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Solaris Energy Infrastructure, Inc.

For the period ended Jun 30, 2025. Filed Aug 1, 2025.

View on SEC.gov

About 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.

Jun 30, 2025 · Filed Aug 1, 2025

SEI$57.77+14.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-07.

0001697500-25-000026

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-01.

0001558370-25-009911

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 72 previous paragraphs and 80 current paragraphs.

33 unchanged; 25 reworded; 22 added; 13 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 (22)

Current report

On April 28, 2025, we announced the formation of Stateline Power LLC (“Stateline”) with a customer. The entity was formed to provide off-grid power to such customer’s data center campus pursuant to a long-term equipment rental agreement. Additional information regarding Stateline is provided in Note 2. “Variable Interest Entities” in the notes to our condensed consolidated financial statements.

Current report

On May 2, 2025, we completed the issuance of $155.0 million aggregate principal amount of 4.75% Convertible Senior Notes due 2030, primarily to support the ongoing growth program of our Solaris Power Solutions segment. Further details regarding the terms and accounting treatment of these notes are included in Note 11. “Convertible Notes” in the notes to our condensed consolidated financial statements.

Current report

On May 23, 2025, Stateline entered into a delayed draw term loan facility with Stonebriar Commercial Finance LLC, providing a maximum principal amount equal to the lesser of (i) $550 million and (ii) 80% of the total cost of equipment collateral, as defined in the term loan agreement. As of June 30, 2025, an initial advance of $72.0 million had been drawn. The facility will be used to finance capital expenditures of Stateline, with any remaining funding needs expected to be met through Stateline cash on hand. For further details, see Note 10. “Debt” in the notes to our condensed consolidated financial statements.

Current report

In the second quarter, Solaris Power Solutions segment grew significantly, and its Adjusted EBITDA now contributes over 2/3 of total segment Adjusted EBITDA. Capital expenditures are also heavily weighted towards Solaris Power Solutions as we intend to grow our fleet and deploy more power assets with customers. We believe continued demand for our power assets will drive Solaris Power Solutions to continue to be the dominant segment in terms of Revenue and Adjusted EBITDA contribution.

Current report

Solaris Logistics Solutions. Revenues from Solaris Logistics Solutions remained relatively flat in the three months ended June 30, 2025, decreasing by $0.2 million to $73.7 million, compared to $73.9 million in the same period of 2024. This slight decrease was primarily due to a mix impact on average revenue per fully utilized system, partially offset by an increase in last mile tonnage in the three months ended June 30, 2025 compared to the same period of 2024.

Current report

Cost of revenue as a percentage of revenue for Solaris Power Solutions was 37% and 36% for the three and six months ended June 30, 2025, respectively.

Current report

following a settlement with Brown County Appraisal District in the three months ended June 30, 2024, discussed below in “Gain on Reversal of Property Tax Contingency”.

Current report

Cost of revenue as a percentage of revenue for Solaris Logistics Solutions was 69% and 62% for the three months ended June 30, 2025 and 2024, respectively.

Current report

Cost of revenue for Solaris Logistics Solutions increased by $16.2 million, or 19%, to $102.2 million in the six months ended June 30, 2025, compared to $86.0 million in the same period of 2024. The increase was primarily driven by a $16.8 million increase in last mile and ancillary service costs, associated with higher last mile tonnage and a $1.8 million increase in systems costs due to the absence of the reversal of property taxes following a settlement with Brown County Appraisal District in the six months ended June 30, 2024, discussed below in “Gain on Reversal of Property Tax Contingency”. This increase was partially offset by a $2.4 million reduction in system costs, primarily due to lower repairs and maintenance in the six months ended June 30, 2025 compared to the same period of 2024.

Current report

Cost of revenue as a percentage of revenue for Solaris Logistics Solutions was 68% and 61% for the six months ended June 30, 2025 and 2024, respectively.

Current report

On June 14, 2024, we reached a settlement agreement with Brown County Appraisal District in Texas, following a favorable ruling by the Eastland Court of Appeals on April 18, 2024. As a result, in the three and six months ended June 30, 2024, we reversed $4.3 million of property tax expenses previously recorded through 2023 in connection with this case. Of this amount, $2.5 million was presented as gain on reversal of property tax contingency and $1.8 million reduced the costs of services in our condensed consolidated statements of operations.

