Smart Sand, Inc.
For the period ended Sep 30, 2025. Filed Nov 12, 2025.
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, 2025 · Filed Nov 12, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-12.
0001529628-25-000123
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001529628-25-000129
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 108 previous paragraphs and 110 current paragraphs.
71 unchanged; 32 reworded; 7 added; 4 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 5 previous and 5 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 (7)
Current report
2025 also included $4.4 million related to contractual charges for tons sold in excess of certain contractual thresholds in a prior period which was not recognizable under ASC 606 until the current period.
Current report
Selling, general and administrative expenses decreased to $9.1 million for the three months ended September 30, 2025 compared to $9.7 million for the three months ended September 30, 2024. The decrease in selling, general and administrative expenses was primarily due to $1.3 million in banking and legal fees associated with refinancing our ABL facility in September 2024 partially offset by higher royalty expense due to increased sales volumes for the three months ended September 30, 2025.
Current report
Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024
Current report
$4.4 million related to contractual charges for tons sold in excess of certain contractual thresholds in a prior period which was not recognizable under ASC 606 until the current period.
Current report
Cost of goods sold was $217.4 million and $188.6 million for the nine months ended September 30, 2025 and September 30, 2024, respectively. The increase was primarily due to higher volumes sold in the current period and the related increase in production costs, and freight and transloading costs.
Current report
Net Income (Loss)
Current report
Free cash flow was $14.8 million for the three months ended September 30, 2025 compared to $3.7 million for the three months ended September 30, 2024. Free cash flow was $12.1 million for the nine months ended September 30, 2025 compared to $11.7 million for the nine months ended September 30, 2024. The increase in free cash flow for the three and nine months ended September 30, 2025 was primarily due to positive cash flows from operating activities due to higher net income and higher conversion of working capital to cash.
Removed paragraphs (4)
Previous report
Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
Previous report
Cost of goods sold was $139.6 million and $132.0 million for the six months ended June 30, 2025 and June 30, 2024, respectively. Cost of goods sold increased despite our lower total sales volumes. Both logistics and production costs increased due to a shift in delivery location, lost efficiencies due to lower production volumes and higher mining costs.
Previous report
Net Loss
Previous report
Free cash flow was $(7.8) million for the three months ended June 30, 2025 compared to $13.5 million for the three months ended June 30, 2024. Free cash flow was $(2.6) million for the six months ended June 30, 2025 compared to $8.0 million for the six months ended June 30, 2024. The negative free cash flow for the three and six months ended June 30, 2025 was primarily due to the timing of when our accounts receivables convert to cash and higher capital expenditures. Our accounts receivables convert to cash slower than our payables related to sand shipments, which results in lower free cash flows in the months immediately following increasing sales activity.
Reworded paragraphs (32)
Previous wording
We incorporated in Delaware in July 2011 and began operations at our Oakdale, Wisconsin facility with 1.1 million tons of annual processing capacity in July 2012. After several expansions, our current annual processing capacity at our Oakdale facility, which has access to both the Canadian Pacific and Union Pacific rail networks, is approximately 5.5 million tons. In 2020, we acquired our Ottawa, Illinois mine and processing facility, which has an annual processing capacity of approximately 1.6 million tons and access to the Burlington Northern Santa Fe rail network. In March 2022, we acquired our Blair, Wisconsin mine and processing facility, which has approximately 2.9 million tons of total annual processing capacity and contains an onsite, unit train capable rail terminal with access to the Class I Canadian National rail network. We commenced operations at the Blair facility in May 2023. Our total annual processing capacity of our operating facilities is approximately 10.0 million tons.
Current wording
We incorporated in Delaware in July 2011 and began operations at our Oakdale, Wisconsin facility with 1.1 million tons of annual processing capacity in July 2012. After several expansions, our current annual processing capacity at our Oakdale facility, which has access to both the Canadian Pacific and Union Pacific rail networks, is approximately 5.5 million tons. In 2020, we acquired our Ottawa, Illinois mine and processing facility, which has an annual processing capacity of approximately 1.6 million tons and access to the Burlington Northern Santa Fe rail network. In March 2022, we acquired our Blair, Wisconsin mine and processing facility, which has approximately 2.9 million tons of total annual processing capacity and contains an onsite, unit train capable rail terminal with access to the Class I Canadian National Railway. We commenced operations at the Blair facility in May 2023. In total, we have annual processing capacity of approximately 10.0 million tons across all of our operating facilities.
