also reviewing alternatives for this site around producing energy other than RNG. We have paused further capital expenditures related to this site while we consider all alternatives.

Current wording

In the first quarter of 2025, we received notice from the utility that it will no longer accept RNG into its distribution system, which was in opposition of the letter of intent that was issued when we were awarded the gas rights to the site. As a result, we impaired the capital associated with the early design of RNG equipment. We continue to review various alternatives related to interconnection opportunities as part of our considerations for offtake options with the understanding those alternatives may differ from initial development project assumptions, including physical and virtual and fixed interconnections. We are also reviewing alternatives for this site around producing energy other than RNG. We have paused further capital expenditures related to this site while we consider all alternatives and continue discussions with the landfill host.

Previous wording

In 2023, we announced a planned development of a renewable natural gas landfill project in Irvine, CA at the Frank R. Bowerman Landfill to process the large and growing volumes of biogas in excess of the existing capacity of the REG facility. We expect facility commissioning in 2027 and expect the capital investment to range between $85,000 - $95,000. As part of the agreement to develop the RNG plant, we agreed to work with the landfill host on the landfill's management of its wellfield and flare facility permit requirements. We continue to work with the landfill host on the landfill’s management of its wellfield and flare facility permit requirements so that we continue to assess what, if any, impacts these changes could have on receipt of required regional regulatory construction permits. The project is anticipated to have production nameplate capacity of approximately 3,600 MMBtu per day, assuming currently forecasted biogas feedstock volumes projected to be available from the host landfill at the time of commissioning. We continue to incur capital expenditures for this project.

Current wording

In 2023, we announced a planned development of a renewable natural gas landfill project in Irvine, CA at the Frank R. Bowerman Landfill to process the large and growing volumes of biogas in excess of the existing capacity of the REG facility. We expect facility commissioning in 2027 and expect the capital investment to range between $85,000 - $95,000. As part of the agreement to develop the RNG plant, we agreed to work with the landfill host on the landfill's management of its wellfield and flare facility permit requirements and this work remains ongoing. The project is anticipated to have production nameplate capacity of approximately 3,600 MMBtu per day, assuming currently forecasted biogas feedstock volumes projected to be available from the host landfill at the time of commissioning. We continue to incur capital expenditures for this project.

Previous wording

In 2024, we signed a contract for the delivery of 140 thousand tons per year of biogenic carbon dioxide (“CO2”). We intend to capture, clean and liquefy CO2 at select Texas facilities, at which point it will be transported to EE North America (“EENA”), a Texas-based e-methanol facility. The delivery term is expected to last at least 15 years with first delivery expected to begin in 2027. We have completed the initial site surveys related to location of the CO2 processing equipment, evaluated equipment suppliers, and started engineering design. We continue to target a commissioning start in 2027 and expect the capital investment to begin in the second quarter of 2025 for long lead equipment and design engineering.

Current wording

In 2024, we signed a contract for the delivery of 140 tons per year of biogenic carbon dioxide (“CO2”). We intend to capture, clean and liquefy CO2 at select Texas facilities, at which point it will be transported to EE North America (“EENA”), a Texas-based e-methanol facility. The delivery term is expected to last at least 15 years with first delivery expected to begin in 2027. During the period prior to commissioning, we have been recognizing an exclusivity fee related to the minimum tons of CO2. The annual price per ton under the contract is adjusted annually by the U.S. consumer price index. The agreement with EENA includes a 50% sharing component of any available tax attributes generated by us under code section 45Q, Carbon dioxide sequestration credit, in the Inflation Reduction Act, as applicable. There are other revenue sharing components under the agreement to the extent we are able to produce CO2 prior to EENA accepting delivery. Excluding any estimate of tax attributes and including a U.S. consumer price index range between 2.5 – 3.0% annually, we estimate that the total revenues under this 15 year term to annually provide a minimum of 140 tons of CO2 will range between $170,000 – $201,000 in total. We have completed the initial site surveys related to location of the CO2 processing equipment, evaluated equipment suppliers, and started engineering design. We continue to target a commissioning start in 2027 and began incurring capital expenditures for long lead items and design engineering in the second quarter of 2025.

Previous wording

In 2025, we announced the conversion of our Tulsa, Oklahoma Renewable Electric Generation facility to RNG project. The project will offer a variable inlet capacity providing production capacity of approximately 1,500 MMBtu per day and designed to beneficially process all of the available inlet gas feedstock from its landfill host. We expect to target a commissioning start in 2027 and expect to begin incurring capital expenditures for long lead items in the second quarter of 2025.

Current wording

In 2025, we announced the conversion of our Tulsa, Oklahoma Renewable Electric Generation facility to RNG project. The project will offer a variable inlet capacity providing production capacity of approximately 1,500 MMBtu per day and designed to beneficially process all of the available inlet gas feedstock from its landfill host. We expect to target a commissioning start in 2027 and began incurring capital expenditures for long lead items in the second quarter of 2025.