Current report

Our primary sources of liquidity consist of cash flows from operations, borrowing availability under our revolving credit facility, and proceeds from the recent issuance of Convertible Senior Notes and the initial advance under Stateline’s delayed draw term loan facility. Additionally, the delayed draw term loan facility provides substantial undrawn capacity, which is expected to support Stateline’s equipment purchase commitments.

Current report

The Convertible Senior Notes issuance provided net proceeds of $150.3 million, which were primarily allocated to support the growth of our Solaris Power Solutions segment. Of this amount, $100.0 million was initially restricted for related capital expenditures. As of June 30, 2025, the remaining restricted cash balance was $39.4 million. This issuance enhanced our overall liquidity without requiring principal repayments prior to maturity. We estimate interest payments over the next 12 months will total approximately $7.4 million, payable semi-annually beginning November 1, 2025.

Current report

Further details regarding the terms and accounting treatment of these notes are included in Note 11. “Convertible Notes” in the notes to our condensed consolidated financial statements.

Current report

As of June 30, 2025, Stateline had drawn an initial advance of $72.0 million under its delayed draw term loan facility out of the total estimated capacity of $518.5 million based on Stateline’s current capital plan. The remaining capacity of $446.5 million is expected to be drawn over the remainder of 2025 and fully by end of 2026, depending on the timing of progress payments and equipment deliveries. This facility provides significant funding flexibility for Stateline’s capital needs. We estimate total interest payments over the next 12 months of approximately $7.3 million, based on the principal drawn as of June 30, 2025. For further information on this facility, including its terms and repayment schedule, refer to Note 10. “Debt” in the notes to our condensed consolidated financial statements.

Current report

Our significant cash commitments primarily relate to our debt financing agreements, which include both principal and interest payments on our legacy term loan and Stateline’s delayed draw term loan facility. In addition, we are obligated to make interest payments on our Convertible Senior Notes, with the principal amount due at maturity in 2030. At our election, the Convertible Senior Notes may be settled in cash, shares of our Class A common stock, or a combination of both.

Current report

Additional expected uses of cash include capital expenditures under our power generation fleet growth program, purchase commitments, obligations under our Tax Receivable Agreement, scheduled payments under finance and operating lease agreements, insurance premium financing agreements, dividend payments, and other routine operating obligations.
Removed paragraphs (13)

Previous report

On April 28, 2025, we announced the formation of Stateline Power, LLC (“Stateline”), a joint venture between our newly formed, wholly owned subsidiary Solaris Power Solutions Stateline, LLC and CTC Property LLC (“CTC”), an affiliate of an industry leader in the evolving artificial intelligence computing space. Stateline was established to provide off-grid power infrastructure for CTC’s newest data center campus. We contributed non-cash assets and pre-funded expenses valued at approximately $86.4 million in exchange for a 50.1% equity interest, and CTC will contribute approximately $86.0 million in cash for a 49.9% interest. We expect to consolidate Stateline in our financial statements beginning in the second quarter of 2025. The Stateline joint venture aligns with our broader growth strategy in the power solutions market.

Previous report

On May 2, 2025, we completed a public offering of $155.0 million aggregate principal amount of 4.75% Convertible Senior Notes due 2030 (the “Notes”). The Notes are senior, unsecured obligations and bear interest at a rate of 4.75% per annum, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2025. The Notes will mature on May 1, 2030, unless earlier repurchased, redeemed, or converted. Prior to February 1, 2030, noteholders may convert their Notes only upon the occurrence of certain specified events. On or after February 1, 2030, the Notes may be converted at the election of the holders at any time until the second scheduled trading day immediately preceding maturity. Upon conversion, we may settle in cash, Class A common stock, or a combination of both, at our election. Of the $155.0 million in gross proceeds, $100.0 million is restricted for capital expenditures to support the growth of our Solaris Power Solutions segment, with the remaining balance expected to be used for additional capital expenditures and other general corporate purposes.

Previous report

Demand for our services varies across each of our business segments, Solaris Power Solutions and Solaris Logistics Solutions, due to differences in end market exposure.

