PAR PACIFIC HOLDINGS, INC.
For the period ended Sep 30, 2025. Filed Nov 5, 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 5, 2025
PARR$68.06-0.9%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-06.
0000821483-25-000029
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001628280-25-049474
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 184 previous paragraphs and 188 current paragraphs.
96 unchanged; 72 reworded; 19 added; 13 removed; 3 previous and 1 current paragraphs rearranged.
Tables are not compared: 39 previous and 39 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 (19)
Current report
Small Refinery Exemption
Current report
In August 2025, the U.S. Environmental Protection Agency (“EPA”) granted our mainland refineries a combination of full (100%) and partial (50%) small refinery exemptions (“SREs”) from the RFS program for the 2019 through 2024 compliance years. As a result of our historical compliance with the RFS program, we received previously retired RINs related to the 2019 through 2023 compliance years from the EPA and relieved a portion of our 2024 RVO, recording a corresponding gain of $199.5 million in Net Income on our condensed consolidated statement of operations for the three and nine months ended September 30, 2025. This also resulted in gains of $195.9 million in Adjusted Net Income and $202.6 million in Adjusted EBITDA for both the three and nine months ended September 30, 2025. As of September 30, 2025, the EPA has not made a determination with respect to small refinery exemptions for the 2025 compliance year. Accordingly, our recorded RFS obligation for the nine months ended September 30, 2025, reflects 100% of the RFS obligation for the respective period with no assumption of SRE relief.
Current report
On October 21, 2025, we completed the transaction to form the Hawaii Renewables, LLC joint venture. We will operate and manage the Renewable Fuels Facility on behalf of Hawaii Renewables and provide certain services, such as construction management services, operating and corporate services, and terminalling services, to Hawaii Renewables. In addition, at the closing of the transaction, we contributed certain assets to Hawaii Renewables and Alohi contributed $100.0 million in cash in exchange for a minority interest. In connection with the transaction, Hawaii Renewables distributed $83.0 million to Par and approximately $17.0 million of Alohi’s contribution was retained by Hawaii Renewables to fund remaining construction and initial working capital. The construction of the Renewable Fuels Facility is expected to be completed by the end of 2025.
Current report
For the three months ended September 30, 2025, Adjusted Net Income was $302.6 million compared to Adjusted Net Loss of $5.5 million for the three months ended September 30, 2024. The $308.1 million improvement was primarily related to the factors described above for the increase in Adjusted EBITDA, partially offset by a $4.4 million increase in D&A.
Current report
(1)NM - Not meaningful
Current report
(2)For the three and nine months ended September 30, 2024, there was no impact in Operating income from accounting policy differences at our refining and logistics investments.
Current report
(4)For the three and nine months ended September 30, 2024, there was no impact in Operating income from accounting policy differences at our refining and logistics investments.
Current report
(2)For the three and nine months ended September 30, 2024, there was no impact in Operating income from accounting policy differences at our refining and logistics investments.
Current report
Logistics. Operating income for our logistics segment was $30.2 million for the three months ended September 30, 2025, an increase of $4.0 million compared to $26.2 million for the three months ended September 30, 2024. The increase was primarily due to a decrease in cost of revenues of $3.4 million driven by lower employee costs and repair and maintenance expenses and an increase in third-party revenues of $2.1 million, partially offset by an increase in operating expenses, excluding D&A, primarily driven by higher operating costs.
Current report
Retail. Operating income for our retail segment was $19.1 million for the three months ended September 30, 2025, an increase of $0.8 million compared to $18.3 million for the three months ended September 30, 2024. The increase was primarily due to a $0.9 million increase in merchandise margin.
Current report
•Adjusted Gross Margin for the Montana refinery increased by $14.99 per barrel from $12.42 per barrel during the three months ended September 30, 2024, to $27.41 per barrel, including an SRE impact of $10.75 per barrel, during the three months ended September 30, 2025. The increase in Adjusted Gross Margin was primarily due to an SRE benefit of $57.6 million, favorable crack spreads and impacts from realized derivatives, partially offset by unfavorable changes in feedstock costs. The Montana Index improved $2.67 per barrel, or 17%, in the third quarter of 2025 compared to the comparable period in 2024. The Montana 6.3.2.1 Product Crack improved $4.29 per barrel, or 16%.
Current report
•Adjusted Gross Margin for the Washington refinery increased by $30.70 per barrel from $1.76 per barrel during the three months ended September 30, 2024, to $32.46 per barrel, including a SRE benefit impact of $20.96 per barrel, during the three months ended September 30, 2025. The increase in Adjusted Gross Margin was primarily due to an SRE benefit of $74.4 million and favorable crack spreads, partially offset by unfavorable changes in feedstock costs. The Washington Index improved $12.19 per barrel, or 273%, in the third quarter of 2025 compared to the comparable period in 2024. The Washington 3.1.1.1 Product Crack improved $13.52 per barrel, or 107%.
Current report
•Adjusted Gross Margin for the Hawaii refinery increased by $5.30 per barrel from $6.10 per barrel during the three months ended September 30, 2024, to $11.40 per barrel during the three months ended September 30, 2025. The increase in Adjusted Gross Margin was primarily due to favorable purchased product costs and higher crack spreads, partially offset by unfavorable changes in feedstock costs and realized derivatives. The Hawaii Index improved $5.78 per barrel, or 129%, in the third quarter of 2025 compared to the comparable period in 2024. The Singapore 3.1.2 Product Crack improved $5.34 per barrel, or 49%.
Current report
•Adjusted Gross Margin for the Montana refinery increased by $4.35 per barrel from $14.15 per barrel during the nine months ended September 30, 2024, to $18.50 per barrel, including an SRE benefit impact of $4.10 per barrel, during the nine months ended September 30, 2025. The increase was primarily due to an SRE benefit of $57.6 million, favorable realized derivatives impacts, and improved crack spreads, partially offset by unfavorable changes in feedstock costs. The Montana Index declined $2.02 per barrel, or 12%. The Montana 6.3.2.1 Product Crack improved $1.92 per barrel, or 8%.