Previous wording
We directly control five in-basin transloading facilities and have access to third party transloading terminals in all operating basins. We operate a unit train capable transloading terminal in Van Hook, North Dakota to service the Bakken Formation in the Williston Basin. We also serve the Appalachian Basin through three company-controlled terminals. In January 2022, we began operations at a unit train capable transloading terminal in Waynesburg, Pennsylvania, which we expanded in 2023. In December 2023, we acquired the right to operate a terminal in Minerva, Ohio and in January 2024, we acquired the right to operate a terminal in Dennison, Ohio. These two Ohio terminals became operational in 2024. We are currently expanding our terminal in Dennison, OH and expect this expansion to be completed in the third quarter of 2025. We also have the right to use a rail terminal located in El Reno, Oklahoma. Additionally, we have longstanding relationships with third party terminal operators that provide us with access to substantially all oil and natural gas exploration production basins of North America.
Current wording
We directly control five in-basin transloading facilities and have access to third party transloading terminals in all operating basins. We operate a unit train capable transloading terminal in Van Hook, North Dakota to service the Bakken Formation in the Williston Basin. We also serve the Appalachian Basin through three company-controlled terminals. In January 2022, we began operations at a unit train capable transloading terminal in Waynesburg, Pennsylvania, which we expanded in 2023. In December 2023, we acquired the right to operate a terminal in Minerva, Ohio and in January 2024, we acquired the right to operate a terminal in Dennison, Ohio. These two Ohio terminals became operational in 2024. In September 2025, we completed the expansion of our terminal in Dennison, OH. We also have the right to use a rail terminal located in El Reno, Oklahoma. Additionally, we have longstanding relationships with third party terminal operators that provide us with access to substantially all oil and natural gas exploration production basins of North America.
Previous wording
We experienced an increase in the volume of sand sold in 2024, which was followed by a slowdown in the first quarter of 2025. While the volume of sand sold was lower in the first quarter, we have seen an increase in the volume of sand sold in the second quarter of 2025 as customers increased their activity. There have also been modest pricing fluctuations over the periods presented, but we believe the fluctuation is consistent with other commodities in the oilfield services sector. We believe the demand for frac sand will continue to moderately increase, driven by increased lateral well lengths and increased volume of sand per linear foot of lateral well. Additionally, demand may increase over the next five years, due to potential increased export capacity of LNG and increased power demand for data centers.
Current wording
We experienced an increase in the volume of sand sold in 2024, which was followed by a slowdown in the first quarter of 2025. We have experienced an increase in the volume of sand sold in the second and third quarters of 2025 as customers increased their activity. There have also been modest pricing fluctuations over the periods presented, but we believe the fluctuation is consistent with other commodities in the oilfield services sector. We believe the demand for frac sand will continue to moderately increase, driven by increased lateral well lengths and increased volume of sand per linear foot of lateral well. Additionally, demand may increase over the next five years, due to potential increased export capacity of LNG and increased power demand for data centers leading to increased drilling and completions of natural gas wells to support this growing demand.
Previous wording
Since taking office on January 20, 2025, President Trump has issued a series of executive orders and memoranda signaling a shift in environmental and energy policy in the United States, including the revocation of approximately 80 Biden-era executive orders related to public health, the environment, climate change and climate-related financial risks. President Trump also declared a national energy emergency, directing agencies to expedite conventional energy projects, and several agencies have undertaken actions of a deregulatory nature in accordance with the executive orders, memoranda and emergency declaration. Though our products are not currently subject to tariffs, during the first half of 2025, there have been fluctuating tariffs that may directly or indirectly affect our results of operations. We continue to actively monitor current events, but we are unable to estimate the magnitude of their effect on our future financial position, results of operations or cash flows, or give any assurances that these events will not have a material adverse effect on our financial position, results of operations, or cash flows.