Previous wording

We continue to develop the opportunities with Montauk Ag Renewables and can give no assurances that our plans related to this acquisition will meet our expectations. Utility interconnection, both inbound to and outbound from our centralized Turkey, NC processing facility is dependent on factors outside of our control. Regulatory development and offtake negotiations could delay our ability to fully optimize or meet the timing expectations related to revenue producing activities. Our current construction timeline and costs are subject to delays or costs increases, respectively. We continue to design and plan for the development of the Turkey, NC facility to be used for commercial production. We expect the Magnolia, NC location to be used for various feedstock processing needs. Based on our current development timeline expectations, we expect to commence significant revenue generating activities in 2026. We intend to contract with additional farms to secure feedstock sources for future production processes.

Current wording

We continue to develop the opportunities with Montauk Ag Renewables and can give no assurances that our plans related to this acquisition will meet our expectations. Utility interconnection, both inbound to and outbound from our centralized Turkey, NC processing facility is dependent on factors outside of our control. Regulatory development and offtake negotiations could delay our ability to fully optimize or meet the timing expectations related to revenue producing activities. Our current construction timeline and costs are subject to delays or costs increases, respectively. We continue to design and plan for the development of the Turkey, NC facility to be used for commercial production. We expect the Magnolia, NC location to be used for various feedstock processing needs. Based on our current development timeline expectations, we expect to commence significant revenue generating activities in 2026. We intend to contract with additional farms to secure feedstock sources for future production processes. We expect the Montauk Ag Renewables project to generate tax attributes once placed into service consisting of a mix of investment tax, production tax, or accelerated depreciation. We are reviewing the Tax Reconciliation Act passed in July 2025 to determine what, if any, impacts there are to these expectations.

Previous wording

In October 2024, we announced a collaboration with Emvolon to transform methane emissions from waste stream biogas into high-value carbon negative fuel. Leveraging Emvolon's patented technology, the initial pilot is a small-scale demonstration of recovering and converting biogas into green methanol. The pilot project at our Atascocita facility in Houston, TX continues with Emvolon having installed their patented containerized processing technology. We do not expect short term financial benefits from this demonstration nor a disruption to our operations.

Current wording

In 2024, we announced a collaboration with Emvolon to transform methane emissions from waste stream biogas into high-value carbon negative fuel. The initial pilot project at our Atascocita facility in Houston, TX has exceeded its anticipated results. Following a successful field demonstration project, together with Emvolon, we plan to deploy a portfolio of biogas-based sites with an aggregate annual production capacity of up to 50 metric tons of green methanol by 2030. We do not expect short term financial benefits from this joint development venture nor a disruption to our operations.

Previous wording

Regulatory, environmental and social factors are key drivers that incentivize the development of RNG and Renewable Electricity projects and influence the economics of these projects. We are subject to the possibility of legislative and regulatory changes to certain incentives, such as RINs, RECs and GHG initiatives. On July 12, 2023, the EPA issued final rules in the Federal Register for the RFS volume requirements for 2023-2025. Final volumes for cellulosic biofuel were set at 838, 1,090 and 1,376 million RINs for the three years 2023, 2024 and 2025, respectively. The final rule also included significant changes to the existing RFS program, referred to as BRRR, that will require the RNG industry to modify how all RINs are generated. On January 1, 2025, all RFS participants must comply with BRRR provisions. We have registered all of our facilities under the BRRR provisions and have obtained Q-RIN status for RIN generation starting January 1, 2025. Under the BRRR provisions, the EPA finalized a limitation that biogas from one facility has a single use under the RFS as proposed (i.e., biointermediate, RNG or CNG/LNG via biogas closed distribution system). The EPA clarified that this does not preclude non-RFS uses at same facility.

Current wording

Regulatory, environmental and social factors are key drivers that incentivize the development of RNG and Renewable Electricity projects and influence the economics of these projects. We are subject to the possibility of legislative and regulatory changes to certain incentives, such as RINs, RECs and GHG initiatives. On July 12, 2023, the EPA issued final rules in the Federal Register for the RFS volume requirements for 2023-2025. Final volumes for cellulosic biofuel were set at 838, 1,090 and 1,376 RINs for the three years 2023, 2024 and 2025, respectively. The final rule also included significant changes to the existing RFS program, referred to as BRRR, that will require the RNG industry to modify how all RINs are generated. On January 1, 2025, all RFS participants must comply with BRRR provisions. We have registered all of our facilities under the BRRR provisions and have obtained Q-RIN status for RIN generation starting January 1, 2025. Under the BRRR provisions, the EPA finalized a limitation that biogas from one facility has a single use under the RFS as proposed (i.e., biointermediate, RNG or CNG/LNG via biogas closed distribution system). The EPA clarified that this does not preclude non-RFS uses at same facility.

