v3.25.2
Equity
 6 Months Ended
Jun. 30, 2025
Equity [Abstract]  
Equity
4. Equity

Non-controlling Interest

We hold an economic interest and are the sole managing member in Spark HoldCo, with affiliates of Mr. Maxwell holding the remaining economic interests in Spark HoldCo. As a result, we consolidate the financial position and results of operations of Spark HoldCo, and reflect the economic interests owned by these affiliates as a non-controlling interest.

On December 31, 2024, Spark HoldCo distributed $5.0 million in cash to the non-controlling interest holder. As a result of this distribution, the non-controlling interest holder agreed to transfer 206,273 of its shares of Class B Common Stock (the non-controlling interest in Spark HoldCo) to the Company, and the Company modified those shares of Class B Common Stock to be shares of Class A Common Stock. After the distribution and the share transfer, the Company’s equity ownership in Spark HoldCo increased by 2.82%, whereas the equity ownership of the non-controlling interest holder decreased by 2.82%.

On March 31, 2025, Spark HoldCo distributed $6.0 million in cash to the non-controlling interest holder. As a result of this distribution, the non-controlling interest holder agreed to transfer 262,891 of its shares of Class B Common Stock (the non-controlling interest in Spark HoldCo) to the Company, and the Company modified those shares of Class B Common Stock to be shares of Class A Common Stock. After the distribution and the share transfer, the Company’s equity ownership in Spark HoldCo increased by 3.59%, whereas the equity ownership of the non-controlling interest holder decreased by 3.59%.

During the three months ended June 30, 2025, Spark HoldCo distributed $3.0 million in cash to the non-controlling interest holder and distributed pro-rated $3.2 million in cash to the controlling interest holder. The pro rated distribution during the three months ended June 30, 2025 did not result in share transfer and change in equity ownership.

The Company and affiliates owned the following economic interests in Spark HoldCo at June 30, 2025 and December 31, 2024, respectively.

The following table summarizes the effects of changes in the Company's ownership interest in Spark HoldCo's equity (in thousands):
Three Months Ended June 30,Six months ended June 30,
2025202420252024
Net income attributable to Via Renewables, Inc. stockholders$2,739 $7,624 $11,537 $16,191 
Transfers (to) from the non-controlling interest— — — — 
Decrease in Via Renewables additional paid in capital from the equity shift— — (223)— 
Net transfers (to) from non-controlling interest— — (223)— 
Changes from net income attributable to Via Renewables stockholders and transfers (to) from non-controlling interest$2,739 $7,624 $11,314 $16,191 

The CompanyAffiliated Owners
June 30, 202551.79 %48.21 %
December 31, 202448.20 %51.80 %

The following table summarizes the portion of net income and income tax expense attributable to non-controlling interest (in thousands):
Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Net income before taxes allocated to non-controlling interest$1,187 $8,860 $11,472 $20,220 
Less: Income tax expense allocated to non-controlling interest775 789 1,391 1,652 
Net income attributable to non-controlling interests$412 $8,071 $10,081 $18,568 

Class A Common Stock and Class B Common Stock

As a result of the Merger, on June 13, 2024, Mr. Maxwell and his affiliates became the owners of all of the issued and outstanding shares of the Company's Class A common stock and Class B common stock. Effective as of the end of trading on June 13, 2024, the Class A common stock ceased to trade on NASDAQ.

Earnings Per Share

Basic earnings per share (“EPS”) is computed by dividing net income attributable to stockholders (the numerator) by the weighted-average number of Class A common shares outstanding for the period (the denominator). Class B common shares are not included in the calculation of basic earnings per share because they are not participating securities and have no economic interests. Diluted earnings per share is similarly calculated except that the denominator is increased by potentially dilutive securities.

The following table presents the computation of basic and diluted income per share for the three and six months ended June 30, 2025 and 2024 (in thousands, except per share data):
Three Months Ended June 30,Six Months Ended June 30,
2025202420252024
Net income attributable to Via Renewables, Inc. stockholders$2,739 $7,624 $11,537 $16,191 
Less: Dividend on Series A Preferred Stock2,399 2,713 4,727 5,423 
Net income attributable to stockholders of Class A common stock$340 $4,911 $6,810 $10,768 
Basic weighted average Class A common shares outstanding3,792 3,261 3,663 3,247 
Basic earnings per share attributable to stockholders$0.09 $1.51 $1.86 $3.32 
Net income attributable to stockholders of Class A common stock$340 $4,911 $6,810 $10,768 
Effect of conversion of Class B common stock to shares of Class A common stock— — — — 
Diluted net income attributable to stockholders of Class A common stock$340 $4,911 $6,810 $10,768 
Basic weighted average Class A common shares outstanding3,792 3,261 3,663 3,247 
Effect of dilutive Class B common stock— — — — 
Diluted weighted average shares outstanding3,792 3,261 3,663 3,247 
Diluted earnings per share attributable to stockholders$0.09 $1.51 $1.86 $3.32 

The computation of diluted earnings per share for the three and six months ended June 30, 2025 and 2024, respectively, excludes 3.5 million shares of Class B common stock because the effect of their conversion was antidilutive. The Company’s outstanding shares of Series A Preferred Stock were not included in the calculation of diluted earnings per share because they contain only contingent redemption provisions that have not occurred.

Variable Interest Entity

Spark HoldCo is a variable interest entity due to its lack of rights to participate in significant financial and operating decisions and its inability to dissolve or otherwise remove its management. Spark HoldCo owns all of the outstanding membership interests in each of our operating subsidiaries. We are the sole managing member of Spark HoldCo, manage Spark HoldCo’s operating subsidiaries through this managing membership interest, and are considered the primary beneficiary of Spark HoldCo.

The assets of Spark HoldCo cannot be used to settle our obligations except through distributions to us, and the liabilities of Spark HoldCo cannot be settled by us except through contributions to Spark HoldCo. The following table includes the carrying amounts and classification of the assets and liabilities of Spark HoldCo that are included in our condensed consolidated balance sheet as of June 30, 2025 and December 31, 2024 (in thousands):
June 30, 2025December 31, 2024
Assets
Current assets:
   Cash and cash equivalents$61,982 $52,993 
   Accounts receivable47,864 65,354 
   Other current assets56,714 79,704 
   Total current assets166,560 198,051 
Non-current assets:
   Goodwill120,343 120,343 
   Other assets13,709 16,042 
   Total non-current assets134,052 136,385 
   Total Assets$300,612 $334,436 
Liabilities
Current liabilities:
   Accounts payable and accrued liabilities$40,012 $56,560 
   Other current liabilities53,622 61,069 
   Total current liabilities93,634 117,629 
Long-term liabilities:
   Long-term portion of Senior Credit Facility100,000 106,000 
   Subordinated debt — affiliate
— — 
   Other long-term liabilities153 55 
   Total long-term liabilities100,153 106,055 
   Total Liabilities$193,787 $223,684