Current wording
Since taking office on January 20, 2025, President Trump has issued a series of executive orders and memoranda signaling a shift in environmental and energy policy in the United States, including the revocation of approximately 80 Biden-era executive orders related to public health, the environment, climate change and climate-related financial risks. President Trump also declared a national energy emergency, directing agencies to expedite conventional energy projects, and several agencies have undertaken actions of a deregulatory nature in accordance with the executive orders, memoranda and emergency declaration. Though our products are not currently subject to tariffs, throughout 2025, there have been fluctuating tariffs that may directly or indirectly affect our results of operations. We continue to actively monitor current events, but we are unable to estimate the magnitude of their effect on our future financial position, results of operations or cash flows, or give any assurances that these events will not have a material adverse effect on our financial position, results of operations, or cash flows.
Previous wording
Revenues were $85.8 million and tons sold were approximately 1,424,000 for the three months ended June 30, 2025. Revenues for the three months ended June 30, 2024 were $73.8 million, during which time we sold approximately 1,274,000 tons of sand. The key factors contributing to the revenues for the three months ended June 30, 2025 being higher, as compared to the three months ended June 30, 2024, were as follows:
Current wording
Revenues were $92.8 million and tons sold were approximately 1,472,000 for the three months ended September 30, 2025. Revenues for the three months ended September 30, 2024 were $63.2 million, during which time we sold approximately 1,189,000 tons of sand. The key factors contributing to the increase in revenues for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, were as follows:
Previous wording
•Sand revenue was 19% higher at $84.6 million for the three months ended June 30, 2025 versus $71.0 million for the three months ended June 30, 2024. The higher sand revenue was due to higher sand volumes sold along with higher average sand prices. Higher average selling prices in the current period were primarily driven by changes in the delivery location mix rather than frac sand pricing.
Current wording
•Sand revenue was 47% higher at $91.6 million for the three months ended September 30, 2025 versus $62.2 million for the three months ended September 30, 2024. The higher sand revenue was due to higher sand volumes sold along with higher average sand prices. Higher average selling prices in the current period were primarily driven by changes in the delivery location mix rather than frac sand pricing. Sand revenue for the three months ended September 30,
Previous wording
•SmartSystems revenue was approximately $1.2 million for the three months ended June 30, 2025 compared to $2.8 million for the three months ended June 30, 2024. The decrease in SmartSystems revenue was due to lower utilization of our SmartSystems fleet.
Current wording
•SmartSystems revenue was approximately $1.1 million for the three months ended September 30, 2025 compared to $0.9 million for the three months ended September 30, 2024. The increase in SmartSystems revenue was due to higher utilization of our SmartSystems fleet.
Previous wording
Cost of goods sold was $76.8 million and $60.7 million for the three months ended June 30, 2025 and 2024, respectively. The increase in cost of goods sold for the three months ended June 30, 2025, as compared to the three months ended June 30, 2024, was primarily due to higher sales volumes. The cost per ton to produce our sand was higher in the current period due to increased mining costs and freight and other delivery costs were higher due primarily to the delivery location of frac sand sales.
Current wording
Cost of goods sold was $77.8 million and $56.7 million for the three months ended September 30, 2025 and 2024, respectively. The increase in cost of goods sold for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily due to higher sales volumes. The cost per ton to produce our sand was higher in the current period due to increased mining costs and increased freight and transloading costs. Freight and other delivery costs were higher due primarily to the delivery location of frac sand sales.
Previous wording
Gross profit was $9.0 million for the three months ended June 30, 2025, compared to $13.1 million for the three months ended June 30, 2024. The decline in profitability for the three months ended June 30, 2025 as compared to the three months ended June 30, 2024 was primarily due to higher freight and transloading costs due to delivery location.
Current wording
Gross profit was $14.9 million for the three months ended September 30, 2025, compared to $6.5 million for the three months ended September 30, 2024. The increase in profitability for the three months ended September 30, 2025 as compared to the three months ended September 30, 2024 was primarily due to higher sales volumes and the excess tons payment in the quarter, which were partially offset by higher freight and transloading costs due to delivery location.
