Stabilis Solutions, Inc.
For the period ended Sep 30, 2026. Filed Nov 4, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 4, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-12.
0001437749-26-027112
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-04.
0001437749-26-034978
Item 2. MANAGEMENT ’ S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 86 previous paragraphs and 83 current paragraphs.
37 unchanged; 40 reworded; 3 added; 8 removed; 1 previous and 3 current paragraphs rearranged.
Tables are not compared: 15 previous and 19 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (3)
Current report
The decreases were partially offset by increases in revenues for:
Current report
Nine Months Ended September 30, 2026 Compared to Nine Months Ended September 30, 2025
Current report
At September 30, 2026, the Company has capitalized $9.7 million of costs related to the proposed new Galveston LNG liquefaction facility and related LNG marine bunkering vessel. In the event the Company determines that it is not probable that it will secure financing to advance the proposed Galveston liquefaction facility, the Company will need to asses the capitalized costs for impairment. However, such impairment, if any, would not result in any future cash requirement to the Company.
Removed paragraphs (8)
Previous report
On July 9, 2026, the Company signed a contract commencing in the third quarter of 2026 to fuel temporary power generation at a data center that is anticipated to replace a significant portion of lost volumes from prior periods. This contract represents the second contract in support of power generation at a data center.
Previous report
Termination of Leased LNG Bunkering Vessel
Previous report
The Company entered into a time charter agreement for the lease of a liquefied natural gas bunkering vessel, (the "Garibaldi"), during the first quarter of 2026 in anticipation of a customer contract which did not materialize. The Company was successful in obtaining rent deferrals and a sublease of the Garibaldi on a month-to month basis during the three and six months ended June 30, 2026. On June 11, 2026, the Company and the owners of the Garibaldi entered into a termination option granting the owners an option to terminate the time charter. On June 24, 2026, the owners exercised that option, and the time charter was terminated. In connection with the termination, the Company incurred a loss on lease cancellation of $1.3 million which is included in "Time charter expense" on the Condensed Consolidated Statement of Operations for the three and six months ended June 30, 2026. The loss on lease cancellation includes an early termination fee of $0.8 million, payable January 1, 2027 and write-off of the remaining balance of the ROU asset of $0.6 million after derecognizing the Company's ROU asset equal to the cancellation of $18.4 million of lease obligations. The Company also expensed $1.1 million of deferred rent and operating costs for the Garibaldi payable during the third quarter of 2026. At June 30, 2026, the Company no longer has any ROU asset related to the Garibaldi and the remaining payments and termination fee totaling $1.9 million are included in accounts payable on the Company's Condensed Consolidated Balance Sheet at June 30, 2026. See also Note 7 of the Notes to Condensed Consolidated Financial Statements for further information regarding the time charter termination of the Garibaldi. The Company does not expect future costs as a result of the termination.
Previous report
Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025** **
Previous report
During the the fourth quarter of 2025, two multi-year customer contracts concluded in accordance with their terms. The completed contracts were for temporary remote power in Louisiana, and the Company’s truck-to-vessel LNG marine bunkering services in Galveston, Texas. The two contracts accounted for approximately 19% and 32% of 2025 revenues, respectively. As a result, the first six months ended June 30, 2026 results were lower for the period. Beginning in the second quarter of 2026, the Company presents time charter expense as a separate line item on its Condensed Consolidated Statements of Operations. See Note 1 of the Notes to Condensed Consolidated Financial Statements. The Company has reclassified $1.5 million of time charter expense previously reported within cost of revenues for the three months ended March 31, 2026 to conform to current presentation for the six months ended June 30, 2026. The Company previously disclosed cost of revenues as 96% of revenues for the three months ended March 31, 2026. Cost of revenues for the three months ended March 31, 2026 are now 82% of revenues with this reclassification. The reclassification had no effect on total costs and expenses, operating loss, net loss, financial condition, or net cash flows from operating, investing, or financing activities for any period presented.
Previous report
These decreases were partially offset by increased revenues of $0.4 million related to higher average pricing from a favorable customer mix in the Current Year compared to the Prior Year.
Previous report
On June 24, 2026, the time charter of the Garibaldi was terminated. The Company owes a termination fee of $0.8 million payable January 1, 2027, as well as payment of $1.1 million of previously deferred rent and operating costs during the third quarter of 2026: however the termination of the lease significantly alleviates future cash requirements. See also Note 7 within the Notes to Consolidated Condensed Financial Statements for further information regarding the termination of the time charter. The Company does not expect future costs as a result of the termination.
Previous report
On July 9, 2026, the Company signed a contract commencing in the third quarter of 2026 to fuel temporary power generation at a data center that is anticipated to replace a significant portion of lost volumes from prior periods. This contract represents the second contract in support of power generation at a data center.
