v3.26.1
Related Parties
 12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
Related Parties
9. RELATED PARTIES
Related parties are represented by Fortistar LLC ("Fortistar") and other affiliates, subsidiaries and entities under common control with Fortistar or NextEra.
Redeemable Preferred Non-controlling Interests
Upon completion of the transaction contemplated by the Business Combination Agreement dated December 2, 2021, by and among ArcLight, OPAL Fuels LLC, and OPAL HoldCo ("Business Combination"), the Company assumed Series A preferred units issued to Nextera. Series A preferred units became issued and outstanding at OPAL Fuels and were recorded as redeemable preferred non-controlling interests. The holder’s redemption option became exercisable on November 29, 2025, and NextEra provided written notice of its intent to exercise the redemption option during the fourth quarter of 2025. See Note 11. Redeemable Non-controlling Interest, Redeemable Preferred Non-controlling Interest and Stockholders' Deficit, for additional information.
As of December 31, 2025 and 2024, there was no accrued preferred dividends payable.
Purchase and Sale Agreement for Environmental Attributes
The Company is party to a purchase and sale agreement with NextEra under which it sells a minimum of 90% of environmental attributes generated by the RNG Fuels business. Proceeds are based on agreed pricing net of a specified discount, and certain quarterly volumes incur an additional fee per attribute.
On March 26, 2025, the Company entered into a North American Energy Standards Board (“NAESB”) Base Contract with NextEra for the sale of RNG ("Green Gas Contract"). Transaction confirmations were executed in March, June, and September and December 2025.
Under this contract, the Company could enter into transaction confirmations on a periodic basis for the sale of RNG generated by the RNG Fuels business and NextEra could elect to utilize the Company to market such RNG to generate RINs for NextEra.The Company concluded that production and dispensing services represent separate performance obligations. Control over K-1 RINs transfers at the time of gas generation or upon delivery of the RINs. Revenue is recognized at the time control is transferred. The consideration associated with dispensing services is recognized into revenue by the Company when it satisfies its performance obligation by pairing the paperwork associated with the dispensing.
Commodity Swap Contracts under ISDA and REC Sales Contracts
The Company entered into an ISDA agreement with NextEra in November 2019. Pursuant to the agreement, the Company entered into commodity swap contracts on a periodic basis. Please see Note 8. Derivative Financial Instruments and Fair Value Measurements for additional information. Additionally, the Company has contracts to sell RECs and capacity to NextEra on multiple Renewable Power facilities at market price. The Company records the realized and unrealized gain (loss) on these commodity swap contracts as well as RECs and capacity sales as part of renewable power revenues.
Revenues Contracts with Equity Method Investment Entities
The Company's wholly owned subsidiary, OPAL Fuel Station Services contracted with Pine Bend RNG LLC ("Pine Bend"), Noble Road RNG LLC ("Noble Road"), Emerald RNG LLC ("Emerald"), Sapphire RNG LLC ("Sapphire"), Atlantic RNG LLC ("Atlantic") and GREP BTB Holdings LLC ("GREP") to dispense RNG and to generate and market resulting RINs. The Company receives non-cash consideration in the form of RINs or LCFSs for providing these services and recognizes the RINs and LCFSs received in prepaid expenses and other current assets based on their estimated fair value at contract inception. Additionally, OPAL Fuel Station Services provides the same services to all wholly-owned subsidiaries of the Company. The revenues earned from the wholly-owned entities are fully eliminated in the consolidated financial statements. The term of these contracts each runs for a term of 10 years.
Service Agreements with Related Parties
The Company has service arrangements with Fortistar LLC and its affiliate Costar Partners LLC (“Costar”), which are related parties due to common ownership and control.
Fortistar provides services to the Company under a management, operations, and maintenance services agreement (“Administrative Services Agreement”). Fees are based on actual time incurred at contractually agreed rates and include a fixed annual payment of $580, adjusted annually for inflation. The Company also receives credits for any services provided by its employees to Fortistar.
Costar provides information technology (“IT”) support services, software licensing, and infrastructure management. Fees are based on actual costs incurred and per‑user licensing charges.
In 2025, the Company amended its Administrative Services Agreement to provide operational and project support services to Wasatch RNG, an affiliate of Fortistar, in exchange for service fees and expense reimbursements.
During the first quarter of 2025, the CFO of Fortistar, served as Interim CFO of the Company. Pursuant to the Interim Services Agreement, the Company paid Fortistar an agreed hourly rate, such that the monthly fee did not exceed $50, on a cumulative basis.
The following table summarizes revenues recorded from related parties:
Year Ended December 31, 2025Year Ended December 31, 2024
RNG fuelFuel Station ServicesRenewable PowerRNG fuelFuel Station ServicesRenewable Power
Environmental Attributes (1)
$67,643 $42,874 $— $68,416 $36,131 $— 
Commodity swaps (2)
— — 6,822 — — 6,912 
Environmental processing (3)
— 8,805 — — 9,677 — 
Service agreements (4)
396 — — — — — 
Total$68,039 $51,679 $6,822 $68,416 $45,808 $6,912 
(1) Represents RIN and LCFS sales to NextEra. Includes revenues of $21,220 and $— recognized under the Green Gas Contract, which were recorded within RNG fuel revenues for the years ended December 31, 2025 and 2024, respectively.
(2) Represents revenue earned under ISDA, REC and capacity sales agreements with NextEra
(3) Represents environmental processing fees earned under agreements with equity method investments, related to the generation and marketing of RINs and LCFS.
(4) Represents management fees earned under an agreement with Fortistar.
The following table summarizes the various fees recorded under the agreements described above which are included in selling, general and administrative expenses:
Year Ended December 31,
20252024
Staffing and management services$2,050 $2,082 
Rent - fixed compensation720 711 
IT services4,133 3,112 
Total$6,903 $5,905 
The following table presents the various balances for related parties included in our consolidated balance sheets as of December 31, 2025 and 2024:
Location in Balance SheetDecember 31, 2025December 31, 2024
Assets:
Trade AR - NextEraAccounts receivable, net of allowance$12,626 $14,522 
Other
Accounts receivable, net of allowance692 — 
Total receivables - related party13,318 14,522 
Liabilities:
Payables to equity method investment entitiesAccounts payable8,450 6,946 
Other
Accounts payable501 986 
Total liabilities - related party$8,951 $7,932