Previous wording
We incurred $0.3 million and $0.4 million of net interest expense for the three months ended June 30, 2025 and 2024, respectively.
Current wording
We incurred $0.3 million and $0.3 million of net interest expense for the three months ended September 30, 2025 and 2024, respectively.
Previous wording
For the three months ended June 30, 2025 and 2024, our effective tax rate was approximately 6643.1% and 122.6%, respectively. We are required to record our interim period income tax expense (benefit) in accordance with GAAP, which requires that we estimate our full year effective tax rate and apply that rate to the net income for the period. Our effective tax rate includes modifications from the statutory rate for items such as income tax credits, tax depletion deduction, carrybacks, and state taxes, among other items. The biggest driver of our income tax benefit (expense) is our depletion deduction calculation, which is not directly related to the net income of our Company. This tax deduction has an equally large effect on our income tax rate, which is the basis for the quarterly income tax expense (benefit) calculation. We do not expect to be a payer of federal income tax in 2025 and we expect to pay an immaterial amount of state income taxes in 2025. Because of the difference between income tax recorded on a GAAP basis and the cash taxes we expect to pay, we use additional non-GAAP performance measures of contribution margin, adjusted EBITDA, and free cash flow to evaluate our results of operations.
Current wording
For the three months ended September 30, 2025 and 2024, our effective tax rate was approximately 40.9% and 98.1%, respectively. We are required to record our interim period income tax (benefit) expense in accordance with GAAP, which requires that we estimate our full year effective tax rate and apply that rate to the net income for the period. Our effective tax rate includes modifications from the statutory rate for items such as income tax credits, tax depletion deduction, carrybacks, and state taxes, among other items. The biggest driver of our income tax (benefit) expense is our depletion deduction calculation, which is not directly related to the net income of our Company. This tax deduction has an equally large effect on our income tax rate, which is the basis for the quarterly income tax (benefit) expense calculation. We do not expect to be a payer of federal income tax in 2025 and we expect to pay an immaterial amount of state income taxes in 2025. Because of the difference between income tax recorded on a GAAP basis and the cash taxes we expect to pay, we use additional non-GAAP performance measures of contribution margin, adjusted EBITDA, and free cash flow to evaluate our results of operations.
Previous wording
Net income was $21.4 million for the three months ended June 30, 2025 as compared to net loss of $0.4 million for the three months ended June 30, 2024. Gross profit was negatively affected in the current period due to increased freight and production costs.
Current wording
Net income was $3.0 million for the three months ended September 30, 2025 as compared to net loss of $0.1 million for the three months ended September 30, 2024. The improvement in net income in the current period relative to the prior year period is primarily due to the increase in total tons sold due to increased demand combined with lower operating expenses.
Previous wording
Revenues were $151.3 million and tons sold were approximately 2,493,000 for the six months ended June 30, 2025. Revenues for the six months ended June 30, 2024 were $156.9 million, during which time we sold approximately 2,610,000 tons of sand. The key factors contributing to the change in revenues for the six months ended June 30, 2025 as compared to the six months ended June 30, 2024 were as follows:
Current wording
Revenues were $244.1 million and tons sold were approximately 3,965,000 for the nine months ended September 30, 2025. Revenues for the nine months ended September 30, 2024 were $220.0 million, during which time we sold approximately 3,799,000 tons of sand. The key factors contributing to the change in revenues for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024 were as follows:
Previous wording
•Sand revenue declined to $149.1 million for the six months ended June 30, 2025 versus $150.7 million for the six months ended June 30, 2024. Total volumes declined by approximately 4% while sand pricing per ton was slightly higher in the current period. Lower activity in the first quarter of 2025 due to customer uncertainty of market fluctuations has led to lower sales for the first six months of 2025, compared to the same period in 2024.
Current wording
•Sand revenue increased to $240.7 million for the nine months ended September 30, 2025 versus $213.0 million for the nine months ended September 30, 2024. Total volumes increased by approximately 4% while sand pricing per ton was slightly higher in the current period. Sand revenue for the nine months ended September 30, 2025 also included
Previous wording
•SmartSystems revenue was approximately $2.3 million for the six months ended June 30, 2025 compared to $6.1 million for the six months ended June 30, 2024. The decline in SmartSystems revenue was due to lower utilization of our SmartSystems fleet in early 2025.