Previous wording

In December 2023, CARB released the formal proposal for new LCFS rules. The proposed rules will increase the stringency of CI reduction targets from 20% to 30% in 2030 and create a 2045 target of 90%. This reduction would have the potential impact of reducing the number of net credits in the program. CARB approved these new rules in November 2024, however in February 2025, the California Office of Administrative Law disapproved the changes because the regulations were not written in a way that persons directly affected by them could easily understand. CARB believes this disapproval to be routine and indicated its intention to resubmit the rules, which it has until June 2025 to do. CARB submitted a third notice of proposed regulations for amendments on April 11, 2025. Any substantive changes would be subject to a public comment period. The industry may see pricing volatility including potential decreases to LCFS credit prices whereas the amendments as originally approved were expected to increase LCFS credit prices. Also in the rules is a phase out of avoided methane crediting for dairy and swine manure pathways by 2040 for CNG usage and through 2045 for RNG used to produce hydrogen. The RNG deliverability/book and claim provisions for out-of-region projects will be eliminated for all projects that break ground after 2030. These projects will be required to demonstrate physical deliverability requirements beginning in 2041. Changes to the LCFS program require annual verification of the CI score assigned to a project. Annual verification could significantly affect the profitability of a project, particularly in the case of a livestock farm project.

Current wording

In December 2023, CARB released the formal proposal for new LCFS rules. The proposed rules will increase the stringency of CI reduction targets from 20% to 30% in 2030 and 90% by 2045. This reduction would have the potential impact of reducing the number of net credits in the program. CARB approved these new rules in November 2024, however in February 2025, the California Office of Administrative Law disapproved the changes because the regulations were not written in a way that persons directly affected by them could easily understand. CARB believes this disapproval to be routine and indicated its intention to resubmit the rules, which it has until June 2025 to do. CARB submitted a third notice of proposed regulations for amendments on April 11, 2025. On July 1, 2025, CARB’s amended LCFS rules officially took effect setting the aggressive carbon intensity reduction targets listed above. The industry may see gradual increases in LCFS credit prices over the next year. The rules also phase out avoided methane crediting for dairy and swine manure pathways by 2040 for CNG usage and through 2045 for RNG used to produce hydrogen. The RNG deliverability/book and claim provisions for out-of-region projects are eliminated for all projects that break ground after 2030. These projects will be required to demonstrate physical deliverability requirements beginning in 2041. Changes to the LCFS program require annual verification of the CI score assigned to a project. Annual verification could significantly affect the profitability of a project, particularly in the case of a livestock farm project. In June 2025, California lawmakers introduced California Senate Bill SB-237, which includes a potential cap on LCFS credit prices of approximately $75/ton.

Previous wording

Renewable Natural Gas Revenues: We record revenues from the production and sale of RNG and the generation and sale of the Environmental Attributes derived from RNG, such as RINs and LCFS credits. Our RNG revenues from Environmental Attributes are recorded net of a portion of Environmental Attributes shared with off-take counterparties as consideration for such counterparties using the RNG as a transportation fuel. We had certain pathway provider sharing arrangements expiring throughout 2024 and in 2025. While we have not yet experienced a significant increase in Environmental Attributes shared with pathway providers in our renewals, our most recent pathway renewals have been at higher percentages than our historical percentages and the currently proposed pathway renewals are for percentages significantly higher than our historical arrangements. Historically, we have monetized less than 25% of our RNG volumes under these fixed-price agreements. We are considering entry into multiple short-term contracts throughout 2025, some potentially increasing our historical percentage of volumes monetized under fixed-price arrangements, to provide time for mitigation of these recent market trends.

Current wording

Renewable Natural Gas Revenues: We record revenues from the production and sale of RNG and the generation and sale of the Environmental Attributes derived from RNG, such as RINs and LCFS credits. Our RNG revenues from Environmental Attributes are recorded net of a portion of Environmental Attributes shared with off-take counterparties as consideration for such counterparties using the RNG as a transportation fuel. We had certain pathway provider sharing arrangements expiring throughout 2024 and in 2025. While we have not yet experienced a significant increase in Environmental Attributes shared with pathway providers in our renewals, our most recent pathway renewals have been at higher percentages than our historical percentages. We have entered into pathway renewals beginning in the third quarter of 2025 for certain volumes at percentages consistent with our historical percentages. Historically, we have monetized less than 25% of our RNG volumes under these fixed-price agreements. We continue to have certain contracts coming for renewal throughout 2025 which we could renew under short-term fixed price contracts to provide time for mitigation of these recent market trends.

Previous wording

Renewable Electricity Generation Revenues: We record revenues from the production and sale of Renewable Electricity and the generation and sale of the Environmental Attributes, such as RECs, derived from Renewable Electricity. All of our Renewable Electricity production is monetized under fixed-price PPAs from our existing operating projects.

Current wording

Renewable Electricity Generation Revenues: We record revenues from the production and sale of Renewable Electricity and the generation and sale of the Environmental Attributes, such as RECs, derived from Renewable

Previous wording

Related to our gas rights agreement with our landfill host at our Rumpke RNG location, in 2025, we began the process of the relocation of our existing Rumpke RNG facility. The timing of this project and requirement to relocate the facility coincides with the landfills filling practices to move into the existing area of our now current Rumpke RNG facility and is contractually obligated. We expect to begin capital expenditures for long lead time equipment in the second quarter of 2025 and expect to target a commissioning in 2028. Depending on the timing of capital expenditure and potential other production capabilities in addition to RNG production related to the full design, we estimate capital expenditures to range between $80,000 - $110,000. This project is included within our 2025 development capital expenditures.

