OPAL Fuels Inc.
For the period ended Jun 30, 2025. Filed Aug 7, 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.
Jun 30, 2025 · Filed Aug 7, 2025
OPAL$1.45+5.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-13.
0001628280-25-024828
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-07.
0001628280-25-038997
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKThe 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 156 previous paragraphs and 168 current paragraphs.
102 unchanged; 38 reworded; 25 added; 14 removed; 2 previous and 3 current paragraphs rearranged.
Tables are not compared: 11 previous and 10 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 (25)
Current report
*Less than 10%
Current report
Revenue from RNG Fuel increased by $5.7 million or 29% for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This increase was primarily driven by a $3.8 million increase in brown gas sales due to increase in price and a $1.7 million increase in the sale of environmental attributes. The increase in environmental attributes was related to $5.1 million increase in green gas sales, and $4.5 million increase from the Prince William and Polk facilities, which commenced operations in the second and fourth quarters of 2024, respectively. The increase was partially offset by a $5.3 million decline due to lower RIN prices and $2.5 million decrease in volume.
Current report
Revenue from RNG Fuel increased by $15.6 million, or 42%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This increase was primarily driven by a $4.2 million increase in brown gas sales due to increase in price and an $11.2 million in the sale of environmental attributes. The increase in environmental attributes was related to $13.7 million increase from the new facilities, $1.9 million increase in RIN volume, and $5.1 million increase in RIN sales on production. The increase was partially offset by a decrease of $9.3 million due to RIN price reduction.
Current report
Revenue from Fuel Station Services increased by $7.8 million or 20%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to a $7.0 million increase in RIN volume, a $2.9 million increase in RIN and LCFS minting services (new RNG facilities Prince William, Sapphire, and Polk),
Current report
$2.0 million in GGE volume, and $0.7 million in brown gas sales, partially offset by a $5.5 million decrease in third party RIN sales primarily due to lower prices.
Current report
Revenue from Renewable Power decreased by $3.9 million, or 32%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to a $3.2 million loss of revenue resulting from the termination of the ISCC contract in the fourth quarter of 2024, related to the Pioneer, Old Dominion, and West Covina facilities.
Current report
Revenue from Renewable Power decreased by $6.9 million, or 31%, for the six months ended June 30, 2025, compared to the six months ended June 30, 2024. This is primarily due to a $6.2 million loss of revenue resulting from the termination of the ISCC contract in the fourth quarter of 2024, related to the Pioneer, Old Dominion, and West Covina facilities.
Current report
Cost of sales from RNG Fuel increased by $3.1 million, or 37%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This increase is primarily attributable to $1.4 million increase from Prince William, which commenced operations in the second quarter of 2024, and a $2.2 million increase from Polk, which began operations in the fourth quarter of 2024. The increase was partially offset by a decline in volumes from Sunoma.
Current report
Cost of sales from Fuel Station Services increased by $7.8 million, or 25%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to an increase of $4.0 million in FPA tolling expense, $1.7 million increase in dispensing fees due to higher credit sales, $1.1 million increase in construction cost and, $0.6 million increase in services and other costs.
Current report
Project development and startup costs increased by $5.8 million, or 157%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily due to virtual pipeline costs related to Prince William and Polk facilities.
Current report
Selling, general, and administrative expenses increased by a total of $6.6 million, or 24%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily due to an increase in professional fees, compensation costs, stock compensation, and general corporate expenses.
Current report
Depreciation, amortization, and accretion increased by a total of $3.2 million, or 40%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily due to depreciation expense on Prince William and Polk, which became operational in the second and fourth quarter of 2024, respectively, as well as additional depreciation expense on fuel station services.
Current report
Change in fair value of derivatives decreased by $0.8 million or 100% for the three months ended June 30, 2025 compared to the three months ended June 30, 2024, due to a lower gain in the current year associated with the mark-to-market adjustments to the earnout liabilities.
Current report
Change in fair value of derivatives decreased by $0.9 million or 76% for the six months ended June 30, 2025 compared to the six months ended June 30, 2024 due to a lower gain in the current year associated with the mark-to-market adjustments to the earnout liabilities.
Current report
Other income increased by $0.9 million, or 86%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. mainly due to increase in unrealized gains.
Current report
Income tax benefit increased by $21.7 million or 100% for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is due to receipt of net proceeds from sale of ITCs for Prince William and Sapphire.