Previous report

During the first quarter of 2025, Solaris Power Solutions generated revenue from an average of approximately 390 megawatts (“MW”) of generation capacity. Due to the continued market demand we forecast for distributed power generation, Solaris Power Solutions has secured orders for turbines and ancillary equipment that will significantly increase our operated power generation fleet to approximately 1,700 MW by the first half of 2027. Approximately 900 MW of the Company’s pro forma operated capacity is owned by Stateline, whose ownership is split 50.1% and 49.9% between the Company and CTC, respectively. On a net basis, the Company should own approximately 1,250 MW of total expected delivered capacity either directly or indirectly through its proportional ownership in Stateline.

Previous report

Cost of revenue as a percentage of revenue for Solaris Logistics Solutions was 67% and 59% for the three months ended March 31, 2025 and 2024, respectively.

Previous report

Cost of revenue as a percentage of revenue for Solaris Power Solutions was 33% for the three months ended March 31, 2025.

Previous report

Our primary sources of liquidity consist of cash flows from operations and availability under our revolving credit facility. In addition to these sources, recent developments, including the formation of the Stateline Power joint venture and the issuance of $155.0 million in convertible senior notes, are expected to provide enhanced liquidity and further advance our strategic growth initiatives.

Previous report

Additionally, on April 28, 2025, we entered into an amendment to our senior secured term loan agreement and an amendment to our revolving credit facility. The amendments permit, among other things, the entry of Stateline Power Solutions into the Stateline joint venture and the issuance of certain third-party financings.

Previous report

On May 2, 2025, we completed a public offering of $155.0 million aggregate principal amount of 4.75% Convertible Senior Notes due 2030 (the “Notes”). Of the $155.0 million in gross proceeds, $100.0 million is restricted for capital expenditures to support the growth of our Solaris Power Solutions segment. The remaining balance is expected to be used for additional capital expenditures and other general corporate purposes. The Notes bear interest at an annual rate of 4.75%, payable semi-annually on May 1 and November 1 of each year, beginning on November 1, 2025. We estimate our interest payments for the next 12 months will total approximately $7.4 million based on the full principal of the Notes. These payments will be made in two installments, with the first installment due on November 1, 2025.

Previous report

The net proceeds from the Convertible Senior Notes offering were approximately $148.3 million, after deducting the underwriting discounts and commissions.

Previous report

Our material cash commitments consist primarily of obligations under our debt financing arrangements, including interest and principal payments under the Term Loan and Convertible Senior Notes, purchase commitments as part of the power generation fleet growth program, obligations under the Tax Receivable Agreement, payments under finance and operating lease agreements, potential dividend payments, and other purchase obligations as part of normal operations.
Reworded paragraphs (25)

Previous wording

Today, Solaris Power Solutions’ primary customers include a leading company in the artificial intelligence computing sector, as well as several energy companies requiring power for hydrocarbon production, processing, transportation, and refining applications. Power demand for data centers is primarily driven by rapid demand growth for generative artificial intelligence (“AI”) computing applications. Power demand for energy customers is primarily driven by hydrocarbon production and processing operations in geographies where grid infrastructure may not be available or reliable or is prone to supply disruption. Many of our customers face multi-year delays to receive grid-based power and are turning to configurable, distributed generation solutions such as ours to bridge this gap. The availability of low-cost fuel as a result of the abundant supply of natural gas domestically enhances the cost-competitiveness of our mobile natural gas-powered turbine technology as compared to conventional grid-based power. Longer-term cost competitiveness of our distributed power solutions could drive demand for our equipment even after our customers receive grid interconnection due to the diversification benefits gained by running our equipment as a hybrid solution of prime power with built-in backup in conjunction with grid-based power.

Current wording

Today, Solaris Power Solutions’ primary customers include a leading company in the artificial intelligence computing sector, as well as several energy companies requiring power for hydrocarbon production, processing, transportation, and refining applications.

Previous wording

For the Company’s Solaris Power Solutions segment, demand is predominantly influenced by accelerating needs for power in the U.S., juxtaposed against constrained electrical grid infrastructure, which is due to a number of factors including, but not limited to, aging transmission and distribution networks, extreme weather, and long lead times for various electric infrastructure equipment. Solaris’ turbine offerings are configurable and can be scaled to match power demand on a “behind-the-meter” or “distributed” basis in a shorter timeline than many grid-based providers can service.