Current wording

Related to our gas rights agreement with our landfill host at our Rumpke RNG location, in 2025, we began the process of the relocation of our existing Rumpke RNG facility. The timing of this project and requirement to relocate the facility coincides with the landfills filling practices to move into the existing area of our now current Rumpke RNG facility and is contractually obligated. We began to incur capital expenditures for long lead time equipment in the second quarter of 2025 and expect to target a commissioning in 2028. Depending on the timing of capital expenditures and potential other production capabilities based on market acceptance in addition to RNG production related to the full design, we estimate capital expenditures to range between $70,000 - $90,000. While we have incurred capital expenditures for this project, we don’t anticipate significant 2025 capital expenditures.

Previous wording

General and Administrative Expenses: General and administrative expenses primarily consist of corporate expenses and unallocated support functions for our operating facilities, including personnel costs for executive, finance, accounting, investor relations, legal, human resources, operations, engineering, environmental registration and reporting, health and safety, IT and other administrative personnel and professional fees and general corporate expenses. From time to time, we may be parties to legal proceedings arising in the normal course of business which could increase our legal expenses. We continue to expect increased general and administrative expenses associated with our ongoing development of Montauk Ag Renewables in 2025. We account for share-based compensation related to grants made through its equity and incentive compensation plan under FASB ASC 718. In April 2025, we accelerated the vesting of certain restricted share awards to non-executives which were unvested as of March 31, 2025 as a result of the termination of an employee. We recognized $1,550 of non-cash stock compensation expense within general and administration expenses which will not be recurring in April 2025. For more information, see Note 14 to our unaudited condensed consolidated financial statements related to share-based compensation.

Current wording

General and Administrative Expenses: General and administrative expenses primarily consist of corporate expenses and unallocated support functions for our operating facilities, including personnel costs for executive, finance, accounting, investor relations, legal, human resources, operations, engineering, environmental registration and reporting, health and safety, IT and other administrative personnel and professional fees and general corporate expenses. From time to time, we may be parties to legal proceedings arising in the normal course of business which could increase our legal expenses. We continue to expect increased general and administrative expenses associated with our ongoing development of Montauk Ag Renewables in 2025. We account for share-based compensation related to grants made through its equity and incentive compensation plan under FASB ASC 718. In April 2025, we accelerated the vesting of certain restricted share awards to non-executives which were unvested as of the first quarter of 2025 as a result of termination. We recognized $1,550 of one time non-cash stock compensation expense in April 2025 within general and administration expenses as a result of the termination which we do not anticipate will recur in the second half of 2025. For more information, see Note 15 to our unaudited condensed consolidated financial statements related to share-based compensation.

Previous wording

Total revenues in the first quarter of 2025 were $42,603, an increase of $3,816 (9.8%) compared to $38,787 in the first quarter of 2024. The increase is primarily related the monetization of prior period RINs of approximately 6,822 that were carried into 2025. As a result, we sold 25.3% more RINs during the first quarter of 2025 compared to the first quarter of 2024. Partially offsetting this impact was a decrease in realized RIN pricing of approximately 24.3% during the first quarter of 2025 compared to the first quarter of 2024.

Current wording

Total revenues in the second quarter of 2025 were $45,127, an increase of $1,789 (4.1%) compared to $43,338 in the second quarter of 2024. The increase is primarily related to timing of revenues recognized under a short-term fixed priced contract in the 2025 second quarter when compared to the amount of RINs available but unsold at June 30, 2024. Offsetting the increase was a decrease in realized RIN pricing of approximately 22.4% during the second quarter of 2025 compared to the second quarter of 2024 and a reduction in RINs available for sale resulting from the EPA BRRR reform.

Previous wording

Revenues from the Renewable Natural Gas segment in the first quarter of 2025 were $38,451, an increase of $4,463 (13.1%) compared to $33,988 in the first quarter of 2024. Average commodity pricing for natural gas for the first quarter of 2025 was $3.65 per MMBtu, 62.9% higher than the first quarter of 2024. During the first quarter of 2025, we self-monetized 9,885 RINs, representing a 1,996 increase (25.3%) compared to 7,889 in the first quarter of 2024. Average pricing realized on RIN sales during the first quarter of 2025 was $2.46 as compared to $3.25 in the first quarter of 2024, a decrease of 24.3%. This compares to the average D3 RIN index price for the first quarter of 2025 of $2.43 as compared to $3.12 in the first quarter of 2024, a decrease of approximately 22.1%. At March 31, 2025, we had approximately 336 MMBtu available for RIN generation, 1,482 RINs generated and unseparated, and 3,916 RINs generated and unsold. At March 31, 2024, we had approximately 384 MMBtu available for RIN generation and 3,351 RINs generated and unsold.