Current wording
•SmartSystems revenue was approximately $3.4 million for the nine months ended September 30, 2025 compared to $7.0 million for the nine months ended September 30, 2024. The decline in SmartSystems revenue was due to lower utilization of our SmartSystems fleet.
Previous wording
Gross profit was $11.7 million and $24.9 million for the six months ended June 30, 2025 and June 30, 2024, respectively. The gross profit for the six months ended June 30, 2025 was lower, compared to the six months ended June 30, 2024, due primarily to lower sales volumes and higher freight and delivery costs as well as increased production costs.
Current wording
Gross profit was $26.7 million and $31.4 million for the nine months ended September 30, 2025 and September 30, 2024, respectively. The gross profit for the nine months ended September 30, 2025 was lower, compared to the nine months ended September 30, 2024, due primarily to lower utilization of our SmartSystems fleet and increased freight and transload costs associated with higher sales volumes in the current period.
Previous wording
Selling, general and administrative expenses were $18.4 million for the six months ended June 30, 2025 compared to $19.2 million for the six months ended June 30, 2024. The decline in selling, general and administrative costs were driven by reduced wages and royalties on lower sales volumes as well as reduced banking and legal costs associated with debt refinancing in the prior year. The gain on disposal of assets of $0.7 million for the six months ended June 30, 2025 was primarily related to the sale of vacant land that was part of a previous acquisition.
Current wording
Selling, general and administrative expenses were $27.4 million for the nine months ended September 30, 2025 compared to $28.9 million for the nine months ended September 30, 2024. The decline in selling, general and administrative costs was driven by higher banking and legal costs associated with debt refinancing in the prior year. The gain on disposal of assets of $0.8 million for the nine months ended September 30, 2025 was primarily related to the sale of vacant land that was part of a previous acquisition.
Previous wording
We incurred $0.7 million and $0.9 million of net interest expense for the six months ended June 30, 2025 and June 30, 2024, respectively.
Current wording
We incurred $1.0 million and $1.2 million of net interest expense for the nine months ended September 30, 2025 and September 30, 2024, respectively.
Previous wording
For the six months ended June 30, 2025 and June 30, 2024, our effective tax rate was approximately 62.6% and 128.2%, respectively. We are required to record our interim period income tax expense (benefit) in accordance with GAAP, which requires that we estimate our full year effective tax rate and apply that rate to the net income for the period. Our effective tax rate includes modifications from the statutory rate for items such as income tax credits, tax depletion deduction, carrybacks, and state taxes, among other items. The biggest driver of our income tax benefit (expense) is our depletion deduction calculation, which is not directly related to the net income of our Company. This tax deduction has an equally large effect on our income tax rate, which is the basis for the quarterly income tax expense (benefit) calculation. We do not expect to be a payer of federal income tax in 2025 and we expect to pay an immaterial amount of state income taxes in 2025. Because of the difference between income tax recorded on a GAAP basis and the cash taxes we expect to pay, we use additional non-GAAP performance measures of contribution margin, adjusted EBITDA, and free cash flow to evaluate our results of operations.
Current wording
For the nine months ended September 30, 2025 and September 30, 2024, our effective tax rate was approximately 106.6% and 74.7%, respectively. We are required to record our interim period income tax (benefit) expense in accordance with GAAP, which requires that we estimate our full year effective tax rate and apply that rate to the net income for the period. Our effective tax rate includes modifications from the statutory rate for items such as income tax credits, tax depletion deduction, carrybacks, and state taxes, among other items. The biggest driver of our income tax (benefit) expense is our depletion deduction calculation, which is not directly related to the net income of our Company. This tax deduction has an equally large effect on our income tax rate, which is the basis for the quarterly income tax (benefit) expense calculation. We do not expect to be a payer of federal income tax in 2025 and we expect to pay an immaterial amount of state income taxes in 2025. Because of the difference between income tax recorded on a GAAP basis and the cash taxes we expect to pay, we use additional non-GAAP performance measures of contribution margin, adjusted EBITDA, and free cash flow to evaluate our results of operations.