Current wording

Demand for Solaris Power Solutions is predominantly influenced by accelerating needs for power in the U.S., juxtaposed against constrained electrical grid infrastructure. This is due to a number of factors including, but not limited to, aging transmission and distribution networks, extreme weather, and long lead times for various electric infrastructure equipment. Solaris’ turbine offerings are configurable and can be scaled to match power demand on a “behind-the-meter” or “distributed” basis in a shorter timeline than many grid-based providers can service.

Previous wording

The Company estimates approximately 70% of the total 1,700 MW expected delivered capacity is currently committed to customers under commercial agreements that range in tenor from two to seven years. Each of these commercial agreements include distinct product specifications, such as product type, quantity, delivery period, and price, as well as standard terms and conditions with respect to acceptance, delivery, transportation, inspection, assignment, taxes and performance failure.

Current wording

The Company estimates approximately 75% of the total 1,700 MW expected delivered capacity is currently committed to customers under commercial agreements that primarily range in tenor from two to seven years. Each of these commercial agreements include distinct product specifications, such as product type, quantity, delivery period, and price, as well as standard terms and conditions with respect to acceptance, delivery, transportation, inspection, assignment, taxes and performance failure. Approximately 67% of these contracts are for the data center end market, 8% is contracted to the energy end market and approximately 25% of the capacity is open and being discussed with multiple customers that represent a variety of end markets. We expect this contract exposure to drive a similar end-market exposure for revenue and earnings for this segment.

Previous wording

We expect total company capital expenditures remaining in 2025 of approximately $490 million on a consolidated basis, of which approximately $295 million should be provided by the Stateline joint venture. Net of the Company’s non-owned portion of Stateline, the Company’s remaining net capital expenditures in 2025 should be approximately $195 million. The majority of these capital expenditures are to support Solaris Power Solutions capital growth. Capital expenditures for Solaris Logistics Solutions represents approximately $10-15 million of our total expected annual capital expenditures.

Current wording

We expect total company capital expenditures remaining in 2025 of approximately $295 million on a consolidated basis, of which approximately $190 million should be incurred by Stateline. The majority of these capital expenditures are to support Solaris Power Solutions capital growth. Capital expenditures for Solaris Logistics Solutions represents approximately $10 million of our total expected annual capital expenditures.

Previous wording

We intend to fund the majority of our current planned capital expenditures with available cash, cash flows from operations, available capacity under our revolving credit facility, proceeds from our Convertible Senior Notes offering, capital infusions into the Stateline joint venture by our joint venture partner and proceeds from debt capital in the Stateline joint venture. Additionally, while no assurance can be given, we may seek to issue additional securities through opportunistic capital market transactions, depending upon market conditions, and / or enter into additional debt financing agreements. Even if we are unable to secure the financing of our planned capital expenditures, we have the ability to pay cancellation fees for these committed purchase orders.

Current wording

We intend to fund the majority of our current planned capital expenditures with available cash, cash flows from operations, available capacity under our revolving credit facility, and proceeds from the Stateline debt financing facility. Additionally, while no assurance can be given, we may seek to issue additional securities through opportunistic capital market transactions, depending upon market conditions, and / or enter into additional debt financing agreements. Even if we are unable to secure the financing of our planned capital expenditures, we have the ability to cancel the committed purchase orders and incur cancellation fees.

Previous wording

The sustainability of this favorable supply-demand dynamic in the power sector will depend on multiple factors, including continued demand growth for generative AI computing applications, supply chain availability for electrical

Current wording

The sustainability of this favorable supply-demand dynamic in the power sector will depend on multiple factors, including continued demand growth for generative AI computing applications, supply chain availability for electrical equipment, potential regulatory changes, overall economic activity levels, the level and pace at which the power industry can invest in power infrastructure, and the pace of continued electrification-driven demand growth.