Current report
Operating Expense (Excluding Depreciation). For the three months ended September 30, 2025, operating expense (excluding depreciation) was $140.0 million, a $7.0 million decrease when compared to $147.0 million for the three months ended September 30, 2024. The decrease was primarily driven by a $14.1 million decrease related to our Montana operations, primarily lower repair and maintenance costs, lower materials and supplies costs, lower travel and entertainment expenses, and lower utility expenses, partially offset by an increase in other operating and employee costs.
Current report
Acquisition and Integration Costs. For the three months ended September 30, 2025, we incurred $2.0 million of acquisition and integration costs, primarily related to the establishment of the renewable fuels facility joint venture. For the three months ended September 30, 2024, we incurred an immaterial amount of acquisition and integration costs. Please read Recent Events Affecting Comparability of Periods - Renewable Fuels Facility Joint Venture and Note 19—Subsequent Events for further information.
Current report
Interest Expense and Financing Costs, Net. For the three months ended September 30, 2025, our interest expense and financing costs were $21.3 million, a decrease of $2.1 million compared to $23.4 million for the three months ended September 30, 2024, primarily due to lower interest expense and fees related to our ABL credit facility driven by a decrease in interest rates. This was partially offset by higher interest expense related to our Term Loan Credit Agreement and interest expense related to our Product Financing Agreement, which closed in June 2025.
Current report
Acquisition and Integration Costs. For the nine months ended September 30, 2025, we incurred $2.0 million of acquisition and integration costs, primarily related to the establishment of the renewable fuel facility joint venture. For the nine months ended September 30, 2024, we incurred an immaterial amount of acquisition and integration costs. Please read Recent Events Affecting Comparability of Periods - Renewable Fuels Facility Joint Venture and Note 19—Subsequent Events for further information.
Current report
Equity Earnings from Laramie Energy, LLC. For the nine months ended September 30, 2025, Equity earnings from Laramie Energy, LLC were $10.8 million, an increase of $7.9 million compared to $2.9 million for the nine months ended
Removed paragraphs (13)
Previous report
For the six months ended June 30, 2025, Adjusted Net Income was $28.0 million compared to $70.2 million for the six months ended June 30, 2024. The $42.2 million decline was primarily related to the same factors described above for the decrease in Adjusted EBITDA, combined with a $6.5 million increase in D&A and a $4.0 million increase in interest expense and financing costs, excluding unrealized interest rate derivative losses (gains), a $1.5 million of cash distributions from Laramie Energy in 2024 with no similar activity in 2025, and a $1.0 million increase in interest, taxes, and depreciation expense related to our YELP and YPLC investments.
Previous report
(2)For the three and six months ended June 30, 2024, there was no impact in Operating income from accounting policy differences at our refining and logistics investments.
Previous report
(4)For the three and six months ended June 30, 2024, there was no impact in Operating income from accounting policy differences at our refining and logistics investments.
Previous report
(2)For the three and six months ended June 30, 2024, there was no impact in Operating income from accounting policy differences at our refining and logistics investments.
Previous report
Logistics. Operating income for our logistics segment was $23.7 million for the three months ended June 30, 2025, an increase of $5.7 million compared to $18.0 million for the three months ended June 30, 2024. The increase was primarily due to lower repair and maintenance costs, lower variable costs, an increase in third-party revenues of $1.8 million, and a $1.2 million gain on sale of assets, net, related to the sale of property in Hawaii, partially offset by a decrease of $3.1 million related to lower throughput as a result of the Wyoming operational incident.
Previous report
Retail. Operating income for our retail segment was $20.8 million for the three months ended June 30, 2025, an increase of $4.7 million compared to $16.1 million for the three months ended June 30, 2024. The increase was primarily due to a $2.6 million decrease in operating expenses primarily driven by lower employee costs, outside services expenses, and repair and maintenance expenses. Other factors contributing to the increased profitability were a $1.2 million increase related to higher fuel margins and $0.7 million related to higher merchandise margins.
Previous report
•Adjusted Gross Margin for the Montana refinery increased by $5.41 per barrel from $16.89 per barrel during the three months ended June 30, 2024, to $22.30 per barrel during the three months ended June 30, 2025. The increase in Adjusted Gross Margin was primarily due to favorable crack spreads, favorable impacts from realized derivatives, and lower inventory financing fees, partially offset by unfavorable changes in feedstock costs and an increase in environmental costs primarily driven by current period production. The Montana Index improved $1.14 per barrel, or 6%, in the second quarter of 2025 compared to the comparable period in 2024.
Previous report
•Adjusted Gross Margin for the Washington refinery increased by $6.80 per barrel from $4.67 per barrel during the three months ended June 30, 2024, to $11.47 per barrel during the three months ended June 30, 2025. The increase was primarily due to favorable crack spreads, partially offset by an increase in environmental costs primarily driven by current period production and unfavorable changes in crude oil differentials and feedstock costs. The Washington Index improved $8.12 per barrel, or 112%, in the second quarter of 2025 compared to the comparable period in 2024. WTI pricing declined $16.98, or 21%, in the second quarter of 2025 compared to the comparable period in 2024.
Previous report
•Adjusted Gross Margin for the Hawaii refinery increased by $0.11 per barrel from $10.07 per barrel during the three months ended June 30, 2024, to $10.18 per barrel during the three months ended June 30, 2025. The increase in Adjusted Gross Margin was primarily due to higher crack spreads, lower purchased product costs, and lower inventory financing fees, partially offset by higher feedstock costs. The Hawaii Index improved $1.16 per barrel, or 16%, in the second quarter of 2025 compared to the comparable period in 2024.
Previous report
•Adjusted Gross Margin for the Montana refinery decreased by $2.18 per barrel from $15.20 per barrel during June 30, 2024, to $13.02 per barrel during the six months ended June 30, 2025. The decrease was primarily due to higher feedstock costs and higher environmental costs as discussed above, partially offset by improving crack spreads. The Montana Index declined $4.40 per barrel, or 24%. The Montana 6.3.2.1 Product Crack improved $0.71 per barrel, or 3%.