Current report
Net income (loss) attributable to redeemable non-controlling interests
Current report
Net income (loss) attributable to redeemable non-controlling interests for the six months ended June 30, 2025 increased by $5.2 million, or 218%, compared to six months ended June 30, 2024. The increase is primarily attributable to higher net income in the current period compared to the same prior-year period.
Current report
Net income attributable to non-redeemable non-controlling interests remained flat for the six months ended June 30, 2025, compared to six months ended June 30, 2024.
Current report
Dividends on redeemable preferred non-controlling interests remained flat for the three and six months ended June 30, 2025 compared to the three and six months ended June 30, 2024.
Current report
Net cash provided by operating activities for the six months ended June 30, 2025 was $21.8 million, an increase of $7.6 million compared to $14.3 million for the six months ended June 30, 2024.
Current report
The increase was primarily attributable to higher net income driven by increased revenues, lower income from equity method investments, and higher non-cash items. These were partially offset by unfavorable changes in working capital and a decrease in distributions from equity method investments.
Current report
Net cash used in investing activities for the six months ended June 30, 2025 was $36.0 million, a decrease of $18.1 million compared to the $54.1 million used in investing activities for the six months ended June 30, 2024.
Current report
Net Cash Provided by Financing Activities
Current report
This was primarily driven by an increase in proceeds from long-term loans, a decrease in dividend payments on redeemable preferred non-controlling interests, and an increase related to the acquisition of a controlling interest. These were partially offset by long-term loan repayments and higher financing costs paid to third parties.
Removed paragraphs (14)
Previous report
Recent Developments
Previous report
Class D Common Stock Conversion
Previous report
On April 23, 2025, our ultimate controlling shareholder, Fortistar LLC (“Fortistar”), through its subsidiary OPAL Holdco LLC, exchanged 50 million shares of Class D common stock of the Company held by it, each of which is entitled to five votes per share on all matters on which stockholders generally are entitled to vote, for an equal number of shares of newly issued Class B common stock of the Company, each of which is entitled to one vote on such matters. This transaction had no effect on the economic interest in the Company held by Fortistar.
Previous report
On May 9, 2025, a wholly-owned indirect subsidiary of the Company, entered into a limited liability company agreement (the “LLC Agreement”) with a leading environmental solutions company (the "Counterparty"), establishing the terms and conditions of governance and operation of a joint venture (the “Joint Venture”). The purpose of the Joint Venture, 70% of which is owned indirectly by the Company and 30% of which is owned by the Counterparty (together, the "Shares"), is to develop, construct, own and operate a facility (the “RNG Facility”) to produce RNG using biogas generated by a certain landfill.
Previous report
The LLC Agreement governs the terms and conditions of capital contributions to be made by the Joint Venture members to fund the development, construction and operations of the RNG Facility. The LLC Agreement requires members of the Joint Venture to contribute their respective Shares of such capital requirements. The LLC Agreement contemplates that the RNG Facility will be located on a landfill owned by an affiliate of the Counterparty, with a nameplate capacity designed for approximately 5,500 scfm of landfill gas. The representations, warranties and covenants contained in the LLC Agreement were made solely for the benefit of the parties to the LLC Agreement and may be subject to limitations agreed upon by the contracting parties.
Previous report
The LLC Agreement also provides for the Joint Venture to enter into an agreement with an affiliate of the Counterparty for the contractual rights to purchase landfill gas for the purpose of producing RNG at the RNG Facility (the “RNG Gas Rights Agreement”), as well as the site lease for the RNG Facility (the “RNG Site Lease”). The RNG Gas Rights Agreement and RNG Site Lease expire twenty (20) years from the date of commencement of operations of the RNG Facility. The existing gas rights agreement between an indirect subsidiary of the Company and an affiliate of the Counterparty (which relate to renewable electricity facilities) will terminate in accordance with the provisions of the RNG Gas Rights Agreement.
Previous report
Further, the LLC Agreement contemplates that the Joint Venture will enter into a management services agreement (the “MSA”), an operations and maintenance agreement (the “O&M Agreement”), and an RNG marketing agreement (the "RNG Marketing Agreement") with certain wholly-owned, indirect subsidiaries of the Company. The MSA will establish terms and conditions for the day-to-day administration of the projects, including responsibility for managing the development and overseeing the construction of the RNG Facility. The O&M Agreement will establish the terms and conditions for operating and maintaining the RNG Facility once construction is completed. The RNG Marketing Agreement will provide for the acquisition, marketing and sale of the environmental attributes associated with RNG produced by the RNG Facility. The definitive terms and conditions of these agreements are not yet established and, accordingly, there is no guarantee that the Joint Venture will enter into each of these agreements.