Reworded paragraphs (40)
Previous wording
Stabilis Solutions, Inc. and its subsidiaries provide turnkey clean energy production, storage, transportation and fueling solutions, using liquefied natural gas (“LNG”), to multiple end markets. We provide LNG solutions to customers in diverse end markets, including aerospace, agriculture, industrial, marine bunkering, mining, oil and gas, pipeline, remote power and utility markets. LNG can be used to deliver natural gas to locations where pipeline service is unavailable, has been interrupted, or needs to be supplemented. LNG can also be used to replace a variety of fuels, including distillate fuel oil, such as diesel and marine gas oil, and propane, among others, to provide environmental and economic benefits. Increasingly, LNG is being utilized as a transportation fuel in the marine industry and as a propellant in the private rocket launch sector. We believe that these fuel markets are large and provide significant opportunities for LNG usage.
Current wording
Stabilis Solutions, Inc. and its subsidiaries provide turnkey clean energy production, storage, transportation, and fueling solutions using liquefied natural gas (“LNG”). We serve customers across a diverse range of end markets, including aerospace, agriculture, industrial, marine bunkering, mining, oil and gas, pipeline, and utility, as well as remote power applications such as data centers. LNG can be used to deliver natural gas to locations where pipeline service is unavailable, has been interrupted, or needs to be supplemented. LNG can also be used to replace a variety of fuels, including distillate fuel oil, such as diesel and marine gas oil, and propane, among others, to provide environmental and economic benefits. Increasingly, LNG is being utilized as a transportation fuel in the marine industry and as a propellant in the private rocket launch sector. We believe that these fuel markets are large and provide significant opportunities for LNG usage.
Previous wording
LNG Production and Sales—Stabilis builds and operates cryogenic natural gas processing facilities, called “liquefiers,” which convert natural gas into LNG through a purification and multiple stage cooling process. We currently own and operate a liquefier that can produce up to 100,000 LNG gallons per day in George West, Texas and a liquefier that can produce up to 30,000 LNG gallons per day in Port Allen, Louisiana. The Company continues to seek expansion of its own liquefaction capacity as described in "Expanding Markets and Expansion Efforts" below. We also purchase LNG from third-party production sources which allows us to support customers in markets where we do not own liquefiers. We make the determination of LNG supply sources based on the cost of LNG, the transportation cost to deliver to customer locations, and the reliability of the supply source. Revenues earned from the production and sales of LNG are included within LNG product revenue.
Current wording
LNG Production and Sales—Stabilis builds and operates cryogenic natural gas processing facilities, called “liquefiers,” which convert natural gas into LNG through a purification and multiple stage cooling process. We currently own and operate a liquefier that can produce up to 100,000 LNG gallons per day in George West, Texas and a liquefier that can produce up to 30,000 LNG gallons per day in Port Allen, Louisiana. The Company continues to seek expansion of its own liquefaction capacity as described in "Expanding Markets and Strategic Expansion Efforts" below. We also purchase LNG from third-party production sources which allows us to support customers in markets where we do not own liquefiers. We make the determination of LNG supply sources based on the cost of LNG, the transportation cost to deliver to customer locations, and the reliability of the supply source. Revenues earned from the production and sales of LNG are included within LNG product revenue.
Previous wording
In February 2026, the Company was awarded a multi-year take-or-pay contract to supply LNG for behind-the-meter power generation for a world-leading provider of remote and temporary power generation at a data center. LNG deliveries are expected to commence during the first quarter of 2027 and continue through the first quarter of 2029. Total revenue under the initial multi-year term of the contract is estimated to be approximately $200 million. This contract represents the Company’s first contract in support of data center behind-the-meter power generation, consistent with the Company's strategic focus on growing, high-value vertical markets. The Company will receive $25.0 million in advance payments from the customer; of which, $20.0 million has been received at June 30, 2026 and an additional $5.0 million advance payment was received in the third quarter of 2026. Advance payments will offset a percentage of each future invoice over the term of the contract, until fully offset, at which time the credit will cease. The Company may utilize the advance payments for the purchase of equipment, securing LNG supply and commissioning expenses incurred by the Company specific to the customer project. The portion of the $20.0 million that has not been utilized related to the customer project has been classified as restricted cash and cash equivalents. The full amount of the advance payment has been presented as deferred revenue on the Company's Condensed Consolidated Balance Sheet at June 30, 2026. See additional discussion in Note 1 and Note 6 of the Notes to Condensed Consolidated Financial Statements.