Previous report
Operating Expense (Excluding Depreciation). For the three months ended June 30, 2025, operating expense (excluding depreciation) was $148.7 million, a $4.6 million increase when compared to $144.1 million for the three months ended June 30, 2024. The increase was driven by higher repair and maintenance costs in response to our Wyoming operational incident, partially offset by a decrease in retail employee costs.
Previous report
Interest Expense and Financing Costs, Net. For the three months ended June 30, 2025, our interest expense and financing costs were $22.1 million, an increase of $1.7 million compared to $20.4 million for the three months ended June 30, 2024, primarily due to an increase in interest expense related to higher outstanding balances under our ABL Credit Facility. Under our previous Supply and Offtake agreement, terminated in May 2024, inventory financing costs were included in Cost of Sales. Please read Note 8—Inventory Financing Agreements and Note 10—Debt for further information.
Previous report
(2) The acquisition and integration expense related to the Billings Acquisition was pushed down from the Parent Guarantor to the Issuer and Subsidiaries upon consummation of the transaction.
Reworded paragraphs (72)
Previous wording
Our Wyoming refinery experienced an operational incident on the evening of February 12, 2025, and remained safely idled during repair and recovery work through late April 2025, when the refinery returned to full crude operations. The 66 days of idle time impacted comparability between the six months ended June 30, 2025, and June 30, 2024.
Current wording
Our Wyoming refinery experienced an operational incident on the evening of February 12, 2025, and remained safely idled during repair and recovery work through late April 2025, when the refinery returned to full crude operations. The 66 days of idle time impacted comparability between the nine months ended September 30, 2025, and September 30, 2024.
Previous wording
On July 21, 2025, we and Hawaii Renewables, LLC, a subsidiary of the Company (“ProjectCo”), entered into a definitive Equity Contribution Agreement (the “Equity Contribution Agreement”) with Alohi Renewable Energy, LLC (“Alohi”), an entity owned by Mitsubishi Corporation and ENEOS Corporation, pursuant to which we and Alohi will establish ProjectCo as a joint venture, with Alohi owning a 36.5% equity interest in ProjectCo and the Company owning the remaining interest. The joint venture is being formed for the development, construction, ownership and operation of the renewable fuels manufacturing facility co-located with our Hawaii refinery (“Renewable Fuels Facility”). Upon the closing of the transaction, which is subject to the satisfaction of customary closing conditions, including regulatory approvals, a subsidiary of the Company will operate and manage the Renewable Fuels Facility on behalf of ProjectCo and provide certain services, such as construction management services, operating and corporate services and terminalling services, to ProjectCo. In addition, at the closing of the transaction, we will contribute to ProjectCo certain assets related to the Renewable Fuels Facility, we will commit to making cash contributions to ProjectCo of up to $21 million (less certain costs incurred prior to closing) to complete the engineering, construction and delivery of the Renewable Fuels Facility through its commercial operation date, and Alohi will contribute to ProjectCo $100 million in cash. The Renewable Fuels Facility is expected to be completed and operational by the end of 2025.
Current wording
On July 21, 2025, we and Hawaii Renewables, LLC, a subsidiary of the Company (“Hawaii Renewables”), entered into a definitive Equity Contribution Agreement (the “Equity Contribution Agreement”) with Alohi Renewable Energy LLC (“Alohi”), an entity owned by Mitsubishi Corporation and ENEOS Corporation, to establish Hawaii Renewables as a joint venture, with the Company owning a 63.5% equity interest in Hawaii Renewables. The joint venture is being formed for the development, construction, ownership, and operation of the renewable fuels manufacturing facility co-located with our Hawaii refinery (“Renewable Fuels Facility”).
Previous wording
Energy prices are, among other factors, indicators of inflation. Crude oil pricing decreased in the first half of 2025 compared to the first half of 2024. Brent crude oil pricing averaged $70.82 per barrel in the first half of 2025 compared to $83.39 per barrel in the first half of 2024. Average U.S. retail gasoline prices decreased to $3.25 per gallon in the first half of 2025 compared to $3.52 per gallon in the first half of 2024. The overall energy price index increased 7.5% year over year as of June 30, 2025. The U.S. Energy Information Administration (“EIA”) in its July 2025 short term energy outlook forecasts average Brent crude oil pricing to decrease to $69 per barrel in 2025 and $58 per barrel in 2026 due to increased global oil inventories driven by Organization of the Petroleum Exporting Countries (“OPEC”) reversing production cuts and weak global demand growth. On March 5, 2025, OPEC agreed to gradually increase oil production, starting in April 2025, after a period of voluntary output cuts, with the plan being to reverse the 2.2 million barrels per day cuts over an 18-month period. On April 3, 2025, OPEC agreed to phase out oil output cuts by increasing output by 411,000 barrels per day beginning in May 2025. On July 5, 2025, OPEC agreed to increase output by 548,000 barrels per day beginning in August 2025. While inflation has increased relative to the prior year, we do not believe that inflation has had a material effect on our business, financial condition, or results of operations in the first half of 2025.
Current wording
Energy prices are, among other factors, indicators of inflation. Crude oil prices decreased during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024. Brent crude oil prices averaged $69.93 per barrel during the nine months ended September 30, 2025, compared to $81.82 per barrel during the nine months ended September 30, 2024. Average U.S. retail gasoline prices decreased to $3.26 per gallon during the nine months ended September 30, 2025, compared to $3.51 per gallon during the nine months ended September 30, 2024. The overall energy price index increased 6.4% and the total consumer price index increased 3% year over year as of September 30, 2025. The U.S. Energy Information Administration (“EIA”) in its October 2025 short term energy outlook forecasts average Brent crude oil prices to decrease to $62 per barrel in the fourth quarter of 2025 and average $52 per barrel in 2026 due to increased global oil inventories driven by increased production by the Organization of the Petroleum Exporting Countries (“OPEC”) and weak global demand growth. On March 5, 2025, OPEC agreed to gradually increase oil production starting in April 2025, after a period of voluntary output cuts, with the plan to reverse the 2.2 million barrels per day cuts over an 18-month period. On April
Previous wording
Geopolitical tensions in the Middle East and Red Sea region continue in 2025 putting upward pressure on prices. The overall effect of these conflicts and associated actions taken to limit the purchase of Russian petroleum products impacted freight movements and raised the operating costs of many European and other refineries.