Previous report
This summary of the terms of the LLC Agreement does not purport to be complete and is qualified in its entirety by reference to the text of the LLC Agreement, a copy of which is filed as Exhibit 10.6 hereto.
Previous report
Revenue from RNG Fuel increased by $9.9 million or 56% for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to a $9.5 million increase in the sale of environmental attributes, including $5.0 million related to K-1 RINs sale, and a $0.5 million increase in brown gas sales, both of which were driven by operations of our new RNG facilities: Prince William, which went into operations in the second quarter of 2024, and Polk, which went into operations in the fourth quarter of 2024, as these facilities were not operational in the three months ended March 31, 2024 comparative period.
Previous report
Revenue from Renewable Power decreased by $3.0 million, or 29%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to loss of revenues from the sale of ISCC Carbon Credits, for which the contract ended in the fourth quarter of 2024 due to change in EU law.
Previous report
Change in fair value of derivatives, remained flat for the three months ended March 31, 2025 compared to the three months ended March 31, 2024.
Previous report
Net loss attributable to redeemable non-controlling interests
Previous report
Net cash provided by operating activities for the three months ended March 31, 2025 was $29.7 million, an increase of $16.0 million compared to $13.7 million for the three months ended March 31, 2024. The increase in cash provided by operating activities was attributable to higher operating income driven by increase in revenues, positive working capital changes of $10.0 million, and an increase of $8.8 million in non-cash expenses, offset by a decrease of $3.5 million from distributions from equity method investments.
Previous report
Net cash used in financing activities for the three months ended March 31, 2025 was $4.7 million, a decrease of $1.9 million compared to the net cash used in financing activities of $6.6 million for the three months ended March 31, 2024. This decrease was primarily driven by decrease of $2.6 million in the payment of dividends on redeemable preferred non-controlling interests, offset by an increase of $1.0 million in financing costs paid to third parties.
Reworded paragraphs (38)
Previous wording
In this Management's Discussion and Analysis of Financial Condition and Results of Operations section, references to "OPAL," "we," "us," "our," and the "Company" refer to OPAL Fuels Inc. and its consolidated subsidiaries. The following discussion and analysis should be read in conjunction with our unaudited condensed consolidated financial statements as of March 31, 2025 and for the three months ended March 31, 2025 and 2024, and the audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as filed with the SEC on March 17, 2025. In addition to historical information, this discussion and analysis includes certain forward-looking statements which reflect our current expectations. The Company's actual results may materially differ from these forward-looking statements.
Current wording
In this Management's Discussion and Analysis of Financial Condition and Results of Operations section, references to "OPAL," "we," "us," "our," and the "Company" refer to OPAL Fuels Inc. and its consolidated subsidiaries. The following discussion and analysis should be read in conjunction with our unaudited condensed consolidated financial statements as of June 30, 2025 and for the three and six months ended June 30, 2025 and 2024, and the audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as filed with the SEC on March 17, 2025. In addition to historical information, this discussion and analysis includes certain forward-looking statements which reflect our current expectations. The Company's actual results may materially differ from these forward-looking statements.
Previous wording
Critical accounting policies are those that reflect significant judgments of uncertainties and potentially result in materially different results under different assumptions and conditions. We have described below what we believe are our most critical accounting policies, because they generally involve a comparatively higher degree of judgment in their application. For a detailed description of all our accounting policies, see Note 1. Summary of Significant Accounting Policies, to our condensed consolidated financial statements included herein and the section titled “Critical Accounting Policies and Estimates” contained in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024. There have been no material changes to our critical accounting estimates since our Annual Report on Form 10-K for the year ended December 31, 2024.
Current wording
Critical accounting policies are those that reflect significant judgments of uncertainties and potentially result in materially different results under different assumptions and conditions. We have described below what we believe are our most critical accounting policies, because they generally involve a comparatively higher degree of judgment in their application. For a detailed description of all our accounting policies, see Note 1. Summary of Significant Accounting Policies, to our condensed consolidated financial statements included herein and the section titled “Critical Accounting Policies and Estimates” contained in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024. There have been no material changes to our critical accounting policies since our Annual Report on Form 10-K for the year ended December 31, 2024.