Previous wording

For Solaris Logistics Solutions, demand is predominantly influenced by the level of oil and natural gas well drilling and completion activity in the U.S. During the first quarter of 2025, our fully utilized system count increased over 25% to 98 fully utilized systems from the fourth quarter of 2024, which was driven by a seasonal increase in completions activity as well as new customer wins. West Texas Intermediate (WTI) crude oil prices recently declined to less than $60 per barrel compared to an average of approximately $70 per barrel in the fourth quarter of 2024 and first quarter of 2025. We expect this commodity price softness could have some impact on activity levels for the remainder of the year. The level of demand over the longer term will depend on multiple factors, including commodity price levels, customer consolidation that can drive activity and procurement strategy changes and industry efficiency gains, geopolitical risk, economic activity, potential regulatory changes and potential impacts from geopolitical disruptions.

Current wording

For Solaris Logistics Solutions, demand is predominantly influenced by the level of oil and natural gas well drilling and completion activity in the U.S. During the second quarter of 2025, our fully utilized system count decreased 4% to 94 fully utilized systems from the first quarter of 2025, which was driven by lower crude oil prices. West Texas Intermediate (WTI) crude oil prices averaged $64 per barrel compared to an average of approximately $71 per barrel in the fourth quarter of 2024 and first quarter of 2025. We expect this commodity price softness could have some impact on activity levels for the remainder of the year. The level of demand over the longer term will depend on multiple factors, including commodity price levels, customer consolidation that can drive activity and procurement strategy changes and industry efficiency gains, geopolitical risk, economic activity, potential regulatory changes and potential impacts from geopolitical disruptions.

Previous wording

Three Months Ended March 31, 2025 Compared to Three Months Ended March 31, 2024

Current wording

Three and Six Months Ended June 30, 2025 Compared to Three and Six Months Ended June 30, 2024

Previous wording

Solaris Power Solutions. Revenues from Solaris Power Solutions increased by $49.4 million in the first quarter of 2025, compared to the same period of 2024. The Solaris Power Solutions segment was established in the third quarter of 2024 and did not contribute to revenue in the first quarter of 2024.

Current wording

Solaris Power Solutions. Revenues from Solaris Power Solutions increased by $75.6 million and $125.0 million in the three and six months ended June 30, 2025, respectively, compared to the same period of 2024. The Solaris Power Solutions segment was established in the third quarter of 2024 and did not contribute to revenue in the three and six months ended June 30, 2024, respectively.

Previous wording

Solaris Logistics Solutions. Revenues from Solaris Logistics Solutions increased by $9.1 million, or 13%, to $77.0 million in the first quarter of 2025, compared to $67.9 million in the same period of 2024. The increase was primarily driven by a $11.7 million increase in revenue from last mile and ancillary services, attributable to higher last mile tonnage year-over-year. This growth was partially offset by a $2.7 million revenue decrease from fully utilized systems, which declined to 98 systems in the first quarter of 2025, compared to 102 systems in the same period of 2024.

Current wording

Revenues from Solaris Logistics Solutions increased by $8.9 million, or 6%, to $150.7 million in the six months ended June 30, 2025, compared to $141.8 million in the same period of 2024. The increase was primarily driven by a $13.2 million increase in revenue from last mile and ancillary services, attributable to higher last mile tonnage year-over-year. This growth was partially offset by a $4.3 million decrease in revenue from fully utilized systems due to a mix impact on revenue on flat activity.

Previous wording

Solaris Power Solutions. Cost of revenue for Solaris Power Solutions increased by $16.5 million in the first quarter of 2025, compared to the same period of 2024. The Solaris Power Solutions segment was established in the third quarter of 2024 and did not contribute to cost of revenue in the first quarter of 2024.

Current wording

Solaris Power Solutions. Cost of revenue for Solaris Power Solutions increased by $28.3 million and $44.8 million in the three and six months ended June 30, 2025, respectively, compared to the same period of 2024. The Solaris Power Solutions segment was established in the third quarter of 2024 and did not contribute to cost of revenue in the three and six months ended June 30, 2024.

Previous wording

Solaris Logistics Solutions. Cost of revenue for Solaris Logistics Solutions increased by $11.3 million, or 28%, to $51.2 million in the first quarter of 2025, compared to $39.9 million in the same period of 2024. The increase was primarily driven by a $13.8 million increase in last mile and ancillary service costs, associated with higher last mile tonnage. This increase was partially offset by a $2.4 million reduction in system costs due to lower fully utilized system count.