Current wording
Geopolitical tensions in the Middle East and Red Sea region continue in 2025, putting upward pressure on prices. The Russia-Ukraine war, the Israel-Palestine conflict, Houthi attacks in the Red Sea, and Iranian activities in the Strait of Hormuz have all continued to disrupt global trade patterns, increase crude oil price volatility, and increase freight costs and delivery times. The overall effect of these conflicts and associated actions taken to limit the purchase of Russian petroleum products in response to Russia’s invasion of Ukraine have raised the operating costs of many European, U.S., and other refineries.
Previous wording
Effective August 1, 2025, the U.S. has adopted new and increased tariffs on countries and specific goods, subject to evolving exemptions. Those policies, along with retaliatory actions by some trading partners and ongoing negotiations around trade policy, have led to increased volatility and unpredictability for global trade.
Current wording
Effective August 1, 2025, the U.S. adopted new and increased tariffs on countries and specific goods, subject to evolving exemptions. In October 2025, the U.S. government announced a series of new and expanded tariffs on imports from China and other countries, including a 100% tariff on certain categories of goods and increased duties. On November 1, 2025, the U.S. government announced a deal with China that retained heightened reciprocal tariffs and suspended (retaining a 10% baseline) and reduced certain China-specific tariffs, effective November 10, 2025. Separately, previously announced tariffs on imports from other countries went into effect on November 1, 2025. Those policies, along with retaliatory actions by some trading partners and ongoing negotiations around trade policy, have led to increased volatility, upward pressure on prices of a wide range of goods, and unpredictability for global trade.
Previous wording
Net Income. Our financial results for the second quarter of 2025 improved from net income of $18.6 million for the three months ended June 30, 2024, to net income of $59.5 million for the three months ended June 30, 2025. The increase was primarily driven by a $40.1 million increase in our refining segment operating income, a $5.7 million increase in our logistics operating income, and a $4.7 million increase in our retail operating income, partially offset by a $10.2 million increase in income tax expense. Please read the discussions of segment and consolidated results below for additional information.
Current wording
Net Income. Our financial results for the third quarter of 2025 improved from net income of $7.5 million for the three months ended September 30, 2024, to net income of $262.6 million for the three months ended September 30, 2025. The increase was primarily driven by a $321.8 million increase in our refining segment operating income and an $8.5 million increase in Equity earnings from Laramie Energy, LLC, partially offset by a $76.2 million increase in income tax expense. Please read the discussions of segment and consolidated results below for additional information.
Previous wording
Adjusted EBITDA and Adjusted Net Income. For the three months ended June 30, 2025, Adjusted EBITDA was $137.8 million compared to $81.6 million for the three months ended June 30, 2024. The $56.2 million increase was primarily related to a $55.2 million increase in refining segment Adjusted Gross Margin and a $3.6 million increase in our logistics segment Adjusted Gross Margin, partially offset by a $4.6 million increase in operating expenses. Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information.
Current wording
Adjusted EBITDA and Adjusted Net Income (Loss). For the three months ended September 30, 2025, Adjusted EBITDA was $372.5 million compared to $51.4 million for the three months ended September 30, 2024. The $321.1 million increase was primarily related to a $308.1 million increase in refining segment Adjusted Gross Margin, an $8.6 million decrease in operating expenses, excluding severance, and a $6.7 million increase in our logistics segment Adjusted Gross Margin. Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information.
Previous wording
Net Income. Our financial results improved from net income of $14.9 million for the six months ended June 30, 2024, to net income of $29.1 million for the six months ended June 30, 2025. The $14.2 million increase was driven by a $17.0 million decrease in general and administrative expenses, a $9.8 million increase in retail segment operating income, a $7.2 million increase in logistics segment operating income, partially offset by an $7.2 million decrease in refining segment operating income, a $5.7 million increase in interest expense and financing costs, and a $6.0 million increase in income tax expense. Please read the discussions of segment and consolidated results below for additional information.
Current wording
Net Income. Our financial results improved from net income of $22.4 million for the nine months ended September 30, 2024, to net income of $291.7 million for the nine months ended September 30, 2025. The $269.3 million increase was driven by a $314.6 million increase in refining segment operating income, a $15.2 million decrease in general and administrative expenses, an $11.2 million increase in logistics segment operating income and a $10.5 million increase in retail segment income, partially offset by an $82.2 million increase in income tax expense. Please read the discussions of segment and consolidated results below for additional information.
Previous wording
Adjusted EBITDA and Adjusted Net Income. For the six months ended June 30, 2025, Adjusted EBITDA was $148.0 million compared to $176.3 million for the six months ended June 30, 2024. The $28.3 million decrease was primarily due to a $47.6 million decrease in our refining segment Adjusted Gross Margin, partially offset by a $5.7 million increase in our logistics segment Adjusted Gross Margin, a $4.7 million increase in our retail segment Adjusted Gross Margin, a $4.3 million decrease in operating expenses, excluding severance, a $2.3 million decrease in general and administrative expense, excluding depreciation and severance, and a $2.2 million decrease in other expense. Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information.
Current wording
Adjusted EBITDA and Adjusted Net Income. For the nine months ended September 30, 2025, Adjusted EBITDA was $520.5 million compared to $227.7 million for the nine months ended September 30, 2024. The $292.8 million improvement was primarily due to a $260.5 million increase in our refining segment Adjusted Gross Margin, a $12.4 million increase in our logistics segment Adjusted Gross Margin, an $11.4 million decrease in operating expenses, excluding severance, and a $5.6 million increase in our retail segment Adjusted Gross Margin. Please read the discussion of Adjusted Gross Margin by Segment and the Discussion of Consolidated Results below for additional information.
Previous wording
For the three months ended June 30, 2025, Adjusted Net Income was $78.3 million compared to $28.5 million for the three months ended June 30, 2024. The $49.8 million improvement was primarily related to the factors described above for the increase in Adjusted EBITDA and a $1.5 million of cash distributions from Laramie Energy in 2024 with no similar activity in 2025, partially offset by a $2.6 million increase in D&A and a $1.0 million increase in interest expense and financing costs, excluding unrealized interest rate derivative losses (gains).