Previous wording
In June 2023, the EPA set RVOs for 2023 through 2025 via a new Set rule. This 3 year RVO is expected to reduce volatility in RIN pricing for the associated period. On the state level, the economics of RNG are enhanced by low-carbon fuel initiatives, particularly well-established programs in California, Washington and Oregon (with several other states also actively considering LCFS initiatives similar to those in California, Washington and Oregon). Federal and state regulatory developments could result in significant future changes to market demand for the RINs and LCFS credits we produce. This would have a corresponding impact to our revenue, net income, and cash flow.
Current wording
Demand for our converted biogas and associated Environmental Attributes, including RINs and LCFS credits, is heavily influenced by United States federal and state energy regulations together with commercial interest in renewable energy products. Markets for RINs and LCFS credits arise from regulatory mandates that require refiners and blenders to incorporate renewable content into transportation fuels. The EPA annually sets proposed renewable volume obligations ("RVOs") for D3 RINs in accordance with the mandates established by the Energy Independence and Security Act of 2007. In June 2023, the EPA set RVOs for 2023 through 2025 via a new Set rule. This 3 year RVO is expected to reduce volatility in RIN pricing for the associated period. On the state level, the economics of RNG are enhanced by low-carbon fuel initiatives, particularly well-established programs in California, Washington and Oregon (with several other states also actively considering LCFS initiatives similar to those in California, Washington and Oregon). Federal and state regulatory developments could result in significant future changes to market demand for the RINs and LCFS credits we produce. This would have a corresponding impact to our revenue, net income, and cash flow.
Previous wording
We also generate revenues from sales of Renewable Power generated by our biogas-to-Renewable Power projects, and associated ISCC Carbon Credits and RECs. ISCC Carbon Credits and RECs exist because of legal and governmental regulatory requirements in Europe and the United States, respectively, and a change in law or in governmental policies concerning Renewable Power, LFG, or ISCC Carbon Credits or RECs could affect the market for, and the pricing of, such power and credits.
Current wording
We also generate revenues from sales of Renewable Power generated by our biogas-to-Renewable Power projects, and associated RECs. RECs exist because of legal and governmental regulatory requirements in Europe and the United States, respectively, and a change in law or in governmental policies concerning Renewable Power, LFG, or RECs could affect the market for, and the pricing of, such power and credits.
Previous wording
We periodically evaluate opportunities to convert existing Renewable Power projects to RNG production. We have been negotiating with several of our landfill and Renewable Power counterparties to enter into arrangements that would enable the LFG resource to produce RNG. Changes in the price we receive for Renewable Power, associated ISCC Carbon Credits and RECs, together with the revenue opportunities and conversion costs associated with converting our LFG sites to RNG production, could have a significant impact on our future profitability.
Current wording
We periodically evaluate opportunities to convert existing Renewable Power projects to RNG production. We have been negotiating with several of our landfill and Renewable Power counterparties to enter into arrangements that would enable the LFG resource to produce RNG. Changes in the price we receive for Renewable Power and associated RECs, together with the revenue opportunities and conversion costs associated with converting our LFG sites to RNG production, could have a significant impact on our future profitability.
Previous wording
We operate in an industry that is subject to and currently benefits from environmental regulations. Government policies can increase demand for our products by providing incentives to purchase RNG and Environmental Attributes. These government policies are modified and in flux constantly and any adverse changes to these policies could have a material effect on the demand for our products. For more information, see our risk factor in our Annual Report on Form 10-K for the year ended December 31, 2024 titled"The financial performance of our business depends upon tax and other government incentives for the generation of RNG and Renewable Power, any of which could change at any time and such changes may negatively impact our growth strategy." Government regulations have become increasingly stringent and complying with changes in regulations may result in significant additional operating expenses.
Current wording
We operate in an industry that is subject to and currently benefits from environmental regulations. Government policies can increase demand for our products by providing incentives to purchase RNG and Environmental Attributes. These government policies are modified and in flux constantly and any adverse changes to these policies could have a material effect on the demand for our products. For more information, see the risk factors in our Annual Report on Form 10-K for the year ended December 31, 2024, including the risk factor titled"The financial performance of our business depends upon tax and other government incentives for the generation of RNG and Renewable Power, any of which could change at any time and such changes may negatively impact our growth strategy." Government regulations have become increasingly stringent and complying with changes in regulations may result in significant additional operating expenses.