Previous wording
Net loss was $2.8 million for the six months ended June 30, 2025 as compared to net loss of $0.6 million for the six months ended June 30, 2024. The higher net loss in the current period was primarily due to non-cash deferred income taxes. Income tax expense (benefit) often distorts our results of operations due to variances between amounts recorded for GAAP and the amount we pay in a reporting period. We calculate our income tax expense as required by GAAP, but we do not expect to be a payer of any material income taxes for the full year 2025. Additionally, we had lower gross profit from lower sales volumes and higher unit production costs, partially offset by lower operating expenses during the six months ended June 30, 2025. Because of the difference between income tax recorded on a GAAP basis and the cash taxes we expect to pay, we use non-GAAP measures of contribution margin, adjusted EBITDA, and free cash flow as measures of our performance.
Current wording
Net income was $0.2 million for the nine months ended September 30, 2025 as compared to net loss of $0.7 million for the nine months ended September 30, 2024. Net income improved in the current period primarily due to higher sales volumes and lower operating expenses partially offset by the increased cost of goods sold. Our income tax (benefit) expense further contributed to our net income for the current period. Income tax expense (benefit) often distorts our results of operations due to variances between amounts recorded for GAAP and the amount we pay in a reporting period. We calculate our income tax expense as required by GAAP, but we do not expect to be a payer of any material income taxes for the full year 2025. Because of the difference between income tax recorded on a GAAP basis and the cash taxes we expect to pay, we use non-GAAP measures of contribution margin, adjusted EBITDA, and free cash flow as measures of our performance.
Previous wording
Contribution margin was $15.8 million and $19.8 million, or $11.08 and $15.53 per ton sold, for the three months ended June 30, 2025 and 2024, respectively. Contribution margin was lower compared to the same period in 2024 primarily due to higher logistics costs related to the delivery location of our frac sand sales. Contribution margin was $25.4 million and $38.3 million, or $10.17 and $14.67 per ton sold, for the six months ended June 30, 2025 and 2024, respectively. The decline in overall contribution margin for the six month period ended June 30, 2025, when compared to the same period in 2024, was primarily due to the increase in logistics costs due to delivery location, higher unit production costs due to lower utilization of our plant assets from lower volumes sold in the current period and higher mining costs.
Current wording
Contribution margin was $21.7 million and $13.2 million, or $14.76 and $11.09 per ton sold, for the three months ended September 30, 2025 and 2024, respectively. Contribution margin was higher compared to the same period in 2024 primarily due to increased sales volumes and the excess ton payment of $4.4 million partially offset by higher logistics costs related to the delivery location of our frac sand sales. Contribution margin was $47.1 million and $51.5 million, or $11.87 and $13.55 per ton sold, for the nine months ended September 30, 2025 and 2024, respectively. The decline in overall contribution margin for the nine month period ended September 30, 2025, when compared to the same period in 2024, was primarily due to the increase in logistics costs due to higher sales volumes, delivery location mix of our sales and increased mining costs.
Previous wording
Adjusted EBITDA was $7.8 million for the three months ended June 30, 2025 compared to $11.9 million for the three months ended June 30, 2024. The decrease in adjusted EBITDA for the three months ended June 30, 2025, compared to the same period in 2024, was primarily due to higher sales volumes of sand sold offset by the increase in logistics and production costs associated with those sales. Adjusted EBITDA was $9.2 million for the six months ended June 30, 2025 compared to $21.2 million for the six months ended June 30, 2024. The decrease in adjusted EBITDA for the six months ended June 30, 2025, compared to the same period in 2024, was primarily due to lower sales volumes of sand sold combined with higher logistics costs due to the delivery location of frac sand sales and higher unit production costs due to lower utilization of our plant assets.