Current wording

Revenues from the Renewable Natural Gas segment in the second quarter of 2025 were $40,829, an increase of $1,991 (5.1%) compared to $38,838 in the second quarter of 2024. Average commodity pricing for natural gas for the second quarter of 2025 was $3.44 per MMBtu, 82.0% higher than the second quarter of 2024. During the second quarter of 2025, we self-marketed 11,050 RINs, representing a 1,050 increase (10.5%) compared to 10,000 in the second quarter of 2024. Average pricing realized on RIN sales during the second quarter of 2025 was $2.42 as compared to $3.12 in the second quarter of 2024, a decrease of 22.4%. Average D3 RIN index price for the second quarter of 2025 was $2.36 compared to $3.20 in the second quarter of 2024, a decrease of approximately 26.1%. At June 30, 2025, we had approximately 309 MMBtu available for RIN generation, 3,009 RINs generated and unseparated, and 108 RINs generated and unsold. At June 30, 2024, we had approximately 357 MMBtu available for RIN generation and 4,707 RINs generated and unsold. There were no RINS generated and unseparated at June 30, 2024.

Previous wording

We produced approximately 46 MWh in Renewable Electricity in the first quarter of 2025, a decrease of 8 MWh (14.8%) from 54 MWh in the first quarter of 2024. Our Security facility produced approximately 6 MWh less in the first quarter of 2025 compared to the first quarter of 2024 as a result us ceasing operations in connection with the first quarter of 2024 sale of the gas rights back to the landfill host.

Current wording

We produced approximately 42 MWh in Renewable Electricity in the second quarter of 2025, a decrease of 3 MWh (6.7%) from 45 MWh in the second quarter of 2024. Our Bowerman facility produced approximately 2 MWh less in the second quarter of 2025 compared to the second quarter of 2024. The decreased is primarily related to the timing of preventative engine maintenance that was completed in the second quarter of 2025.

Previous wording

Revenues from Renewable Electricity facilities in the first quarter of 2025 were $4,152, a decrease of $647 (13.5%) compared to $4,799 in the first quarter of 2024. The decrease was primarily driven by the cessation of operations at our Security facility.

Current wording

Revenues from Renewable Electricity facilities in the second quarter of 2025 were $4,298, a decrease of $202 (4.5%) compared to $4,500 in the second quarter of 2024. The decrease was primarily driven by the decrease in our Bowerman facility production volumes.

Previous wording

In the first quarter of 2025, 100.0% of Renewable Electricity Generation segment revenues were derived from the monetization of Renewable Electricity at fixed prices associated with underlying PPAs, as compared to 100.0% in the first quarter of 2024. This provides us with certainty of price resulting from our Renewable Electricity sites.

Current wording

In the second quarter of 2025, 100.0% of Renewable Electricity Generation segment revenues were derived from the monetization of Renewable Electricity at fixed prices associated with underlying PPAs, as compared to 100.0% in the second quarter of 2024. This provides us with certainty of price resulting from our Renewable Electricity sites.

Previous wording

Operating and maintenance expenses for our RNG facilities in the first quarter of 2025 were $14,090, an increase of $1,949 (16.1%) as compared to $12,141 in the first quarter of 2024. Our Apex facility operating and maintenance expenses increased approximately $663 primarily related timing of gas processing preventative maintenance schedule and plant process equipment failure repairs. Our McCarty facility operating and maintenance expenses increased approximately $308 primarily related to the timing of preventative maintenance media changes as well as wellfield operational enhancements. Our Rumpke facility operating and maintenance expenses increased approximately $221 primarily related to wellfield operational enhancements. Our Coastal facility operating and maintenance expenses increased approximately $221 primarily related to the timing of preventative maintenance media changes.

Current wording

Operating and maintenance expenses for our RNG facilities in the second quarter of 2025 were $16,955, an increase of $3,052 (22.0%) as compared to $13,903 in the second quarter of 2024. Of the increase, we do not anticipate approximately $1,780 of non-linear discrete expenses will recur in the second half of 2025 as they relate primarily to annual preventative maintenance and gas processing maintenance. Our Apex facility operating and maintenance expenses increased approximately $786 primarily related timing of gas processing preventative maintenance. Our McCarty facility operating and maintenance expenses increased approximately $772 primarily related to the timing of maintenance related to gas processing equipment. Our Rumpke facility operating and maintenance expenses increased approximately $759 primarily related to preventative maintenance media changes and wellfield operational enhancements. Our Atascocita facility operating and maintenance expenses increased approximately $546 primarily related to the timing of maintenance related to gas processing equipment.

Previous wording

Royalties, transportation, gathering and production fuel expenses for our RNG facilities for the first quarter of 2025 were $7,114, an increase of $1,117 (18.6%) compared to $5,997 in the first quarter of 2024. We recorded a decrease to our Pico facility earnout of approximately 12.5% during the first quarter of 2025. Royalties, transportation, gathering and production fuel expenses increased as a percentage of RNG revenues to 18.5% for the first quarter of 2025 from 17.6% in the first quarter of 2024.