Previous wording
•Renewable Power. The Renewable Power segment generates renewable power and associated Environmental Attributes such as ISCC Carbon Credits and RECs through combustion of biogas from landfills which is then sold to public utilities throughout the United States.
Current wording
•Renewable Power. The Renewable Power segment generates renewable power and associated Environmental Attributes such as RECs through combustion of biogas from landfills which is then sold to public utilities throughout the United States.
Previous wording
Results of Operations for the Three Months Ended March 31, 2025 and 2024
Current wording
Results of Operations for the Three and Six Months Ended June 30, 2025 and 2024
Previous wording
The following table summarizes the operational data achieved for the three months ended March 31, 2025 and 2024:
Current wording
The following table summarizes the operational data achieved for the three and six months ended June 30, 2025 and 2024:
Previous wording
(2)Inlet Design Capacity Utilization is measured as the Volume of Inlet Gas for a period, divided by the total Design Capacity for such period. The Volume of Inlet Gas varies over time depending on, among other factors, (i) the quantity and quality of waste deposited at the landfill, (ii) waste management practices by the landfill, and (iii) the construction, operations and maintenance of the landfill gas collection system used to recover the landfill gas. The Design Capacity for each facility will typically be correlated to the amount of landfill gas expected to be generated by the landfill during the term of the related gas rights agreement. The Company expects Inlet Design Capacity Utilization to be in the range of 75-85% on an aggregate basis over the next several years. Typically, newer facilities perform at the lower end of this range and demonstrate increasing utilization as they mature and the biogas resource increases at open landfills.
Current wording
(2)Inlet Design Capacity Utilization is measured as the Volume of Inlet Gas for a period, divided by the total Design Capacity for such period. The Volume of Inlet Gas varies over time depending on, among other factors, (i) the quantity and quality of waste deposited at the landfill, (ii) waste management practices by the landfill, and (iii) the construction, operations and maintenance of the landfill gas collection system used to recover the landfill gas. The Design Capacity for each facility will typically be correlated to the amount of landfill gas expected to be generated by the landfill during the term of the related gas rights agreement. The Company expects Inlet Design Capacity Utilization to be in the range of 75-85% on an aggregate basis over the next several years. Typically, newer facilities perform at the lower end of this range and demonstrate increasing utilization as they mature and the biogas resource increases at open landfills. Excludes Sunoma and Biotown.
Previous wording
(3)Utilization of Inlet Gas is measured as RNG Fuel Volume Produced divided by the Volume of Inlet Gas. Utilization of Inlet Gas varies over time depending on availability and efficiency of the facility and the quality of landfill gas (i.e., concentrations of methane, oxygen, nitrogen, and other gases). The Company generally expects Utilization of Inlet Gas to be in the range of 80% to 90%.
Current wording
(3)Utilization of Inlet Gas is measured as RNG Fuel Volume Produced divided by the Volume of Inlet Gas. Utilization of Inlet Gas varies over time depending on availability and efficiency of the facility and the quality of landfill gas (i.e., concentrations of methane, oxygen, nitrogen, and other gases). The Company generally expects Utilization of Inlet Gas to be in the range of 80% to 90%. Excludes Sunoma and Biotown.
Previous wording
(2)We record our ownership interests in these projects as equity method investments in our consolidated financial statements.
Current wording
(2)We record our ownership interests in these projects as equity method investments in our condensed consolidated financial statements.
Previous wording
Comparison of the Three Months Ended March 31, 2025 and 2024
Current wording
Comparison of the Three and Six Months Ended June 30, 2025 and 2024
Previous wording
The following table presents the period-over-period change for each line item in the Company's statement of operations for the three months ended March 31, 2025 and 2024.
Current wording
The following table presents the period-over-period change for each line item in the Company's statement of operations for the three and six months ended June 30, 2025 and 2024.
Previous wording
(3)Revenues from Environmental Attributes in the Renewable Power segment include revenues earned from sales of ISCC carbon sales and RECs.
Current wording
(3)Revenues from Environmental Attributes in the Renewable Power segment include revenues earned from sales of ISCC Carbon Credits and RECs.