Current wording

Solaris Logistics Solutions. Cost of revenue for Solaris Logistics Solutions increased by $4.8 million, or 10%, to $51.0 million in the three months ended June 30, 2025, compared to $46.1 million in the same period of 2024. The increase was primarily driven by a $3.0 million increase in last mile and ancillary service costs, associated with higher last mile tonnage. In addition, a $1.8 million increase in system costs was due to the absence of the reversal of property taxes

Previous wording

Depreciation and amortization increased by $10.1 million, or 102%, to $20.1 million in the first quarter of 2025 compared to $9.9 million in the same period of 2024. This increase was primarily driven by $10.8 million of depreciation expense associated with the Solaris Power Solutions segment, which did not contribute to depreciation in the first quarter of 2024.

Current wording

Depreciation and amortization increased by $8.8 million, or 92%, to $18.4 million in the three months ended June 30, 2025, compared to $9.6 million in the same period of 2024. Depreciation and amortization increased by $18.9 million, or 97%, to $38.4 million in the six months ended June 30, 2025, compared to $19.5 million in the same period of 2024. This increase was primarily driven by $9.2 million and $20.0 million of depreciation expense associated with the Solaris Power Solutions segment in the three and six months ended June 30, 2025, respectively, which did not contribute to depreciation in the three and six months ended June 30, 2024.

Previous wording

Selling, general and administrative expenses increased by $7.3 million, or 91%, to $15.3 million in the first quarter of 2025 compared to $8.0 million in the same period of 2024. The increase was primarily driven by a $3.1 million increase in stock-based compensation expense related to the cash settlement of employee stock awards as well as higher salaries, wages and benefits resulting from an increase in average headcount.

Current wording

Selling, general and administrative expenses increased by $6.6 million, or 80%, to $14.9 million in the three months ended June 30, 2025, compared to $8.3 million in the same period of 2024. The increase was primarily driven by a $5.2 million increase in salaries, wages and benefits resulting from an increase in average headcount, along with higher professional fees and public company costs. Selling, general and administrative expenses increased by $13.9 million, or 86%, to $30.2 million in the six months ended June 30, 2025, compared to $16.2 million in the same period of 2024. The increase was primarily driven by a $8.4 million increase in salaries, wages and benefits resulting from an increase in average headcount, as well as a $3.1 million increase in stock-based compensation expense related to the cash settlement of employee stock awards.

Previous wording

Other operating expense increased by $1.1 million to $1.2 million in the first quarter of 2025 compared to $0.1 million in the same period of 2024. The increase was primarily due to higher credit losses and transaction costs incurred during the first quarter of 2025.

Current wording

Other operating expense increased by $0.7 million to $1.2 million in the three months ended June 30, 2025, compared to $0.6 million in the same period of 2024. Other operating expense increased by $1.8 million to $2.5 million in the six months ended June 30, 2025, compared to $0.7 million in the same period of 2024. The increase was primarily due to higher transaction costs incurred during the three and six months ended June 30, 2025, compared to the same period of 2024.

Previous wording

Interest expense increased by $4.4 million to $5.2 million in the first quarter of 2025 compared to $0.8 million in the same period of 2024. The increase was primarily due to higher borrowings outstanding along with higher effective interest rates.

Current wording

Interest expense increased by $4.8 million to $5.5 million in the three months ended June 30, 2025, compared to $0.7 million in the same period of 2024. Interest expense increased by $9.2 million to $10.7 million in the six months ended June 30, 2025, compared to $1.5 million in the same period of 2024. The increase was primarily due to higher borrowings outstanding along with higher effective interest rates in the three and six months ended June 30, 2025, compared to the same periods of 2024.

Previous wording

During the first quarter of 2025, we recognized a combined United States federal and state expense for income taxes of $3.9 million, an increase of $2.0 million as compared to the $1.9 million income tax expense we recognized during the same period in 2024. This change was attributable to changes in operating gains. The effective combined United States federal and state income tax rates were 23.2% and 20.3% for the first quarter of 2025 and 2024, respectively. The effective tax rate differed from the statutory rate primarily due to Solaris LLC’s treatment as a partnership for United States federal income tax purposes.