Current wording
In February 2026, the Company was awarded a multi-year take-or-pay contract to supply LNG for behind-the-meter power generation for a world-leading provider of remote and temporary power generation at a data center. LNG deliveries are expected to commence during the first quarter of 2027 and continue through the first quarter of 2029. Total revenue under the initial multi-year term of the contract is estimated to be approximately $200 million. The Company received $25.0 million in advance payments from the customer; of which, the final advance payment of $5.0 million was received in the third quarter of 2026. Advance payments will offset a percentage of each future invoice over the term of the contract, until fully offset, at which time the credit will cease. The Company may utilize the advance payments for the purchase of equipment, securing LNG supply and commissioning expenses incurred by the Company specific to the customer project. The portion of the $25.0 million that has not been utilized related to the customer project has been classified as restricted cash and cash equivalents. The full amount of the advance payment has been presented as deferred revenue on the Company's Condensed Consolidated Balance Sheet at September 30, 2026. See additional discussion in Note 1 and Note 6 of the Notes to Condensed Consolidated Financial Statements.
Previous wording
In 2025, the Company announced development of a proposed new 350,000 gallon-per-day, waterfront LNG liquefaction facility in Galveston, Texas. The Company has entered into a ten-year LNG supply bunkering agreement, commencing in 2027, with a global marine cruise vessel operator to supply LNG for approximately 16% of the proposed project's planned capacity and to anchor development of the proposed facility. The Company continues to advance development of the facility and is engaged in discussions with multiple potential customers to secure the remaining offtake and to advance the project toward an expected Final Investment Decision ("FID") later in 2026. The total capital required for the project is estimated at $350 million to $400 million. The proposed Galveston LNG liquefaction facility is expected to be strategically located to support and expand the Company's marine bunkering services to additional marine markets. With the construction of the facility, the Company plans to commission a dedicated Jones Act-compliant LNG bunkering vessel to serve the Port of Galveston, Port of Houston and surrounding Gulf Coast markets. This vessel would transport LNG from the facility directly to customer vessels. Together, the proposed new LNG facility and new bunkering vessel are expected to create a fully integrated, last-mile LNG delivery solution for customers.
Current wording
In 2025, the Company announced development of a proposed new 350,000 gallon-per-day, waterfront LNG liquefaction facility in Galveston, Texas. The Company has entered into a ten-year LNG supply bunkering agreement with a global marine cruise vessel operator to supply LNG for approximately 16% of the proposed project's planned capacity and to anchor development of the proposed facility. The Company continues to advance development of the facility and is engaged in discussions with multiple potential customers to secure the remaining offtake and to advance the project toward an expected Final Investment Decision("FID") later in 2026 or early 2027. The total capital required for the project is estimated at $350 million to $400 million. The proposed Galveston LNG liquefaction facility is expected to be strategically located to support and expand the Company's marine bunkering services to additional marine markets. With the construction of the facility, the Company plans to commission a dedicated Jones Act-compliant LNG bunkering vessel to serve the Port of Galveston, Port of Houston and surrounding Gulf Coast markets. This vessel would transport LNG from the facility directly to customer vessels. Together, the proposed new LNG facility and new bunkering vessel are expected to create a fully integrated, last-mile LNG delivery solution for customers.
Previous wording
During the Current Quarter, revenues decreased $5.4 million, or 31%, compared to the Prior Year Quarter. The change in revenue primarily related to:
Current wording
During the Current Quarter, revenues decreased $5.5 million, or 27%, compared to the Prior Year Quarter. The change in revenue primarily related to:
Previous wording
*Cost of revenues.*Cost of revenues decreased $3.2 million, or 25%, compared to the Prior Year Quarter. As a percentage of revenue, these costs were 80% and 74% in the Current Quarter and the Prior Year Quarter, respectively. The change in cost of revenues was primarily attributable to:
Current wording
*Cost of revenues.*Cost of revenues decreased $4.2 million, or 29%, compared to the Prior Year Quarter. As a percentage of revenue, these costs were 71% and 72% in the Current Quarter and the Prior Year Quarter, respectively. The decrease in cost of revenues was primarily attributable to:
Previous wording
Change in unrealized loss on natural gas derivatives. In the Prior Year Quarter, the Company had an unrealized loss of $0.1 million on change in unrealized loss on natural gas derivatives. The Company had no unrealized gain or loss in the Current Quarter, and did not hold any natural gas derivatives during the Current Quarter.
Current wording
Change in unrealized loss on natural gas derivatives. In the Prior Year Quarter, the Company had an unrealized loss of $19 thousand on change in unrealized loss on natural gas derivatives. The Company had no unrealized gain or loss in the Current Quarter, and did not hold any natural gas derivatives during the Current Quarter.
Previous wording
Selling, general and administrative expenses. Selling, general and administrative expenses decreased $0.6 million in the Current Quarter compared to the Prior Year Quarter. The decrease is primarily related to lower professional fees and compensation expense.
Current wording
Selling, general and administrative expenses. Selling, general and administrative expenses decreased $0.3 million in the Current Quarter compared to the Prior Year Quarter. The decrease is primarily related to lower compensation expense, partially offset by higher professional fees.
Previous wording
Depreciation. Depreciation expense decreased $0.1 million during the Current Quarter as compared to the Prior Year Quarter primarily due to assets reaching the end of their depreciable lives partially offset by recent acquisitions of fixed assets.