Previous wording
Revenue from Fuel Station Services increased by $13.5 million, or 36%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to a $3.4 million increase in revenues from RIN and LCFS minting services from increased volumes related to our new RNG facilities (Prince William, Sapphire, and Polk), a $2.0 million increase in third party RIN sales primarily due to increased volumes, a $7.6 million increase in third party sales of LCFSs related to timing of inventory sales, an increase of $1.7 million in brown gas sales due to increases in price and volumes, a $2.0 million increase from service revenues, partially offset by a $3.1 million decrease in construction revenues due to timing of projects reaching completion.
Current wording
Revenue from Fuel Station Services increased by $21.3 million, or 28%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily due to a $13.9 million increase in revenues from RIN and LCFS minting services (new RNG facilities Prince William, Sapphire, and Polk), a $8.9 million increase in RIN volume, and a $3.5 million increase in GGE volume and $0.9 million increase in GGE price, offset by a $5.4 million decrease in third party RIN sales due to lower price, and a $0.6 million decrease in third party sales of LCFSs due to the timing of inventory sales.
Previous wording
Cost of sales from RNG Fuel increased by $3.8 million, or 46%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to Prince William coming online in the second quarter of 2024 and Polk coming online in the fourth quarter of 2024.
Current wording
Cost of sales from RNG Fuel increased by $6.9 million, or 41%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This increase is primarily attributable to a $4.0 million increase from Prince William, which commenced operations in the second quarter of 2024, and a $3.2 million increase from Polk, which began operations in the fourth quarter of 2024.
Previous wording
Cost of sales from Fuel Station Services increased by $9.4 million, or 31%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to an increase of $11.2 million in higher dispensing fees due to increased volume and sale of environmental credits, and $1.5 million in FPA tolling expense, offset by savings of $3.2 million in equipment, parts construction and other costs, which are in line with the decrease in construction revenues.
Current wording
Cost of sales from Fuel Station Services increased by $17.2 million, or 28%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily due to a increase of $13.8 million in dispensing fees,$5.5 million increase in FPA tolling expense, offset by decrease in expenditure of $2.1 million in equipment, parts construction and other costs, which are in line with the decrease in construction revenues.
Previous wording
Cost of sales from Renewable Power decreased by $2.5 million, or 27%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to a $0.8 million decrease in royalties related to the corresponding decrease in ISCC revenues, and a $1.6 million decrease in expenses, which was primarily driven by the timing of major maintenance and other expenses.
Current wording
Cost of sales from Renewable Power decreased by $2.0 million, or 22%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to a $1.3 million decrease in royalties related to the corresponding decrease in ISCC revenues, and a $1.0 million decrease in expenses, which was primarily driven by the timing of major maintenance and other expenses.
Previous wording
Project development and startup costs increased by $5.3 million, or 675%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to virtual pipeline costs for Prince William and Polk, and project development costs for Central Valley.
Current wording
Project development and startup costs increased by $0.5 million, or 18%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to virtual pipeline costs related to Prince William and Polk facilities.
Previous wording
Selling, general, and administrative expenses increased by a total of $2.8 million, or 21%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to increases in stock based compensation and general corporate expenses.
Current wording
Selling, general, and administrative expenses increased by a total of $3.8 million, or 27%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to increases in professional fees, compensation costs, stock compensation, and general corporate expenses.
Previous wording
Depreciation, amortization, and accretion increased by a total of $2.2 million, or 60%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to depreciation expense on Prince William and Polk, which became operational in the second and fourth quarters of 2024, respectively.
Current wording
Depreciation, amortization, and accretion increased by a total of $1.0 million, or 23%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to depreciation expense on Prince William and Polk, which became operational in the second and fourth quarters of 2024, respectively.
Previous wording
Loss (income) from equity method investments
Current wording
Income from equity method investments
Previous wording
Net income attributable to equity method investments decreased by $4.9 million, or 117%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily attributable to a decrease in the realized price of RINs sold in the first quarter of 2025 as compared with those sold in the first quarter of 2024 on operating facilities (Emerald, Pine, Noble, and BioTown) and our share of non-capitalizable expenses incurred on facilities currently under construction (Atlantic and Burlington).
Current wording
Net income attributable to equity method investments decreased by $1.8 million, or 48%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily attributable to a decrease in the realized price of RINs sold on operating facilities.
Previous wording
Interest and financing expenses, net increased by $2.1 million, or 53%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to an increase in the drawn balance of the OPAL Term Loan.