Current wording

Royalties, transportation, gathering and production fuel expenses for our RNG facilities for the second quarter of 2025 were $8,669, an increase of $101 (1.2%) compared to $8,568 in the second quarter of 2024. We recorded an increase to our Pico facility earnout of approximately 26.3% during the second quarter of 2025. Royalties, transportation, gathering and production fuel expenses decreased as a percentage of RNG revenues to 21.2% for the second quarter of 2025 from 22.1% in the second quarter of 2024.

Previous wording

Royalties, transportation, gathering and production fuel expenses for our Renewable Electricity facilities for the first quarter of 2025 were $457, a decrease of $64 (12.3%) compared to $521 in the first quarter of 2024. Royalties, transportation, gathering and production fuel expenses increased as a percentage of Renewable Electricity revenues to 11.0% for the first quarter of 2025 from 10.9% in the first quarter of 2024.

Current wording

Royalties, transportation, gathering and production fuel expenses for our Renewable Electricity facilities for the second quarter of 2025 were $499, a decrease of $9 (1.8%) compared to $508 in the second quarter of 2024. Royalties, transportation, gathering and production fuel expenses increased as a percentage of Renewable Electricity revenues to 11.6% for the second quarter of 2025 from 11.3% in the second quarter of 2024.

Previous wording

Royalties, transportation, gathering, and production fuel expenses in the first quarter of 2025 were $7,571, an increase of $1,053 (16.2%) compared to $6,518 in the first quarter of 2024. We make royalty payments to our fuel supply site partners on the commodities we produce and the associated Environmental Attributes. These royalty payments are typically structured as a percentage of revenue subject to a cap, with fixed minimum payments when Environmental Attribute prices fall below a defined threshold. To the extent commodity and Environmental Attributes’ prices fluctuate, our royalty payments may fluctuate upon renewal or extension of a fuel supply agreement or in connection with new projects. Our fuel supply agreements are typically structured as 20-year contracts, providing long-term visibility into the margin impact of future royalty payments.

Current wording

Royalties, transportation, gathering, and production fuel expenses in the second quarter of 2025 were $9,168, an increase of $91 (1.0%) compared to $9,077 in the second quarter of 2024. We make royalty payments to our fuel supply site partners on the commodities we produce and the associated Environmental Attributes. These royalty payments are typically structured as a percentage of revenue subject to a cap, with fixed minimum payments when Environmental Attribute prices fall below a defined threshold. To the extent commodity and Environmental Attributes’ prices fluctuate, our royalty payments may fluctuate upon renewal or extension of a fuel supply agreement or in connection with new projects. Our fuel supply agreements are typically structured as 20-year contracts, providing long-term visibility into the margin impact of future royalty payments.

Previous wording

Depreciation and amortization in the first quarter of 2025 was $6,264, an increase of $830 (15.3%) compared to $5,434 in the first quarter of 2024. The increase was primarily driven by the timing of wellfield capital investments placed into service and our Pico Digestion Capacity Increase project being placed into service.

Current wording

Depreciation and amortization in the second quarter of 2025 was $7,029, an increase of $1,206 (20.7%) compared to $5,823 in the second quarter of 2024. The increase was primarily driven by the timing of wellfield and maintenance capital investments placed into service and our Second Apex RNG Facility project being placed into service.

Previous wording

The effective tax rate of 40.6% for the three months ended March 31, 2025 was higher than the rate for the three months ended March 31, 2024 of 18.2% primarily due to pre-tax loss for the three months ended March 31, 2025, and a reported pre-tax income for the three months ended March 31, 2024.

Current wording

The effective tax rate of (52)% for the three months ended June 30, 2025 was lower than the rate for the three months ended June 30, 2024 of (93.5)% primarily due to discrete events related to the vesting of restricted grants on stock compensation during the three months ended June 30, 2025 as compared to the six months ended June 30, 2025 pre-tax book loss.

Previous wording

Operating income in the first quarter of 2025 was $410, a decrease of $1,958 (82.7%) compared to $2,368 in the first quarter of 2024. RNG operating income for the first quarter of 2025 was $10,369, a decrease of 1,211 (10.5%) compared to $11,580 in the first quarter of 2024. Renewable Electricity Generation operating loss for the first quarter of 2025 was $1,021, a decrease of $1,397 (371.5%) compared to operating income of $376 for the first quarter of 2024.

Current wording

Operating loss in the second quarter of 2025 was $2,355, a decrease of $3,223 (371.3%) compared to operating income of $868 in the second quarter of 2024. RNG operating income for the second quarter of 2025 was $9,228, a decrease of $2,487 (21.2%) compared to $11,715 in the second quarter of 2024. Renewable Electricity Generation operating loss for the second quarter of 2025 was $2,348, an increase of $379 (19.2%) compared to $1,969 for the second quarter of 2024.