Current wording
Depreciation and amortization. Depreciation and amortization decreased $0.1 million during the Current Quarter as compared to the Prior Year Quarter primarily due to assets reaching the end of their depreciable lives partially offset by recent acquisitions of fixed assets.
Previous wording
*Net equity income from foreign joint venture operations.*Equity income from the Company's foreign joint venture increased by $0.2 million in the Current Quarter compared to the Prior Year Quarter due to increased net profits by the joint venture.
Current wording
*Net equity income from foreign joint venture operations.*Equity income from the Company's foreign joint venture decreased by $0.2 million in the Current Quarter compared to the Prior Year Quarter due to decreased net profits by the joint venture.
Previous wording
Interest income. Interest income, net was $0.1 million in the Current Quarter compared to $24 thousand in the Prior Year Quarter. In both periods, interest income, net related to interest earned on the Company's cash balances.
Current wording
Interest income, net. Interest income, net was $49 thousand in the Current Quarter compared to $0.1 million in the Prior Year Quarter. In both periods, interest income, net related to interest earned on the Company's cash balances.
Previous wording
Other income (expense). Other expense was $37 thousand during the Current Quarter compared to $24 thousand in the Prior Year Quarter related to, in both periods, transactional foreign exchange gains (losses).
Current wording
Other expense, net. Other expense, net was$25 thousand during the Current Quarter compared to$35 thousand in the Prior Year Quarter related to, in both periods, transactional foreign exchange gains (losses).
Previous wording
Income tax expense. The Company incurred state and foreign income tax expense of $0.1 million during the Current Quarter compared to $0.2 million during the Prior Year Quarter. Income tax expense for the Current Quarter and Prior Year Quarter primarily related to foreign taxes incurred on dividends received from the Company's joint venture. No U.S. federal income taxes were recorded for the Current Quarter or Prior Year Quarter as any net U.S. deferred tax assets generated from operating losses or used from operating income were offset by a change in the Company's valuation allowance on net deferred tax assets.
Current wording
Income tax expense (benefit). The Company incurred state and foreign income tax benefit of $2 thousand during the Current Quarter compared to income tax expense of $1 thousand during the Prior Year Quarter. Income tax benefit for the Current Quarter and income tax expense for the Prior Year Quarter primarily related to state income taxes. No U.S. federal income taxes were recorded for the Current Quarter or Prior Year Quarter as any net U.S. deferred tax assets generated from operating losses or used from operating income were offset by a change in the Company's valuation allowance on net deferred tax assets.
Previous wording
During the fourth quarter of 2025, two multi-year customer contracts concluded in accordance with their terms. The completed contracts were for temporary remote power in Louisiana, and the Company’s truck-to-vessel LNG marine bunkering services in Galveston, Texas. The two contracts accounted for approximately 19% and 32% of 2025 revenues, respectively. As a result, the second quarter of 2026 results were lower for the period. The comparative tables below reflect our consolidated operating results for the three months ended June 30, 2026 (the “Current Quarter”) as compared to the three months ended June 30, 2025 (the “Prior Year Quarter”) (unaudited, amounts in thousands, except for percentages).
Current wording
During the the fourth quarter of 2025, two multi-year customer contracts concluded in accordance with their terms. The completed contracts were for temporary remote power in Louisiana, and the Company’s truck-to-vessel LNG marine bunkering services in Galveston, Texas. The two contracts accounted for approximately 19% and 32% of 2025 annual revenues, respectively. As a result, the first nine months ended September 30, 2026 results were lower for the period.
Previous wording
The comparative tables below reflect our consolidated operating results for the six months ended June 30, 2026 (the “Current Year”) as compared to the six months ended June 30, 2025 (the “Prior Year”) (unaudited, amounts in thousands, except for percentages).
Current wording
The comparative tables below reflect our consolidated operating results for the nine months ended September 30, 2026 (the “Current Year”) as compared to the nine months ended September 30, 2025 (the “Prior Year”) (unaudited, amounts in thousands, except for percentages).
Previous wording
During the Current Year, revenues decreased $12.4 million, or 36%, compared to the Prior Year. The change in revenue primarily related to:
Current wording
During the Current Year, revenues decreased $17.8 million, or 32%, compared to the Prior Year. The change in revenue primarily related to:
Previous wording
These decreases were partially offset by increased revenues of $0.1 million related to higher average pricing from a favorable customer mix in the Current Quarter compared to the Prior Year Quarter.
Current wording
These decreases were partially offset by increased revenues of $1.4 million related to:
Previous wording
*Cost of revenues.*Cost of revenues decreased $7.4 million, or 29% compared to the Prior Year. As a percentage of revenue, these costs were 81% and 74% in the Current Year and the Prior Year, respectively. The change in cost of revenues was primarily attributable to:
Current wording
*Cost of revenues.*Cost of revenues decreased $11.6 million, or 29% compared to the Prior Year. As a percentage of revenue, these costs were 77% and 73% in the Current Year and the Prior Year, respectively. The change in cost of revenues was primarily attributable to:
Previous wording
The decrease was partially offset by increased cost of revenues of $0.7 million related to an increase in net transportation and liquefaction costs in the Current Year compared to the Prior Year.