Current wording

During the three months ended June 30, 2025, we recognized a combined United States federal and state expense for income taxes of $6.0 million, an increase of $4.6 million as compared to the $1.3 million income tax expense we recognized during the same period in 2024. During the six months ended June 30, 2025, we recognized a combined United States federal and state expense for income taxes of $9.9 million, an increase of $6.7 million as compared to the $3.2 million income tax expense we recognized during the same period in 2024. This change was attributable to changes in operating gains and mix of states where we operate. The effective combined United States federal and state income tax rates were 19.8% and 12.0% for the three months ended June 30, 2025 and 2024, respectively. The effective combined United States federal and state income tax rates were 21.0% and 15.8% for the six months ended June 30, 2025 and 2024, respectively. The effective tax rate differed from the statutory rate primarily due to Solaris Energy Infrastructure, LLC’s (“Solaris LLC”) treatment as a partnership for United States federal income tax purposes.

Previous wording

We believe that these sources will provide sufficient liquidity to meet our financial obligations, including both our short-term and long-term purchase commitments related to growth capital expenditures. Additionally, while no assurance can be given, we may seek to issue additional securities through opportunistic capital markets transactions, depending upon market conditions, and / or enter into additional debt financing agreements.

Current wording

We believe these sources will be sufficient to meet our short-term and long-term financial obligations, including purchase commitments and capital expenditures. While no assurance can be given, we may seek to issue additional securities through opportunistic capital markets transactions, depending upon market conditions, and / or enter into additional debt financing agreements.

Previous wording

We are party to a senior secured term loan agreement with an outstanding principal balance of $325.0 million, of which $12.2 million is due within the next twelve months. The loan bears interest at a rate of 10.3% as of March 31, 2025 and is subject to periodic repricing. Assuming this rate remains constant, we estimate our interest payments for the next 12 months will total approximately $33.6 million.

Current wording

As of June 30, 2025, we had an outstanding principal balance of $325.0 million under our secured term loan agreement. Of this amount, $16.3 million is due within the next twelve months. The loan bears interest at a rate of 10.3% as of June 30, 2025 and is subject to periodic repricing. Assuming this rate remains constant, we estimate total interest payments of approximately $33.3 million over the next 12 months.

Previous wording

Our revolving credit facility provides for borrowings up to the lesser of $75.0 million or a borrowing base determined by a percentage of eligible accounts receivable and inventory, subject to customary reserves and adjustments. At our option, and provided certain conditions are met, the facility may be increased by up to an additional $50.0 million, and up to $10.0 million is available for the issuance of letters of credit. As of March 31, 2025, no borrowings were outstanding, and availability under the borrowing base calculation was approximately $52.7 million. We intend to use any future borrowings for working capital and general corporate purposes.

Current wording

Our revolving credit facility provides for borrowings up to the lesser of $75.0 million or a borrowing base determined by a percentage of eligible accounts receivable and inventory, subject to customary reserves and adjustments. At our option, and provided certain conditions are met, the facility may be increased by up to an additional $50.0 million, and up to $10.0 million is available for the issuance of letters of credit. As of June 30, 2025, no borrowings were outstanding, and available capacity under the borrowing base was approximately $56.0 million. We intend to use any future borrowings for working capital and general corporate purposes.

Previous wording

We have entered into purchase commitments for power generation equipment that are critical to our long-term strategic initiatives. Short-term purchase commitments due within 12 months total $153.0 million, while long-term purchase commitments that extend beyond one year total $774.5 million, of which $324.1 million is scheduled to be fulfilled in 2025, with the remaining $450.4 million due in 2026.

Current wording

We have entered into purchase commitments for power generation equipment that are critical to our long-term strategic initiatives. Short-term purchase commitments due within 12 months total $222.4 million. Long-term purchase commitments that extend beyond one year total $520.8 million, of which $138.1 million is scheduled to be fulfilled during the remainder of 2025, and the remaining $382.7 million is due in 2026.

Previous wording

As of March 31, 2025, cash and cash equivalents totaled $16.7 million. We believe that our cash reserves, projected operating cash flows, borrowing capacity under the revolving credit facility, and the proceeds from the recent Convertible Senior Notes offering will provide adequate liquidity to meet our operational needs for the next 12 months and beyond. These needs include debt service obligations, potential dividend payments, and purchase commitments.