Previous wording

The following table summarizes our revenues, expenses and net income for the periods set forth below:

Current wording

The following table summarizes our revenues, expenses and net (loss) income for the periods set forth below:

Previous wording

We produced 1,389 MMBtu of RNG during the first quarter of 2025, a decrease of 22 MMBtu (1.6%) compared to 1,411 MMBtu produced in the first quarter of 2024. Our Rumpke facility produced 39 MMBtu more in the first quarter of 2025 compared to the first quarter of 2024 as a result of a previously disclosed plant processing equipment failure that occurred in the first quarter of 2024. Offsetting this increase was our Apex facility that produced 57 fewer MMBtu in the first quarter of 2025 compared to the first quarter of 2024 as a result of cold weather conditions impacting gas feedstock availability, wellfield extraction environmental factors, as well as plant processing equipment failures.

Current wording

We produced 2,802 MMBtu of RNG during the first six months of 2025, an increase of 8 MMBtu (0.3%) over the 2,794 MMBtu produced in the first six months of 2024. Our Rumpke facility produced 106 MMBtu more in the first six months of 2025 compared to the first six months of 2024 as a result of previously disclosed plant processing equipment failures that occurred in the first six months of 2024. Our Apex facility produced 61 MMBtu fewer in the first six months of 2025 compared to the first six months of 2024 as a result of cold weather conditions impacting gas feedstock availability, wellfield extraction environmental factors, as well as plant processing equipment failures. Offsetting the increase was the fourth quarter of 2024 sale of our Southern facility which produced 45 MMBtu in the first six months of 2024.

Previous wording

Operating and maintenance expenses for our Renewable Electricity facilities in the first quarter of 2025 were $3,351, an increase of $1,059 (46.2%) compared to $2,292 in the first quarter of 2024. The increase was primarily driven by an increase in non-capitalizable costs at our Montauk Ag Renewables projects. Our Tulsa facility operating and maintenance expenses increased approximately $332 primarily related to plant process equipment maintenance.

Current wording

Operating and maintenance expenses for our Renewable Electricity facilities in the first six months of 2025 were $8,160, an increase of $1,151 (16.4%) compared to $7,009 in the first six months of 2024. The increase was primarily driven by an increase in non-capitalizable costs at our Montauk Ag Renewables projects.

Previous wording

Other expenses in the first quarter of 2025 was $1,191, an increase of $1,086 (1034.3%) compared to $105 in the first quarter of 2024. The increase was primarily related to proceeds received from the sale of gas rights ahead of the fuel supply expiration at our Security facility in the first quarter of 2024.

Current wording

Other expenses in the first six months of 2025 was $2,446, a decrease of $1,105 (82.4%) compared to $1,341in the first six months of 2024. The decrease is primarily related to proceeds received from the sale of gas rights ahead of the fuel supply agreement expiration of our Security facility in the first six months of 2024.

Previous wording

Income tax benefit for the three months ended March 31, 2025 was calculated using an estimated effective tax rate which differs from the U.S. federal statutory rate of 21.0% primarily related to the adjustment of Production Tax Credits.

Current wording

Income tax expense for the six months ended June 30, 2025 was calculated using an estimated effective tax rate which differs from the U.S. federal statutory rate of 21.0% primarily due to the benefit from production tax credits.

Previous wording

The following table provides our EBITDA and Adjusted EBITDA for the periods presented, as well as a reconciliation to net (loss) income, which is the most directly comparable GAAP measure, for the three months ended March 31, 2025 and 2024:

Current wording

The following table provides our EBITDA and Adjusted EBITDA for the periods presented, as well as a reconciliation to net loss, which is the most directly comparable GAAP measure, for the three months ended June 30, 2025 and 2024:

Previous wording

At March 31, 2025 and March 31, 2024, our cash and cash equivalents, net of restricted cash, was $40,111 and $63,277, respectively. We intend to fund development projects using cash flows from operations and borrowings under our revolving credit facility. We believe that we will have sufficient cash flows from operations and borrowing availability under our credit facility to meet our debt service obligations and anticipated required capital expenditures (including for projects under development) for the next 12 to 24 months. However, we are subject to business and operational risks that could adversely affect our cash flows and liquidity.

Current wording

At June 30, 2025 and June 30, 2024, our cash and cash equivalents, net of restricted cash, was $29,133 and $42,285, respectively. We intend to fund development projects using cash flows from operations and borrowings under our revolving credit facility. We believe that we will have sufficient cash flows from operations and borrowing availability under our credit facility to meet our debt service obligations and anticipated required capital expenditures (including for projects under development) for the next 12 to 24 months. However, we are subject to business and operational risks that could adversely affect our cash flows and liquidity.

Previous wording

At March 31, 2025, we had debt before debt issuance costs of $53,000, compared to debt before debt issuance costs of $56,000 at December 31, 2024.

Current wording

At June 30, 2025, we had debt before debt issuance costs of $70,000, compared to debt before debt issuance costs of $56,000 at December 31, 2024.

Previous wording

As of March 31, 2025, $53,000 was outstanding under the term loan and we had no outstanding borrowings under the revolving credit facility. The term loan amortizes in quarterly installments of $3,000 through 2026, with a final payment of $32,000 in late 2026 with an interest rate of 5.54% and 6.01% at March 31, 2025 and December 31, 2024, respectively.