Current wording
The decrease was partially offset by increased cost of revenues of $0.8 million primarily related to an increase in liquefaction costs in the Current Year compared to the Prior Year.
Previous wording
Change in unrealized gain on natural gas derivatives. In the Prior Year, the Company had an unrealized gain of $24 thousand on change in unrealized gain on natural gas derivatives. The Company had no unrealized gain or loss in the Current Year, and did not hold any natural gas derivatives during the Current Year.
Current wording
Change in unrealized gain on natural gas derivatives. In the Prior Year, the Company had an unrealized gain of $5 thousand on change in unrealized gain on natural gas derivatives. The Company had no unrealized gain or loss in the Current Year, and did not hold any natural gas derivatives during the Current Year.
Previous wording
Selling, general and administrative expenses. Selling, general and administrative expenses decreased $2.8 million in the Current Year compared to the Prior Year. Mr. Ballard's severance related expenses were $2.1 million in the Prior Year in addition to higher compensation expense incurred in the Prior Year related to incentive compensations and bonus.
Current wording
Selling, general and administrative expenses. Selling, general and administrative expenses decreased $3.0 million in the Current Year compared to the Prior Year. Mr. Ballard's severance related expenses were $2.1 million in the Prior Year in addition to higher compensation expense incurred in the Prior Year.
Previous wording
Depreciation. Depreciation expense decreased $0.2 million during the Current Year as compared to the Prior Year primarily due to assets reaching the end of their depreciable lives partially offset by recent acquisitions of fixed assets.
Current wording
Depreciation and amortization. Depreciation and amortization decreased $0.3 million during the Current Year as compared to the Prior Year primarily due to assets reaching the end of their depreciable lives partially offset by recent acquisitions of fixed assets.
Previous wording
*Gain on disposal of assets.*The Company recognized a gain on disposal of assets of $0.1 million in the Prior Year related to the sale of certain assets in which proceeds of $0.1 million were received. The Company did not have a gain or loss in the Current Year.
Current wording
*Loss on disposal of assets.*The Company recognized a loss on disposal of assets of $1 thousand and $0.1 million in the Current Year and Prior Year, respectively. The loss in the Prior Year related to a damaged trailer, partially offset by the sale of an asset in which proceeds of $0.2 million were received.
Previous wording
*Impairment.*The Company recognized impairment charges of $0.1 million in the Current Year which related to capitalized costs from a cancelled contract. The Company did not incur any impairment charges in the Prior Year.
Current wording
*Impairment.*The Company recognized impairment charges of$0.1 million in the Current Year which related to capitalized costs from a cancelled contract. The Company did not incur any impairment charges in the Prior Year.
Previous wording
*Net equity income from foreign joint venture operations.*Equity income from the Company's foreign joint venture was $0.4 million in both the Current Year and the Prior Year due from net profits of the joint venture.
Current wording
*Net equity income from foreign joint venture operations.*Equity income from the Company's foreign joint venture decreased by $0.2 million in the Current Year due to decreased net profits of the joint venture.
Previous wording
Interest income. Interest income, net was $0.1 million in the Current Year compared to $45 thousand in the Prior Year. In both periods, interest income, net related to interest earned on the Company's cash balances.
Current wording
Interest income. Interest income, net was $0.2 million in the Current Year compared to $0.1 million in the Prior Year. In both periods, interest income, net related to interest earned on the Company's cash balances.
Previous wording
Other income (expense). Other expense was $0.1 million during the Current Year compared to $36 thousand in the Prior Year primarily related to, in both periods, transactional foreign exchange gains (losses).
Current wording
Other income (expense). Other expense was $0.1 million during both the Current Year and the Prior Year primarily related to transactional foreign exchange gains (losses).
Previous wording
The Company's principal sources of liquidity in the Current Quarter consisted of cash provided by our operations, dividends received from its joint venture, borrowings under its AmeriState loan, cash on hand, and customer advance payments. The Company used its liquidity to invest in fixed assets to support growth, as well as to pay interest and principal amounts outstanding under our debt agreements.
Current wording
The Company's principal sources of liquidity in the Current Quarter consisted of cash provided by operations, including customer advance payments and cash on hand. The Company's principal source of liquidity through the first nine months ended September 30, 2026, also included dividends received from its joint venture and borrowings under its AmeriState loan. The Company used its liquidity to invest in fixed assets to support growth, as well as to pay interest and principal amounts outstanding under our debt agreements.