Current wording
Interest and financing expenses, net increased by $1.4 million, or 28%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is primarily due to an increase in the drawn balance of the OPAL Term Loan.
Previous wording
Other income increased in the three months ended March 31, 2025 compared to the three months ended March 31, 2024 mainly due to increase in unrealized gains.
Current wording
Other income increased by $0.6 million, or 147% the three months ended June 30, 2025 compared to the three months ended June 30, 2024 mainly due to increase in unrealized gains.
Previous wording
Income tax benefit increased by $8.0 million or 100% for three months ended March 31, 2025 compared to the three months ended March 31, 2024. This is primarily due to receipt of net proceeds from sale of ITC credits related to the Sapphire facility in the first quarter of 2025.
Current wording
Income tax benefit increased by $13.7 million or 100% for three months ended June 30, 2025 compared to the three months ended June 30, 2024. This is due to receipt of net proceeds from sale of Investment Tax Credits ("ITCs") for Prince William.
Previous wording
Net loss attributable to redeemable non-controlling interests decreased by $0.5 million, or 28%, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The net loss for the three months ended March 31, 2025 and 2024 reflects the portion of earnings belonging to OPAL Fuels equity holders. The decrease is primarily attributable to higher net income in the current period compared to the same prior-year period.
Current wording
Net income (loss) attributable to redeemable non-controlling interests increased by $4.7 million, or 629%, for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The net income for the three months ended June 30, 2025 and 2024 reflects the portion of earnings belonging to OPAL Fuels equity holders. The increase is primarily attributable to higher net income in the current period compared to the same prior-year period.
Previous wording
As of March 31, 2025, our liquidity was $239.9 million, consisting of $178.4 million of unused capacity under our $450 million senior secured credit facility, $21.4 million of unused capacity under the associated revolver, and $40.1 million of cash and cash equivalents.
Current wording
As of June 30, 2025, our liquidity was $203.2 million, consisting of $138.4 million of unused capacity under our $450 million senior secured credit facility, $35.5 million of unused capacity under the associated revolver, and $29.3 million of cash and cash equivalents.
Previous wording
As of March 31, 2025 and December 31, 2024, the outstanding loan balance (current and non-current) excluding deferred financing costs was $286.6 million.
Current wording
As of June 30, 2025 and December 31, 2024, the outstanding loan balance (current and non-current) excluding deferred financing costs was $311.6 million and $286.6 million, respectively.
Previous wording
As of March 31, 2025 and December 31, 2024, the outstanding loan balance (current and non-current) excluding deferred financing costs was $20.4 million and $20.8 million, respectively.
Current wording
As of June 30, 2025 and December 31, 2024, the outstanding loan balance (current and non-current) excluding deferred financing costs was $20.0 million and $20.8 million, respectively.
Previous wording
The significant assets of Sunoma are parenthesized in the consolidated balance sheets as of March 31, 2025 and December 31, 2024.
Current wording
The significant assets of Sunoma, as well as those of other consolidated variable VIEs, are parenthesized in the condensed consolidated balance sheets as of June 30, 2025 and December 31, 2024.
Previous wording
In November 2021, NextEra subscribed for an aggregate of $100,000,000 of Series A preferred units issued by OPAL Fuels LLC. The Series A preferred units have limited rights to prevent OPAL Fuels LLC from taking certain actions including (i) major issuances of new debt or equity (ii) executing transactions with affiliates which are not at arm-length basis (iii) major disposition of assets and (iv) major acquisition of assets outside of OPAL Fuels LLC’s primary business. The Series A preferred units are entitled to receive dividends at the rate of 8% per annum. Dividends begin accruing for each unit from the date of issuance and are payable each quarter end regardless of whether they are declared. The dividends are mandatory and cumulative. The Company was allowed to elect to issue additional Series A preferred units ( paid-in-kind) in lieu of cash for the first eight dividend payment dates. As of March 31, 2025 and December 31, 2024, there was no accrued preferred dividend payable.