Current wording
For the nine months ended September 30, 2025, Adjusted Net Income was $330.6 million compared to $64.7 million for the nine months ended September 30, 2024. The $265.9 million improvement was primarily related to the same factors described above for the increase in Adjusted EBITDA, partially offset by a $10.9 million increase in D&A, a $10.2 million increase in Income tax expense, net of impacts due to changes in the valuation allowance and other deferred tax items, and a $2.7 million increase in interest expense and financing costs, excluding unrealized interest rate derivative losses (gains).
Previous wording
The following tables summarize our consolidated results of operations for the three and six months ended June 30, 2025, compared to the three and six months ended June 30, 2024 (in thousands). The following should be read in conjunction with our condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q.
Current wording
The following tables summarize our consolidated results of operations for the three and nine months ended September 30, 2025, compared to the three and nine months ended September 30, 2024 (in thousands). The following should be read in conjunction with our condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
The following tables summarize our operating income (loss) by segment for the three and six months ended June 30, 2025 and 2024 (in thousands). The following should be read in conjunction with our condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q.
Current wording
The following tables summarize our operating income (loss) by segment for the three and nine months ended September 30, 2025 and 2024 (in thousands). The following should be read in conjunction with our condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $152.8 million and $165.1 million for the three months ended June 30, 2025 and 2024, respectively.
Current wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $164.1 million and $164.6 million for the three months ended September 30, 2025 and 2024, respectively.
Previous wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $301.7 million and $322.9 million for the six months ended June 30, 2025 and 2024, respectively.
Current wording
(2)Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $465.8 million and $487.4 million for the nine months ended September 30, 2025 and 2024, respectively.
Previous wording
Below is a summary of key operating statistics for the refining segment for the three and six months ended June 30, 2025 and 2024:
Current wording
Below is a summary of key operating statistics for the refining segment for the three and nine months ended September 30, 2025 and 2024:
Previous wording
(1)We calculate Adjusted Gross Margin per barrel by dividing Adjusted Gross Margin by total refining throughput. Adjusted Gross Margin for our Washington refinery is determined under the last-in, first-out (“LIFO”) inventory costing method. Adjusted Gross Margin for our other refineries is determined under the first-in, first-out (“FIFO”) inventory costing method. Total Refining Segment Adjusted Gross Margin per barrel is presented net of intercompany profit in inventory of approximately $0.29 per barrel and $0.19 per barrel for the three and six months ended June 30, 2025, respectively, which represents margin on intercompany sales where the inventory remains on our condensed consolidated balance sheet at period end.
Current wording
(1)We calculate Adjusted Gross Margin per barrel by dividing Adjusted Gross Margin by total refining throughput. Adjusted Gross Margin for our Washington refinery is determined under the last-in, first-out (“LIFO”) inventory costing method. Adjusted Gross Margin for our other refineries is determined under the first-in, first-out (“FIFO”) inventory costing method. Total Refining Segment Adjusted Gross Margin per barrel is presented net of intercompany profit in inventory of $0.12 per barrel for the nine months ended September 30, 2025, which represents margin on intercompany sales where the inventory remains on our condensed consolidated balance sheet at period end. Intercompany profit in inventory per barrel for the three months ended September 30, 2025, was immaterial. For the three and nine months ended September 30, 2025, Adjusted Gross Margin per barrel includes the SRE impact related to the 2019 through 2024 compliance years.
Previous wording
(5)Beginning in 2025, we established the Washington Index as a new benchmark for our Washington refinery. We believe the Washington Index, which incorporates local market cracks, regional crude oil prices, and management’s estimates for other costs of sales, better reflects the key drivers impacting our Washington refinery’s financial performance compared to prior reported market indices. Beginning in 2025, market cracks have been updated to reflect local market product pricing, which better reflects our Washington refinery’s refined product sales price compared to prior reported market indices. The Washington Index is calculated as the Washington 3.1.1.1 Product Crack, less Washington crude costs, less other costs of sales, including inflation-adjusted product delivery costs, yield loss expense and state and local taxes. The Washington 3.1.1.1 Product Crack is calculated by taking one part gasoline (Tacoma E10), one part distillate (Tacoma ULSD) and one part secondary products (USGC VGO and Rocky Mountain Rail Asphalt) as created from a barrel of WTI crude oil, less
Current wording
(5)Beginning in 2025, we established the Washington Index as a new benchmark for our Washington refinery. We believe the Washington Index, which incorporates local market cracks, regional crude oil prices, and management’s estimates for other costs of sales, better reflects the key drivers impacting our Washington refinery’s financial performance compared to prior reported market indices. Beginning in 2025, market cracks have been updated to reflect local market product pricing, which better reflects our Washington refinery’s refined product sales price compared to prior reported market indices. The Washington Index is calculated as the Washington 3.1.1.1 Product Crack, less Washington crude costs, less other costs of sales, including inflation-adjusted product delivery costs, yield loss expense and state and local taxes. The Washington 3.1.1.1 Product Crack is calculated by taking one part gasoline (Tacoma E10), one part distillate (Tacoma ULSD) and one part secondary products (USGC VGO and Rocky Mountain Rail Asphalt) as created from a barrel of WTI crude oil, less 100% of the RVO cost for gasoline and ULSD. Asphalt pricing is lagged by one month. The Washington crude cost is calculated as 67% Bakken Williston differential to WTI and 33% WCS Hardisty differential to WTI. The Washington crude cost is lagged by one month and includes an inflation-adjusted crude delivery cost. Other costs of sales and crude delivery costs are based on historical averages and management’s estimates.
Previous wording
Below is a summary of key operating statistics for the retail segment for the three and six months ended June 30, 2025 and 2024:
Current wording
Below is a summary of key operating statistics for the retail segment for the three and nine months ended September 30, 2025 and 2024:
Previous wording
(1)For the three and six months ended June 30, 2025 and 2024, there was no impairment expense in Operating income.
Current wording
(1)For the three and nine months ended September 30, 2025 and 2024, there was no impairment expense in Operating income.