Previous wording
As of June 30, 2026, we had $4.5 million in unrestricted cash and cash equivalents on hand and $14.3 million in restricted cash, $8.2 million in outstanding debt (net of debt issuance costs) and operating lease obligations (of which $1.6 million is due in the next twelve months). The Company has availability under its debt agreements of $5.0 million. Additionally, the Company has successfully exited from its time charter of the Garibaldi significantly alleviating future cash requirements associated with the time charter.
Current wording
As of September 30, 2026, we had $1.5 million in unrestricted cash and cash equivalents on hand and $16.8 million in restricted cash, $8.9 million in outstanding debt (net of debt issuance costs) and operating lease obligations (of which $2.7 million is due in the next twelve months). The Company has availability under its debt agreements of $5.0 million.
Previous wording
The Company is subject to substantial business risks and uncertainties inherent in the LNG industry and there is no assurance that the Company will be able to generate sufficient cash flows in the future to sustain itself or to support future growth. Management believes the business will generate sufficient cash flows from its operations along with availability under the Company's debt agreements to fund its ongoing business for the next twelve months. While we believe we have sufficient liquidity and capital resources to fund our ongoing operations and repay our debt, we will require additional capital to fund business expansion. Our current expansion efforts include the construction of the proposed Galveston LNG liquefaction facility and commencement of operations to service our multi-year data center power generation contract beginning in 2027 which will require engineering expenditures, additional equipment, rolling stock, commissioning and near-term working capital as the Company commissions operations.
Current wording
The Company is subject to substantial business risks and uncertainties inherent in the LNG industry and there is no assurance that the Company will be able to generate sufficient cash flows in the future to sustain itself or to support future growth. Management believes the business will generate sufficient cash flows from its operations along with availability under the Company's debt agreements to fund its ongoing business for the next twelve months. While we believe we have sufficient liquidity and capital resources to fund our ongoing operations and repay our debt over the next twelve months, we will require additional capital to fund business expansion. Our current expansion efforts include the construction of the proposed Galveston LNG liquefaction facility and commencement of operations to service our multi-year data center power generation contract beginning in 2027 which will require engineering expenditures, additional equipment, rolling stock, commissioning and near-term working capital as the Company commissions operations.
Previous wording
As of June 30, 2026, the Company was in compliance with all financial covenants under its debt agreements. The Company’s efforts to expand its business include anticipated significant capital expenditures and a successful financing transaction associated with the proposed Galveston LNG liquefaction facility, all of which are yet to occur. The Company believes it is probable that it will continue to maintain compliance with its covenants, however, in the event the Company is unable to maintain minimum profitability in accordance with its forecast and historical trends, it is reasonably possible that the Company could fail to maintain compliance with its consolidated debt service ratio which, if not cured or waived, would give AmeriState Bank the right to accelerate repayment of outstanding borrowings under the AmeriState Secured Term Loan Facility, which totaled $7.6 million as of June 30, 2026. Such acceleration could adversely affect our liquidity, our ability to continue expansion efforts and continue normal operations.
Current wording
As of September 30, 2026, the Company was in compliance with all financial covenants under its debt agreements. The Company’s efforts to expand its business include anticipated significant capital expenditures and a successful financing transaction associated with the proposed Galveston LNG liquefaction facility, all of which are yet to occur.
Previous wording
Net cash provided by operating activities totaled $19.5 million for the six months ended June 30, 2026 compared to $5.5 million for the same period in 2025. The increase in net cash provided by operating activities of $13.9 million as compared to the Prior Year was attributable to $20.0 million of advance payments received on the multi-year data center power generation contract to begin in the first quarter of 2027. The advance payments represent deferred revenue and is classified in restricted cash. These amounts were partially offset by the higher net loss incurred for the six months ended June 30, 2026 compared to the same period in 2025.
Current wording
Net cash provided by operating activities totaled $23.4 million for the nine months ended September 30, 2026 compared to $7.9 million for the same period in 2025. The increase in net cash provided by operating activities of $15.4 million as compared to the Prior Year was primarily attributable to $25.0 million of advance payments received on the multi-year data center power generation contract to begin in the first quarter of 2027. The advance payments represent deferred revenue and is classified in restricted cash. These amounts were partially offset by the higher net loss incurred for the nine months ended September 30, 2026 compared to the same period in 2025.
Previous wording
Net cash used in investing activities totaled $7.6 million for the six months ended June 30, 2026 compared to $0.9 million for the six months ended June 30, 2025. The increase in net cash used in investing activities in the Current Year of $6.7 million was primarily due to cash paid for capital expenditures to support growth including the multi-year data center power generation contract to begin in the first quarter of 2027.
Current wording
Net cash used in investing activities totaled $11.5 million for the nine months ended September 30, 2026 compared to $4.8 million for the nine months ended September 30, 2025. The increase in net cash used in investing activities in the Current Year of $6.7 million was primarily due to cash paid for capital expenditures to support growth including the multi-year data center power generation contract to begin in the first quarter of 2027.