Current wording

As of June 30, 2025, cash and cash equivalents totaled $139.0 million. We believe that our cash reserves, projected operating cash flows, borrowing capacity under the revolving credit facility, and access to Stateline’s delayed draw term loan facility will provide adequate liquidity to meet our obligations for the next 12 months and beyond. These obligations include debt service, potential dividend payments, and equipment purchase commitments.

Previous wording

Operating Activities. Net cash provided by operating activities increased to $25.7 million for the three months ended March 31, 2025, compared to $16.9 million in the same period of 2024, representing an increase of $8.8 million. This increase was primarily driven by higher revenue, largely attributable to continued growth in business activity within our Solaris Power Solutions segment, which was established in the third quarter of 2024, and has rapidly expanded its contribution to our operating performance. Consequently, our net income, adjusted for non-cash items, increased to $45.5 million for the three months ended March 31, 2025, up from $21.8 million in the same period of 2024. This increase was partially offset by a $3.7 million cash settlement related to stock-based compensation and increased working capital requirements associated with supporting higher sales volumes and expanded operations.

Current wording

Operating Activities. Net cash provided by operating activities increased to $49.9 million for the six months ended June 30, 2025, compared to $35.8 million in the same period of 2024, representing an increase of $14.2 million. This increase was primarily driven by higher revenue, largely attributable to continued growth in business activity within our Solaris Power Solutions segment, which was established in the third quarter of 2024, and has rapidly expanded its contribution to our operating performance. Consequently, our net income, adjusted for non-cash items, increased by $53.4 million for the six months ended June 30, 2025, compared to the prior comparable period. This increase was partially offset by a $35.5 million increase in working capital use to support higher sales volumes and expanded operations and $3.7 million cash settlement related to stock-based compensation.

Previous wording

Investing Activities. Net cash used in investing activities was $144.3 million for the three months ended March 31, 2025, an increase from $3.3 million during the same period in 2024. The $141.0 million increase is mainly attributed to $142.0 million paid for turbines and ancillary equipment to support the growth and operations of Solaris Power Solutions.

Current wording

Investing Activities. Net cash used in investing activities was $337.0 million for the six months ended June 30, 2025, an increase from $3.6 million during the same period in 2024. The $333.4 million increase is mainly attributed to $325.6 million paid for turbines and ancillary equipment to support the growth and operations of Solaris Power Solutions.

Previous wording

Financing Activities. For the three months ended March 31, 2025, net cash used in financing activities totaled $24.5 million. This amount primarily reflects $10.1 million paid for cancelled shares withheld for taxes from vesting of restricted stock, $4.7 million in quarterly dividends to Class A common stock shareholders, $4.6 million in distributions to Solaris LLC unitholders and $3.6 million in Tax Receivable Agreement payments. In comparison, net cash used in financing activities was $15.9 million for the three months ended March 31, 2024. This was primarily related to the repurchase of shares for $8.1 million, quarterly dividends of $3.6 million to Class A common stock shareholders, and distributions to Solaris LLC unitholders of $1.6 million.

Current wording

Financing Activities. For the six months ended June 30, 2025, net cash provided by financing activities totaled $266.3 million. This amount primarily reflects $227.0 million borrowings from debt financing and $86.0 million capital contributions from non-controlling interest in Stateline, partially offset by $10.2 million paid for cancelled shares withheld for taxes from vesting of restricted stock, $9.6 million in quarterly dividends to Class A common stock shareholders, $7.9 million in distributions to Solaris LLC unitholders and $3.6 million in Tax Receivable Agreement payments. In comparison, net cash used in financing activities was $32.9 million for the six months ended June 30, 2024. This amount primarily reflects net debt repayments of $14.0 million, $8.1 million for share repurchases, $7.3 million in quarterly dividends to Class A common stock shareholders and $3.3 million in distributions to Solaris LLC unitholders.
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Previous report — wording carried elsewhere

equipment, potential regulatory changes, overall economic activity levels, the level and pace at which the power industry can invest in power infrastructure, and the pace of continued electrification-driven demand growth.