Previous wording
(1)For the three and six months ended June 30, 2025, we recognized a non-cash deferred tax expense of $15.5 million and $8.6 million, respectively, related to deferred state and federal tax liabilities. For the three and six months ended June 30, 2024, we recognized a non-cash deferred tax expense of $6.2 million and $3.5 million, respectively, related to deferred state and federal tax liabilities. This tax expense is included in Income tax expense (benefit) on our condensed consolidated statements of operations.
Current wording
(1)For the three and nine months ended September 30, 2025, we recognized a non-cash deferred tax expense of $72.7 million and $81.3 million, respectively, related to deferred state and federal tax liabilities. For the three and nine months ended September 30, 2024, we recognized a non-cash deferred tax expense of $5.7 million and $9.2 million, respectively, related to deferred state and federal tax liabilities. This tax expense is included in Income tax expense (benefit) on our condensed consolidated statements of operations.
Previous wording
(2)For the six months ended June 30, 2025 and 2024, we incurred $0.3 million and $13.1 million of stock-based compensation expenses associated with equity awards modifications, respectively. For the six months ended June 30, 2024, we incurred $2.3 million for an estimated legal settlement unrelated to current operating activities.
Current wording
(2)For the nine months ended September 30, 2025 and 2024, we incurred $0.3 million and $13.1 million of stock-based compensation expenses associated with equity awards modifications, respectively. For the nine months ended September 30, 2024, we incurred $2.3 million for an estimated legal settlement unrelated to current operating activities.
Previous wording
(3)For the three and six months ended June 30, 2025 and 2024, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference. Please read the Non-GAAP Performance Measures discussion above for information regarding changes to the components of Adjusted Net Income (Loss) and Adjusted EBITDA made during the reporting periods.
Current wording
(3)For the three and nine months ended September 30, 2025 and 2024, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference. Please read the Non-GAAP Performance Measures discussion above for information regarding changes to the components of Adjusted Net Income (Loss) and Adjusted EBITDA made during the reporting periods.
Previous wording
(1)For the three and six months ended June 30, 2025 and 2024, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference.
Current wording
(1)For the three and nine months ended September 30, 2025 and 2024, there was no change in value of contingent consideration, change in value of common stock warrants, impairment expense, impairments associated with our investment in Laramie Energy, or our share of Laramie Energy’s asset impairment losses in excess of our basis difference.
Previous wording
Refining. Operating income for our refining segment was $81.3 million for the three months ended June 30, 2025, an increase of $40.1 million compared to $41.2 million for the three months ended June 30, 2024. Please read the Adjusted Gross Margin discussion below for additional information. The increase in operating income was primarily driven by:
Current wording
Refining. Operating income for our refining segment was $340.8 million for the three months ended September 30, 2025, an increase of $321.8 million compared to $19.0 million for the three months ended September 30, 2024. Please read the Adjusted Gross Margin discussion below for additional information. The increase in operating income was primarily driven by:
Previous wording
Refining. Operating income for our refining segment was $56.6 million for the six months ended June 30, 2025, a decrease of $7.2 million compared to $63.8 million for the six months ended June 30, 2024. The decrease in operating income was primarily driven by:
Current wording
Refining. Operating income for our refining segment was $397.4 million for the nine months ended September 30, 2025, an improvement of $314.6 million compared to $82.8 million for the nine months ended September 30, 2024. The increase in operating income was primarily driven by:
Previous wording
Logistics. Operating income for our logistics segment was $45.6 million for the six months ended June 30, 2025, an increase of $7.2 million compared to $38.4 million for the six months ended June 30, 2024. The increase was primarily due to a decrease in cost of revenues of $5.3 million driven by lower repair and maintenance costs, lower variable expenses, lower environmental costs, and a $1.2 million gain on sale of assets, net, related to the sale of property in Hawaii, partially offset by lower gross margin related to the Wyoming operational incident.
Current wording
Logistics. Operating income for our logistics segment was $75.8 million for the nine months ended September 30, 2025, an increase of $11.2 million compared to $64.6 million for the nine months ended September 30, 2024. The increase was primarily due to a decrease in cost of revenues of $8.7 million driven by lower repair and maintenance costs and lower variable expenses and an increase in third-party revenues of $3.0 million.
Previous wording
Retail. Operating income for our retail segment was $36.8 million for the six months ended June 30, 2025, an increase of $9.8 million compared to $27.0 million for the six months ended June 30, 2024. The increase in operating income was primarily due to a decrease in operating expenses of $4.4 million driven by decreases in employee costs, repairs and maintenance expenses, and outside services costs. Other impacts include a $4.2 million increase in fuel margins and a $1.3 million increase in merchandise margins.
Current wording
Retail. Operating income for our retail segment was $55.8 million for the nine months ended September 30, 2025, an increase of $10.5 million compared to $45.3 million for the nine months ended September 30, 2024. The increase in operating income was primarily due to a decrease in operating expenses, excluding D&A, of $4.5 million driven by decreases in employee costs, repairs and maintenance expenses, and outside services costs. Other impacts include a $2.8 million increase in fuel margins, a $1.5 million increase in merchandise margins and a $1.2 million increase driven by higher fuel sales volumes.
Previous wording
Refining. For the three months ended June 30, 2025, our refining Adjusted Gross Margin was $231.8 million, an increase of $55.2 million compared to $176.6 million for the three months ended June 30, 2024. The increase was primarily driven by a $58.4 million increase in crack spreads and other factors described below.
Current wording
Refining. For the three months ended September 30, 2025, our refining Adjusted Gross Margin was $450.3 million, an increase of $308.1 million compared to $142.2 million for the three months ended September 30, 2024. The increase was primarily driven by an SRE benefit of $202.6 million and a $116.9 million increase in crack spreads, partially offset by unfavorable feedstock costs and other factors described below.
Previous wording
•Adjusted Gross Margin for the Wyoming refinery increased by $3.83 per barrel from $14.74 per barrel during the three months ended June 30, 2024, to $18.57 per barrel during the three months ended June 30, 2025. The increase was primarily driven by higher crack spreads. The Wyoming Index improved $3.96 per barrel, or 23%, in the second quarter of 2025 compared to the comparable period in 2024.