Current wording
Adjusted EBITDA was $13.6 million for the three months ended September 30, 2025 compared to $5.7 million for the three months ended September 30, 2024. The increase in adjusted EBITDA for the three months ended September 30, 2025, compared to the same period in 2024, was primarily due to higher sales volumes of sand sold and the excess ton payment partially offset by the increase in logistics and production costs associated with those sales. Adjusted EBITDA was $22.8 million for the nine months ended September 30, 2025 compared to $26.9 million for the nine months ended September 30, 2024. The decrease in adjusted EBITDA for the nine months ended September 30, 2025, compared to the same period in 2024, was primarily due to higher logistics costs due to the delivery location of frac sand sales and higher mining costs.
Previous wording
Our primary sources of liquidity are cash flow generated from operations and availability under our FCB ABL Credit Facility and other equipment financing sources. As of June 30, 2025, cash on hand was $4.3 million and we had $21.0 million in undrawn availability on our FCB ABL Credit Facility.
Current wording
Our primary sources of liquidity are cash flow generated from operations and availability under our FCB ABL Credit Facility and other equipment financing sources. As of September 30, 2025, cash on hand was $5.1 million and we had $30.0 million in undrawn availability on our FCB ABL Credit Facility.
Previous wording
On July 23, 2025, the Smart Sand Board of Directors declared a special dividend of $0.10 per share of common stock, which will be paid on August 14, 2025 to stockholders of record at the close of business on August 4, 2025. The dividend payment will return approximately $4.4 million to our shareholders.
Current wording
On July 23, 2025, our Board of Directors declared a special dividend of $0.10 per share of common stock, which was paid on August 14, 2025 to stockholders of record at the close of business on August 4, 2025. The dividend payment returned approximately $4.4 million to our shareholders.
Previous wording
On October 3, 2024, the Smart Sand Board of Directors approved an eighteen-month share repurchase program under which we may purchase up to $10.0 million of our ordinary shares (the “Repurchase Program”). Pursuant to the Repurchase Program, we may repurchase our ordinary shares from time to time, in amounts, at prices and at such times as management deems appropriate, subject to market conditions and other considerations. Management may make repurchases in the open market, privately negotiated transactions, accelerated repurchase programs or structured share repurchase programs. The Repurchase Program will be conducted in compliance with applicable legal requirements and shall be subject to market conditions and other factors. The Repurchase Program does not obligate management to acquire any particular amount of ordinary shares and the Repurchase Program may be modified or suspended at any time.
Current wording
On October 3, 2024, our Board of Directors approved an eighteen-month share repurchase program under which we may purchase up to $10.0 million of our ordinary shares (the “Repurchase Program”). Pursuant to the Repurchase Program, we may repurchase our ordinary shares from time to time, in amounts, at prices and at such times as management deems appropriate, subject to market conditions and other considerations. Management may make repurchases in the open market, privately negotiated transactions, accelerated repurchase programs or structured share repurchase programs. The Repurchase Program will be conducted in compliance with applicable legal requirements and shall be subject to market conditions and other factors. The Repurchase Program does not obligate management to acquire any particular amount of ordinary shares and the Repurchase Program may be modified or suspended at any time.
Previous wording
Under the Repurchase Program, we have repurchased 989,975 shares of our common stock for $2.1 million. The remaining amount that may be repurchased as of June 30, 2025 is $7.9 million.
Current wording
Under the Repurchase Program, we have repurchased 1,003,602 shares of our common stock for $2.1 million. The remaining amount that may be repurchased as of September 30, 2025 is $7.9 million.
Previous wording
On May 22, 2025, we entered into a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. We implemented this written trading plan in connection with our Repurchase Program. The trading plan permitted the purchase of up to a total purchase amount of $1.5 million of shares (including commissions). The number of shares of Company common stock to be purchased on any purchase day was up to the maximum daily target volume allowable under Rule 10b-18 of the Exchange Act. We purchased $1.5 million of shares under the 10b5-1 Trading Plan and the plan was terminated in July 2025.
Current wording
On May 22, 2025, we entered into a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. We implemented this written trading plan in connection with our Repurchase Program. The trading plan permitted the purchase of up to a total of $1.5 million of our shares (including commissions). The number of shares of Company common stock to be purchased on any purchase day was up to the maximum daily target volume allowable under Rule 10b-18 of the Exchange Act. We purchased $1.5 million of shares under the 10b5-1 Trading Plan and the plan was terminated in July 2025.