Previous wording
Net cash used in financing activities totaled $0.5 million for the six months ended June 30, 2026, compared to $1.4 million for the six months ended June 30, 2025. The decrease in cash used in financing activities in the Current Year compared to the Prior Year is due to proceeds received under the AmeriState Loan of $1.0 million partially offset by increased loan payments in the Current Year under the AmeriState Loan.
Current wording
Net cash used in financing activities totaled $0.9 million for the nine months ended September 30, 2026, compared to $1.8 million for the nine months ended September 30, 2025. The decrease in cash used in financing activities in the Current Year compared to the Prior Year is due to proceeds received under the AmeriState Loan of $1.0 million partially offset by increased loan payments in the Current Year under the AmeriState Loan.
Previous wording
We require cash to fund our operating expenses and working capital requirements, including costs associated with gas purchases, capital expenditures, debt repayments, equipment purchases, maintenance of LNG production facilities, mergers and acquisitions (if any), pursuing market expansion, supporting sales and marketing activities and other general corporate purposes. During the six months ended, the Company incurred a net loss of $8.7 million as a result of vessel charter costs and loss of customer volume as compared to prior periods. However, the Company anticipates its future profitability and operating cash flow to improve due to the following:
Current wording
We require cash to fund our operating expenses and working capital requirements, including costs associated with gas purchases, capital expenditures, debt repayments, equipment purchases, maintenance of LNG production facilities, mergers and acquisitions (if any), pursuing market expansion, supporting sales and marketing activities and other general corporate purposes. During the nine months ended September 30, 2026, the Company incurred a net loss of $8.5 million as a result of the conclusion of two customer contracts, and vessel charter costs, related to non-recurring time charter expenses of a canceled lease. However, the Company recognized net income of $0.2 million for the three months ended September 30, 2026 and anticipates its future profitability and operating cash flow to improve based on the multi-year take-or-pay contract, among other planned business, as discussed above in “Expanding Markets and Strategic Expansion Efforts”.
Previous wording
Capital expenditures for the six months ended June 30, 2026 were $7.6 million and primarily related to preliminary work and ordering of long lead time items, related to the Company's proposed new Galveston LNG liquefaction facility and Jones Act-compliant marine bunkering vessel, and its multi-year data center power generation contract. Capital expenditures also related to refurbishments and upgrades to existing assets and rolling stock. Other future capital expenditures will be dependent upon business needs, as well as the availability of additional capital at favorable terms which is difficult to predict. At June 30, 2026, the Company had open purchase orders and commitments related to capital expenditures of approximately $7.0 million and the Company continues to advance the proposed new Galveston LNG liquefaction facility and Jones Act-compliant marine bunkering vessel, and scale for its multi-year data center power generation contract. See additional discussion regarding the Company's potential expansion efforts below.
Current wording
Capital expenditures for the nine months ended September 30, 2026 were $11.5 million and primarily related to preliminary work and ordering of long lead time items, related to the Company's proposed new Galveston LNG liquefaction facility and Jones Act-compliant marine bunkering vessel, and its multi-year data center power generation contract. Capital expenditures also related to refurbishments and upgrades to existing assets and rolling stock. Other future capital expenditures will be dependent upon business needs, as well as the availability of additional capital at favorable terms which is difficult to predict. At September 30, 2026, the Company had open purchase orders and commitments related to capital expenditures of approximately $6.7 million and the Company continues to advance the proposed new Galveston LNG liquefaction facility and Jones Act-compliant marine bunkering vessel, and scale for its multi-year data center power generation contract. See additional discussion regarding the Company's potential expansion efforts below.
Previous wording
In February 2026, the Company was awarded a multi-year contract to supply LNG for power generation at a data center. LNG deliveries are expected to commence during the first quarter of 2027 and continue through the first quarter of 2029. The supply agreement will require investment of approximately $25.0 million in capital additions and working capital needed to secure LNG supply and fund the commissioning of the project. The Company received advance payments totaling $20.0 million during the six months ended June 30, 2026, and received an additional $5.0 million during the third quarter of 2026.
Current wording
In February 2026, the Company was awarded a multi-year contract to supply LNG for power generation at a data center. LNG deliveries are expected to commence during the first quarter of 2027 and continue through the first quarter of 2029. The supply agreement will require investment of up to $25.0 million in capital additions and working capital needed to secure LNG supply and fund the commissioning of the project. The Company received advance payments totaling $25.0 million during the nine months ended September 30, 2026.
