SPRUCE POWER HOLDING CORP
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
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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 13, 2025
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Item 1. Financial Statements
Note 14. Discontinued Operations
The Company’s discontinued operations related to the XL Grid business had no activity during the three and nine months ended September 30, 2025 and 2024.
The following table provides supplemental details of the Company’s discontinued operations related to the Drivetrain business contained within the unaudited condensed consolidated statements of operations for the three and nine months ended September 30, 2025 and 2024:
| Three Months EndedSeptember 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| (Amounts in thousands) | 2025 | 2024 | 2025 | 2024 |
| Revenues | $16 | $16 | $49 | $53 |
| Operating expenses: | ||||
| Cost of revenues - operations and maintenance | 53 | 20 | 104 | 84 |
| Gain on asset disposal | — | — | — | (81) |
| Total operating expenses | 53 | 20 | 104 | 3 |
| Net income (loss) from discontinued operations | $(37) | $(4) | $(55) | $50 |
The following table presents aggregate carrying amounts of assets and liabilities of discontinued operations related to the Drivetrain business contained within the unaudited condensed consolidated balance sheets:
| As of | ||
|---|---|---|
| (Amounts in thousands) | September 30, 2025 | December 31, 2024 |
| Assets from discontinued operations | $— | $— |
| Liabilities from discontinued operations | $52 | $101 |
Notes to Unaudited Condensed Consolidated Financial Statements
Note 15. Segment Information
As of September 30, 2025 and December 31, 2024, the Company hadone reportable segment, which sells electricity to homeowners and provides related services to the homeowners, as well as to third party owners.
The Company’s CODM is its chief executive officer (“CEO”) who is focused on strategic planning aimed at generating revenue and monetizing the Company’s home solar energy systems and its ability to provide top-tier related servicing solutions to its customers and third parties. The CEO is provided, on a quarterly basis, with the Company’s consolidated segment expenses as presented within the unaudited condensed consolidated statements of operations for the three and nine months ended September 30, 2025 and 2024, which the CEO utilizes to assess the Company’s performance and for making decisions about resource allocation.
The following table presents the Company’s significant segment expenses for the three and nine months ended September 30, 2025 and 2024:
| Three Months Ended September 30, | Nine Months EndedSeptember 30, | |||
|---|---|---|---|---|
| (Amounts in thousands) | 2025 | 2024 | 2025 | 2024 |
| Revenues | $30,727 | $21,378 | $87,784 | $61,881 |
| Expenses: | ||||
| Cost of revenues - solar energy systems depreciation | 7,490 | 5,729 | 22,066 | 17,188 |
| Cost of revenues - operations and maintenance | 1,847 | 3,928 | 7,880 | 11,312 |
| Selling, general and administrative expenses - professional services | 3,305 | 4,668 | 12,618 | 14,345 |
| Selling, general and administrative expenses - compensation and benefits | 6,890 | 5,941 | 20,707 | 20,091 |
| Selling, general and administrative expenses - other | 2,747 | 2,912 | 8,816 | 8,990 |
| Litigation settlements | 373 | 7,205 | 1,074 | 7,205 |
| Impairment of goodwill | — | 28,757 | — | 28,757 |
| Interest expense, net | 12,815 | 11,367 | 38,302 | 29,900 |
| Other segment items, net (1) | (4,026) | 4,425 | (4,784) | (11,330) |
| Total expenses | 31,441 | 74,932 | 106,679 | 126,458 |
| Net loss | $(714) | $(53,554) | $(18,895) | $(64,577) |
(1) Comprised of gain on asset disposal, net, interest income, change in fair value of interest rate swaps, other income, net, and netincome (loss) from discontinued operations for each of the three and nine months ended September 30, 2025 and 2024.
No segment asset information is presented in these unaudited condensed consolidated financial statements since the Company’s CEO does not review segment information at a different level or category other than that presented on the Company’s unaudited condensed consolidated balance sheets as of September 30, 2025 and December 31, 2024.
Notes to Unaudited Condensed Consolidated Financial Statements
Note 16. Share Repurchase Program
In May 2023, the Company’s Board of Directors (the “Board”) approved a share repurchase program for the repurchase of up to $50.0 million of the Company's outstanding common stock through May 15, 2025 (the “Repurchase Program”). In May 2025, the Board authorized the extension of the Repurchase Program to expire on May 15, 2027. The Repurchase Program authorizes the Company to effect repurchases through open market transactions, privately negotiated transactions, Rule 10b5-1 trading plans and/or Rule 10b-18 trading plans, and other means. The Company is not obligated to repurchase any specific number of shares or dollar amount and may discontinue the Repurchase Program at any time. The timing, number and purchase price of share repurchases, if any, will be determined by the Company’s management in its discretion and will depend on a number of factors, including the market price of shares, general market and economic conditions, and other alternatives available to the Company.
During the nine months ended September 30, 2025, the Company repurchased 0.8 million shares of common stock under the Repurchase Program in open market transactions at a weighted-average price of $2.33 per share for an aggregate purchase price of $1.8 million, inclusive of transaction costs. As of September 30, 2025, $42.0 million remained available for future share repurchases under the Repurchase Program.
The Company repurchasedno shares of common stock under the Repurchase Program during the three months ended September 30, 2025, and the three and nine months ended September 30, 2024.
Note 17. Subsequent Events
Management has reviewed all events subsequent to September 30, 2025 and prior to the filing of these unaudited condensed financial statements, the Company has determined there have been no events that have occurred that would require adjustments or disclosures within the unaudited condensed consolidated financial statements.
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