Previous wording
We expect full year 2025 capital expenditures to be between $13.0 million and $17.0 million. Our expected capital expenditures for 2025 are primarily to open new mining areas for development, efficiency projects at Oakdale, Blair and Ottawa facilities, expansion and customization of our newly acquired Ohio terminals and potential investment in one or more new terminals. We expect to fund these capital expenditures with existing cash from operations, equipment financing options available to us or borrowings under the FCB ABL Credit Facility.
Current wording
We expect full year 2025 capital expenditures to be between $15.0 million and $17.0 million, excluding any acquisitions. Our expected capital expenditures for 2025 are primarily to open new mining areas for development, efficiency projects at Oakdale, Blair and Ottawa facilities, expansion and customization of our newly acquired Ohio terminals and potential investment in one or more new terminals. We expect to fund these capital expenditures with existing cash from operations, equipment financing options available to us or borrowings under the FCB ABL Credit Facility.
Previous wording
Our debt facilities include the VFI Equipment Financing, various notes payable and our FCB ABL Credit Facility. Our VFI Equipment Financing is secured by a substantial portion of the Company’s SmartSystems equipment. The outstanding balance under the VFI Equipment Financing as of June 30, 2025 was $7.5 million. Minimum cash payments on this facility for the remainder of 2025 are anticipated to be $1.5 million. Our various notes payable are primarily secured by heavy equipment. Total debt under these notes payable as of June 30, 2025 was $4.7 million. Minimum cash payments on these notes payable for the remainder of 2025 are anticipated to be $0.8 million. There was $9.0 million outstanding on our FCB ABL Credit Facility as of June 30, 2025.
Current wording
Our debt facilities include the VFI Equipment Financing, various notes payable and our FCB ABL Credit Facility. Our VFI Equipment Financing is secured by a substantial portion of the Company’s SmartSystems equipment. The outstanding balance under the VFI Equipment Financing as of September 30, 2025 was $6.9 million. Minimum cash payments on this facility for the remainder of 2025 are anticipated to be $0.7 million. Our various notes payable are primarily secured by heavy equipment. Total debt under these notes payable as of September 30, 2025 was $5.3 million. Minimum cash payments on these notes payable for the remainder of 2025 are anticipated to be $0.4 million. There were no outstanding borrowings on our FCB ABL Credit Facility as of September 30, 2025.
Previous wording
We use leases primarily to procure certain office space, railcars and heavy equipment as part of our operations. The majority of our lease payments are fixed and determinable. Our operating lease liabilities as of June 30, 2025 were $27.4 million. Minimum cash payments on operating leases for the remainder of 2025 are anticipated to be $6.8 million.
Current wording
We use leases primarily to procure certain office space, railcars and heavy equipment as part of our operations. The majority of our lease payments are fixed and determinable. Our operating lease liabilities as of September 30, 2025 were $26.0 million. Minimum cash payments on operating leases for the remainder of 2025 are anticipated to be $2.5 million.
Previous wording
For the six months ended June 30, 2025, Equitable Gas Corporation, Encino Energy and Expand Energy Corporation accounted for 28.4%, 14.9%, and 11% of total revenue. For the six months ended June 30, 2024, revenue from Equitable Gas Corporation and Encino Energy accounted for 32.7% and 12.2% respectively, of total revenue.
Current wording
For the nine months ended September 30, 2025, Equitable Gas Corporation and Encino Energy accounted for 27.7% and 12.5% of total revenue, respectively. For the nine months ended September 30, 2024, revenue from Equitable Gas Corporation, Encino Energy and Liberty Oilfield accounted for 29%, 13.8%, and 11% of total revenue, respectively.
Previous wording
There have been no material changes in our critical accounting policies and procedures during the six months ended June 30, 2025.
Current wording
There have been no material changes in our critical accounting policies and procedures during the nine months ended September 30, 2025.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Selling, general and administrative expenses remained relatively constant at $9.1 million for the three months ended June 30, 2025 compared to $8.9 million for the three months ended June 30, 2024. The gain on disposal of assets of $0.7 million for the three months ended June 30, 2025 was primarily related to the sale of vacant land that was part of a previous acquisition.