Current wording

As of June 30, 2025, $50,000 was outstanding under the term loan and we had $20,000 of outstanding borrowings under the revolving credit facility. The term loan amortizes in quarterly installments of $3,000 through 2026, with a final payment of $32,000 in late 2026 with an interest rate of 5.70% and 6.01% at June 30, 2025 and December 31, 2024, respectively.

Previous wording

We have historically funded our growth and capital expenditures with our working capital, cash flow from operations and debt financing. We expect our non-development 2025 capital expenditures to range between $14,000 and $17,000. Our 2025 non-development capital plans include annual preventative maintenance expenditures, annual wellfield expansion projects, and other specific facility improvements. Additionally, we estimate that our existing 2025 development capital expenditures will range between $100,000 and $150,000. The majority of our 2025 development capital expenditures are related to our ongoing development of Montauk Ag Renewables, the second Apex facility, the Bowerman RNG project, the EENA CO2 project, Tulsa RNG project and our Rumpke RNG relocation project. Our Amended Credit Agreement provides us with a $120,000 revolving credit facility, with a $75,000 accordion option, providing us with access to additional capital to implement our acquisition and development strategy. As we continue to explore strategic growth opportunities, we have not entered into nonbinding letters of intent for any opportunity, we provide no assurances that our plans related to any or all of these strategic opportunities will progress to definitive agreements. We believe that our existing cash and cash equivalents, cash generated from operations, and credit availability under our Amended Credit Agreement would allow us to pursue and close on our identified strategic growth opportunities in addition to the previously discussed non-development and development capital expenditures.

Current wording

We have historically funded our growth and capital expenditures with our working capital, cash flow from operations and debt financing. We expect our non-development 2025 capital expenditures to range between $14,000 and $17,000. Our 2025 non-development capital plans include annual preventative maintenance expenditures, annual wellfield expansion projects, and other specific facility improvements. Additionally, we estimate that our existing 2025 development capital expenditures will range between $90,000 and $120,000. The majority of our ongoing 2025 development capital expenditures are related to our ongoing development of Montauk Ag Renewables, the Bowerman RNG project, and the EENA CO2 project. To a lesser extent in 2025, the Tulsa RNG project and our Rumpke RNG relocation project will incur development capital expenditures. Our Amended Credit Agreement provides us with a $120,000 revolving credit facility, with a $75,000 accordion option, providing us with access to additional capital to implement our acquisition and development strategy. As we continue to explore strategic growth opportunities, we have not entered into nonbinding letters of intent for any opportunity, we provide no assurances that our plans related to any or all of these strategic opportunities will progress to definitive agreements. We believe that our existing cash and cash equivalents, cash generated from operations, and credit availability under our Amended Credit Agreement would allow us to pursue and close on our identified strategic growth opportunities in addition to the previously discussed non-development and development capital expenditures.

Previous wording

The following table presents information regarding our cash flows and cash equivalents for the three months ended March 31, 2025 and 2024:

Current wording

The following table presents information regarding our cash flows and cash equivalents for the six months ended June 30, 2025 and 2024:

Previous wording

For the first three months of 2025, we generated $9,140 of cash provided by operating activities compared to $14,292 in the first three months of 2024. For the first three months of 2025, income and adjustments to income from operating activities provided $8,807 compared to income and adjustments to income provided $9,357 in first three months of 2024. Working capital and other assets and liabilities provided $333 in the first three months of 2025 compared to working capital and other assets and liabilities providing $4,935 in the first three months of 2024.

Current wording

For the first six months of 2025, we generated $17,346 of cash provided by operating activities compared to $14,485 in the first six months of 2024. For the first six months of 2025, income and adjustments to income from operating activities provided $16,172 compared to income and adjustments to income provided $17,356 in first six months of 2024. Working capital and other assets and liabilities provided $1,174 in the first six months of 2025 compared to working capital and other assets and liabilities providing $2,871 in the first six months of 2024.

Previous wording

Our net cash flows used in investing activities has historically focused on project development and facility maintenance. Our capital expenditures for the first three months of 2025 were $11,632, of which $6,076, $5,855, and $1,397 were related to the Montauk Ag Renewables in North Carolina, second Apex RNG facility, and Bowerman RNG project, respectively.

Current wording

Our net cash flows used in investing activities has historically focused on project development and facility maintenance. Our capital expenditures for the first six months of 2025 were $45,298, of which $27,663, $8,409, and $7,289 were related to the Montauk Ag Renewables in North Carolina, Rumpke RNG relocation project, and our second Apex RNG facility, respectively.

Previous wording

Our net cash flows used in financing activities of $3,018 for the first three months of 2025 increased by $998 compared to cash used in financing activities in the first three months of 2024 of $2,020.

Current wording

Our net cash flows provided by financing activities of $13,614 for the first six months of 2025 increased by $18,041 compared to cash used in financing activities in the first six months of 2024 of $4,427 as a result of proceeds received from our revolving credit agreement.