Current wording
In November 2021, NextEra subscribed for an aggregate of $100,000,000 of Series A preferred units issued by OPAL Fuels LLC, a consolidated subsidiary of OPAL Fuels, Inc. The Series A preferred units have limited rights to prevent OPAL Fuels LLC from taking certain actions including (i) major issuances of new debt or equity (ii) executing transactions with affiliates which are not at arm-length basis (iii) major disposition of assets and (iv) major acquisition of assets outside of OPAL Fuels LLC’s primary business. The Series A preferred units are entitled to receive dividends at the rate of 8% per annum. Dividends begin accruing for each unit from the date of issuance and are payable each quarter end regardless of whether they are declared. The dividends are mandatory and cumulative. The Company was allowed to elect to issue additional Series A preferred units ( paid-in-kind) in lieu of cash for the first eight dividend payment dates. As of June 30, 2025 and December 31, 2024, there was no accrued preferred dividend payable.
Previous wording
The following table presents the Company's cash flows for the three months ended months ended March 31, 2025 and 2024:
Current wording
The following table presents the Company's cash flows for the six months ended June 30, 2025 and 2024:
Previous wording
Net cash used in investing activities for the three months ended March 31, 2025 was $9.3 million, a decrease of $12.3 million compared to the $21.6 million used in investing activities for the three months ended March 31, 2024. This was primarily driven by decrease in payments made for the construction of various RNG generation and dispensing facilities of $15.2 million in 2025 compared to 2024, and a $5.2 million increase in distributions from its equity method investments, offset by $4.2 million in contributions to equity method investments, and lower proceeds from sale of short term investments of $3.9 million.
Current wording
This was primarily driven by a decrease in payments made for the construction of various RNG generation and dispensing facilities in 2025 compared to 2024, and an increase in distributions received from equity method investments, partially offset by higher contributions made to equity method investments and lower proceeds from the sale of short-term investments.
Previous wording
Net Cash Used in Financing Activities
Current wording
Net cash provided by financing activities for the six months ended June 30, 2025 was $18.5 million, an increase of $3.5 million compared to the net cash used in financing activities of $15.0 million for the six months ended June 30, 2024.
Previous wording
As of March 31, 2025, we anticipate spending approximately $182.0 million in capital expenditures for the next 12 months for projects and fuel stations currently under construction and our share of contributions in our equity method investment projects. These expenditures do not include any expected contributions from our joint venture partners and primarily relate to our development and construction of new renewable energy facilities and the purchase of equipment used in our Fueling Station services and Renewable Power operations.
Current wording
As of June 30, 2025, we anticipate spending of approximately $185.0 million in capital expenditures for the next 12 months for RNG projects, fuel stations and our share of contributions in our equity method investment projects. This includes projects which have not been fully committed. These expenditures do not include any expected contributions from our joint venture partners and primarily relate to our development and construction of new renewable energy facilities and the purchase of equipment used in our Fueling Station services and Renewable Power operations.
Previous wording
In addition to the above, we also have lease commitments on our vehicle fleets and office leases and quarterly amortization payment obligations under various debt facilities. Please see Note 3. Borrowings and Note 4. Leases to our condensed consolidated financial statements for additional information.
Current wording
In addition to the above, we also have lease commitments on our vehicle fleets and office leases and quarterly amortization payment obligations under various debt facilities. Please see Note 3. Borrowings and Note 12. Commitments and Contingencies to our condensed consolidated financial statements for additional information.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
Cost of sales from Renewable Power decreased by $4.5 million, or 25% for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily due to a $2.2 million decrease in royalties related to corresponding decrease in ISCC revenues, and a $2.5 million decrease in expenses, which was primarily driven by the timing of major maintenance and other expenses.
Current report — wording carried from elsewhere
Net income attributable to equity method investments decreased by $6.8 million, or 85% for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily attributable to a decrease in the realized price of RINs sold on operating facilities.
Current report — wording carried from elsewhere
Interest and financing expenses, net increased by $3.5 million, or 39%, for the six months ended June 30, 2025 compared to the six months ended June 30, 2024. This is primarily due to an increase in the drawn balance of the OPAL Term Loan.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Demand for our converted biogas and associated Environmental Attributes, including RINs and LCFS credits, is heavily influenced by United States federal and state energy regulations together with commercial interest in renewable energy products. Markets for RINs and LCFS credits arise from regulatory mandates that require refiners and blenders to incorporate renewable content into transportation fuels. The EPA annually sets proposed renewable volume obligations ("RVOs") for D3 RINs in accordance with the mandates established by the Energy Independence and Security Act of 2007.
Previous report — wording carried elsewhere
Dividends on Redeemable preferred non-controlling interests remained flat for the three months ended March 31, 2025 compared to the three months ended March 31, 2024.