Previous wording
The Company continues to advance its proposed Galveston liquefaction facility along with a Jones Act-compliant LNG bunkering vessel toward an expected FID later in 2026. The Company has secured customer commitments for approximately 16% of the project’s proposed 350,000 gallons-per-day capacity and remains engaged in discussions with multiple potential customers to secure the remaining offtake. Total investment in the Company’s proposed Galveston liquefaction facility is estimated at $350 million to $400 million. The financing and structure of the proposed Galveston liquefaction facility is anticipated to be in the form of a separate entity with a combination of third-party equity and debt that would be nonrecourse to the Company. The Company does not intend to commit to the use of significant additional funds related to the proposed Galveston LNG liquefaction facility without first securing the financing. There is no guarantee that additional financing will be available or available at terms that would be beneficial to the Company.
Current wording
The Company continues to advance its proposed Galveston liquefaction facility along with a Jones Act-compliant LNG bunkering vessel toward an expected FID later in 2026 or early 2027. The Company has secured customer commitments for approximately 16% of the project’s proposed 350,000 gallons-per-day capacity and remains engaged in discussions with multiple potential customers to secure the remaining offtake. Total investment in the Company’s proposed Galveston liquefaction facility is estimated at $350 million to $400 million. The financing and structure of the proposed Galveston liquefaction facility is anticipated to be in the form of a separate entity with a combination of third-party equity and debt that would be nonrecourse to the Company. The Company does not intend to commit to the use of significant additional funds related to the proposed Galveston LNG liquefaction facility without first securing the financing. There is no guarantee that additional financing will be available or available at terms that would be beneficial to the Company.
Previous wording
The Company filed a registration statement on Form S-3 (the "Shelf Registration"), which was declared effective on March 26, 2026. The Shelf Registration is for a period of three years, expiring on March 25, 2029, and permits the Company to issue up to $100.0 million (subject the limitations described below) in either common stock, preferred stock, warrants or a combination of the above. On April 17, the Company filed a prospectus supplement to the Shelf Registration pursuant to which the Company may offer and sell shares of common stock directly to the public “at the market” (the "ATM") as permitted in Rule 415 under the Securities Act pursuant to an Equity Distribution Agreement entered into between the Company and Johnson Rice & Company L.L.C., as sales agent. The Company is subject to General Instruction I.B.6. of Form S-3 that limits the amount of securities that the Company may sell under the Shelf Registration to no more than one-third of the Company’s public float (currently $10.2 million) in any twelve-month period. The Company has made no issuances under the Shelf Registration and related ATM at June 30, 2026.
Current wording
The Company filed a registration statement on Form S-3 (the "Shelf Registration"), which was declared effective on March 26, 2026. The Shelf Registration is for a period of three years, expiring on March 25, 2029, and permits the Company to issue up to $100 million (subject the limitations described below) in either common stock, preferred stock, warrants or a combination of the above. On April 17, the Company filed a prospectus supplement to the Shelf Registration pursuant to which the Company may offer and sell shares of common stock directly to the public “at the market” (the "ATM") as permitted in Rule 415 under the Securities Act pursuant to an Equity Distribution Agreement entered into between the Company and Johnson Rice & Company L.L.C., as sales agent. The Company is subject to General Instruction I.B.6. of Form S-3 that limits the amount of securities that the Company may sell under the Shelf Registration to no more than one-third of the Company’s public float (currently $10.2 million) in any twelve-month period. The Company has made no issuances under the Shelf Registration and related ATM at September 30, 2026.
Previous wording
The discussion and analysis of our financial condition and results of operations are based on our Condensed Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities known to exist at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. We evaluate our estimates on an ongoing basis, based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. There can be no assurance that actual results will not differ from those estimates. There have been no significant changes in the Company's “Critical Accounting Policies and Estimates” during the three and six months ended June 30, 2026 from those disclosed within the Company's Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on March 5, 2026.
Current wording
The discussion and analysis of our financial condition and results of operations are based on our Condensed Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities known to exist at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. We evaluate our estimates on an ongoing basis, based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. There can be no assurance that actual results will not differ from those estimates. There have been no significant changes in the Company's “Critical Accounting Policies and Estimates” during the three and nine months ended September 30, 2026 from those disclosed within the Company's Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on March 5, 2026.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
During the fourth quarter of 2025, two multi-year customer contracts concluded in accordance with their terms. The completed contracts were for temporary remote power in Louisiana, and the Company’s truck-to-vessel LNG marine bunkering services in Galveston, Texas. The two contracts accounted for approximately 19% and 32% of 2025 annual revenues, respectively. As a result, the third quarter of 2026 results were lower for the period.
Current report — wording carried from elsewhere
The comparative tables below reflect our consolidated operating results for the three months ended September 30, 2026 (the “Current Quarter”) as compared to the three months ended September 30, 2025 (the “Prior Year Quarter”) (unaudited, amounts in thousands, except for percentages).
Current report — wording carried from elsewhere
The decrease was partially offset by increases in cost of revenues for:
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
*Time charter expense.*The Company recognized time charter expense and cancellation charges of $2.9 million in the Current Quarter related to the time charter of the Garibaldi which was terminated on June 24, 2026. See also Note 7 of the Notes to Condensed Consolidated Financial Statements.