Current wording
•Adjusted Gross Margin for the Wyoming refinery increased by $44.57 per barrel from $13.65 per barrel during the three months ended September 30, 2024, to $58.22 per barrel, including an SRE benefit impact of $40.12 per barrel, during the three months ended September 30, 2025. The increase in Adjusted Gross Margin was primarily driven by an SRE benefit of $70.5 million. The Wyoming Index improved $2.31 per barrel, or 13%, in the third quarter of 2025 compared to the comparable period in 2024. The Wyoming 2.1.1 Product Crack improved $1.99 per barrel or 10%.
Previous wording
Logistics. For the three months ended June 30, 2025, our logistics Adjusted Gross Margin was $34.4 million, an increase of $3.6 million compared to $30.8 million for the three months ended June 30, 2024. The increase is primarily due to decreases in repair and maintenance expenses, lower variable expenses, an increase in third-party revenues of $1.8 million in the three months ended June 30, 2025, partially offset by a decrease of $3.1 million related to lower throughput as a result of the Wyoming operational incident and lower gross margins on our marine assets in Hawaii.
Current wording
Logistics. For the three months ended September 30, 2025, our logistics Adjusted Gross Margin was $43.0 million, an increase of $6.7 million compared to $36.3 million for the three months ended September 30, 2024. The increase is primarily due to an increase in third-party revenues of $2.1 million and lower repair and maintenance and variable expenses of $2.6 million.
Previous wording
Retail. For the three months ended June 30, 2025, our retail Adjusted Gross Margin was $43.6 million, an increase of $2.0 million compared to $41.6 million for the three months ended June 30, 2024. The increase was primarily due to a $1.2 million increase in fuel margins and $0.7 million increase in merchandise margins in the three months ended June 30, 2025, compared to the comparable period in 2024.
Current wording
Retail. For the three months ended September 30, 2025, our retail Adjusted Gross Margin was $43.5 million, an increase of $0.9 million compared to $42.6 million for the three months ended September 30, 2024. The increase was primarily due to a $0.9 million increase in merchandise margins in the three months ended September 30, 2025, compared to the comparable period in 2024.
Previous wording
Refining. For the six months ended June 30, 2025, our refining Adjusted Gross Margin was $336.1 million, a decrease of $47.6 million compared to $383.7 million for the six months ended June 30, 2024. The decrease was primarily driven by a decrease of $108.2 million related to unfavorable feedstock costs and a $34.8 million increase in environmental costs driven by current period production, partially offset by a $47.0 million decrease in purchased product costs and other factors as described below.
Current wording
Refining. For the nine months ended September 30, 2025, our refining Adjusted Gross Margin was $786.4 million, an increase of $260.5 million compared to $525.9 million for the nine months ended September 30, 2024. The increase was primarily driven by an SRE benefit of $202.6 million, and a $106.5 million increase in crack spreads, and other factors as described below.
Previous wording
•Adjusted Gross Margin for the Hawaii refinery decreased by $2.45 per barrel from $12.02 per barrel during the six months ended June 30, 2024, to $9.57 per barrel during the six months ended June 30, 2025. The decrease was primarily due to lower crack spreads, unfavorable changes in crude oil differentials, unfavorable realized derivatives, and higher environmental costs as discussed above, partially offset by lower purchased product costs, and favorable intermediation costs. The Hawaii Index declined $1.39 per barrel, or 14%, and yield increased 1%. The Singapore 3.1.2 Product Crack declined $2.24 per barrel, or 14%.
Current wording
•Adjusted Gross Margin for the Hawaii refinery improved by $0.12 per barrel from $10.06 per barrel during the nine months ended September 30, 2024, to $10.18 per barrel during the nine months ended September 30, 2025. The increase was primarily due to lower purchased product costs, favorable intermediation costs, partially offset by unfavorable changes in feedstock costs and lower realized crack spreads due to product mix. The Hawaii Index improved $1.02 per barrel, or 13%, and yield increased 1%. The Singapore 3.1.2 Product Crack improved $0.31 per barrel, or 2%.
Previous wording
•Adjusted Gross Margin for the Wyoming refinery increased by $4.18 per barrel from $14.83 per barrel during the six months ended June 30, 2024, to $19.01 per barrel during the six months ended June 30, 2025. The increase was primarily driven by higher crack spreads. The Wyoming Index improved $3.52 per barrel, or 20%.
Current wording
•Adjusted Gross Margin for the Wyoming refinery increased by $24.00 per barrel from $14.42 per barrel during the nine months ended September 30, 2024, to $38.42 per barrel, including an SRE benefit impact of $19.86 per barrel, during the nine months ended September 30, 2025. The increase was primarily driven by an SRE benefit of $70.5 million. The Wyoming Index improved $3.12 per barrel, or 18%.The Wyoming 2.1.1 Product Crack improved $3.01 per barrel or 16%.
Previous wording
•Adjusted Gross Margin for the Washington refinery increased by $1.64 per barrel from $5.30 per barrel during the six months ended June 30, 2024 to $6.94 per barrel during the six months ended June 30, 2025. The increase was primarily due to improving crack spreads, partially offset by higher environmental costs as discussed above, and unfavorable changes in feedstock costs. The Washington Index improved $3.58 per barrel, or 58%. The Washington 3.1.1.1 Product Crack improved $4.49 per barrel, or 33%.
Current wording
•Adjusted Gross Margin for the Washington refinery increased by $11.36 per barrel from $4.03 per barrel during the nine months ended September 30, 2024 to $15.39 per barrel, including an SRE benefit impact of $6.94 per barrel, during the nine months ended September 30, 2025. The increase was primarily due to an SRE benefit of $74.4 million and improved crack spreads, partially offset by unfavorable changes in feedstock costs. The Washington Index improved $6.49 per barrel, or 115%. The Washington 3.1.1.1 Product Crack improved $7.53 per barrel, or 57%.
Previous wording
Logistics. For the six months ended June 30, 2025, our logistics Adjusted Gross Margin was $68.4 million, an increase of $5.7 million compared to $62.7 million for the six months ended June 30, 2024. The increase was primarily due to higher marine revenues, lower variable expenses, and decreases in repair and maintenance expenses, partially offset by lower throughput driven by the 2025 Wyoming operational incident.
Current wording
Logistics. For the nine months ended September 30, 2025, our logistics Adjusted Gross Margin was $111.4 million, an increase of $12.4 million compared to $99.0 million for the nine months ended September 30, 2024. The increase was primarily due to a decrease of $8.7 million in cost of revenues driven by lower repair and maintenance costs and lower variable expenses, partially offset by lower throughput driven by the 2025 Wyoming operational incident.
Previous wording
Retail. For the six months ended June 30, 2025, our retail Adjusted Gross Margin was $83.4 million, an increase of $4.7 million compared to $78.7 million for the six months ended June 30, 2024. The increase was primarily due to a $4.2 million increase in fuel margins and an 8% increase in merchandise margins.
Current wording
Retail. For the nine months ended September 30, 2025, our retail Adjusted Gross Margin was $126.9 million, an increase of $5.6 million compared to $121.3 million for the nine months ended September 30, 2024. The increase was primarily due to a $2.8 million increase in fuel margins, a $1.5 million increase in merchandise margins and a 1% increase in sales volumes.
Previous wording
Revenues. For the three months ended June 30, 2025, revenues were $1.9 billion, a $0.1 billion decrease compared to $2.0 billion for the three months ended June 30, 2024. The decrease was primarily driven by lower refining revenue due to a $0.3 billion decrease related to lower crude oil prices, partially offset by a 7.0% increase in sales volumes and a $0.1 billion increase due to higher average product crack spreads. Average Brent crude oil prices decreased 22% and average WTI crude oil prices decreased 21% as compared to the prior period. The Combined Index increased 26% compared to the second quarter of 2024. Please read our key operating statistics for further information. Revenues at our retail segment decreased $6.2 million primarily due to a 6% decline in fuel sales prices.
Current wording
Revenues. For the three months ended September 30, 2025, revenues were $2.0 billion, a $0.1 billion decrease compared to $2.1 billion for the three months ended September 30, 2024. The decrease was primarily driven by lower refining revenue due to a $0.2 billion decrease related to lower crude oil prices and a 4% decrease in sales volumes, partially offset by a $0.1 billion increase due to higher average product crack spreads. Average WTI crude oil prices decreased 14% and average Brent crude oil prices decreased 13% as compared to the prior period. The Combined Index increased 66% compared to the third quarter of 2024. Revenues at our retail segment increased $1.1 million primarily due to a 2% increase in fuel sales volumes. Please read our key operating statistics for further information.
Previous wording
Cost of Revenues (Excluding Depreciation). For the three months ended June 30, 2025, cost of revenues (excluding depreciation) was $1.6 billion, a decrease of $0.2 billion when compared to $1.8 billion for the three months ended June 30, 2024. The decrease was primarily driven by lower crude oil prices as discussed above and favorable derivative activity, partially offset by unfavorable feedstock and environmental costs and a 7.0% increase in refined product sales. Please read Note 8—Inventory Financing Agreements for more information on the Supply and Offtake Agreement terminations.
Current wording
Cost of Revenues (Excluding Depreciation). For the three months ended September 30, 2025, cost of revenues (excluding depreciation) was $1.5 billion, a decrease of $0.4 billion when compared to $1.9 billion for the three months ended September 30, 2024. The decrease was primarily driven by a $0.2 billion benefit related to SREs granted for the 2019 through 2024 compliance years and lower crude oil prices, as discussed above.
Previous wording
Depreciation and Amortization. For the three months ended June 30, 2025, D&A was $34.7 million, an increase of $2.6 million compared to $32.1 million for the three months ended June 30, 2024. The increase was primarily driven by a $4.6 million increase in Montana deferred turnaround asset amortization, partially offset by a $2.4 million decrease at the Hawaii refinery reflecting fully amortized turnaround assets. The Montana refinery completed turnarounds in 2024 and 2025; our Hawaii refinery last completed a turnaround in 2020.
Current wording
Depreciation and Amortization. For the three months ended September 30, 2025, D&A was $36.3 million, an increase of $4.4 million compared to $31.9 million for the three months ended September 30, 2024. The increase was primarily driven by a $4.0 million increase in Montana deferred turnaround asset amortization. We completed turnarounds at the Montana refinery in 2024 and 2025.
Showing the first 40 of 72 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
3, 2025, OPEC agreed to phase out oil output cuts by increasing output by 411,000 barrels per day beginning in May 2025. On July 5, 2025, OPEC agreed to increase output by 548,000 barrels per day beginning in August 2025. On October 5, 2025, OPEC announced an increase in output by 137,000 barrels per day beginning in November 2025. While inflation has increased relative to the prior year, we do not believe that inflation has had a material effect on our business, financial condition, or results of operations for the nine months ended September 30, 2025.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
100% of the RVO cost for gasoline and ULSD. Asphalt pricing is lagged by one month. The Washington crude cost is calculated as 67% Bakken Williston differential to WTI and 33% WCS Hardisty differential to WTI. The Washington crude cost is lagged by one month and includes an inflation-adjusted crude delivery cost. Other costs of sales and crude delivery costs are based on historical averages and management’s estimates.
Previous report — wording carried elsewhere
Debt Extinguishment and Commitment Costs. During the three months ended June 30, 2025, we incurred no debt extinguishment and commitment costs. For the three months ended June 30, 2024, we incurred $1.4 million of debt extinguishment and commitment costs related to the repricing of our Term Loan Credit Agreement, the termination of our LC Facility, and the expiration of our Supply and Offtake Agreement in the second quarter of 2024. Please read Note 8—Inventory Financing Agreements and Note 10—Debt for further information.
Previous report — wording carried elsewhere
Loss (Gain) on Sale of Assets, Net. For the six months ended June 30, 2025, there was a $1.2 million gain on sale of assets, net, which resulted primarily from the sale of property in Hawaii. For the six months ended June 30, 2024, the loss on sale of assets, net was immaterial.