v3.26.1
Goodwill, Other Intangible Assets and Out-of-market Contracts
 3 Months Ended
Mar. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets and Out-of-market Contracts Note 9. Goodwill, Other Intangible Assets and Out-of-market ContractsNote 9. Goodwill, Other Intangible Assets and Out-of-market ContractsNote 9. Goodwill, Other Intangible Assets and Out-of-market ContractsNote 9. Goodwill, Other Intangible Assets and Out-of-market ContractsNote 9. Goodwill, Other Intangible Assets and Out-of-market Contracts
Note 9. Goodwill, Other Intangible Assets and Out-of-market Contracts
Goodwill
The Company had no goodwill reported on the Consolidated Balance Sheet as of December 31, 2025 or December 31, 2024. Prior to the full impairment of the goodwill in 2024, the Company tested goodwill for impairment annually, or more frequently, if certain changes in circumstances indicated a possibility that an impairment may have existed. During the fourth quarter of 2024, the Company elected to bypass the qualitative assessment as outlined in ASC 350 and performed its annual quantitative impairment test as of October 1, 2024 using the income approach to estimate each reporting unit’s fair value. A discounted cash flow analysis (income approach) was utilized to determine the fair value of each reporting unit. Using the quantitative approach, the Company made various estimates and assumptions in determining the estimated fair value of each reporting unit. Assumptions inherent in the valuation methodologies included estimates of future projected business results, long-term growth rates, and the weighted-average cost of capital. Significant assumptions utilized in the impairment analysis included the weighted-average cost of capital and terminal growth rates for each reporting unit. As a result of the quantitative test, the Company fully impaired goodwill and recognized an impairment charge of $200.3 million and $21.0 million in the goodwill allocated to the IPP reporting unit and IM reporting unit, respectively, on the Consolidated Statements of Operations for the year ended December 31, 2024. The impairment charges were due to a deterioration in macroeconomic conditions, including a tightening of capital markets, increased volatility impacting the Company’s ability to raise capital, increased interest rates, inflationary pressures, and broader overall economic uncertainty. The cumulative effect of these matters contributed to a challenging operating environment, which resulted in downward revisions of management’s prior forecasts of future projected earnings and cash flows. The Company did not recognize any impairment charges on goodwill for the year ended December 31, 2023.
Intangible Assets and Out-of-market Contracts
Intangible Assets
Intangible assets as of December 31, 2025 consisted of the following:
(in thousands)
Gross carrying amount(1)
Accumulated amortizationNet intangible assets as of December 31, 2025
PPA contracts$255,627 $(47,610)$208,017 
REC contracts28,194 (1,650)26,544 
Trademarks1,364 (631)733 
Channel partner relationships47,071 (28,644)18,427 
Other intangible assets2,219 — 2,219 
Total intangible assets, net$334,475 $(78,535)$255,940 
__________________
(1)Gross carrying amount is adjusted for any write offs or impairment charges due to the termination of the PPA contracts.
Intangible assets as of December 31, 2024 consisted of the following:
(in thousands)
Gross carrying amount(1)
Accumulated amortizationNet intangible assets as of December 31, 2024
PPA contracts$361,512 $(64,820)$296,692 
REC contracts46,235 (5,820)40,415 
Trademarks1,364 (585)779 
Channel partner relationships45,708 (23,433)22,275 
Other intangible assets2,191 — 2,191 
Total intangible assets, net$457,010 $(94,658)$362,352 
__________________
(1)Gross carrying amount is adjusted for any write offs or impairment charges due to the termination of the PPA contracts.
The decrease in gross contract intangible assets and related accumulated amortization during the year ended December 31, 2025 includes a decrease of $120.9 million and $45.3 million, respectively, related to the sale of certain subsidiaries of GREC Entity HoldCo as well as Celadon Manager LLC, Dogwood Manager LLC, and certain other subsidiaries, as discussed in Note 3. Acquisitions and Divestitures. The decrease in accumulated amortization is offset by $30.0 million of Total Favorable Amortization expense for the year ended December 31, 2025 noted in the table below.
In conjunction with the annual impairment test of goodwill in 2024 as described above, the Company also performed a quantitative test of the channel partner relationships and trademarks intangible assets and recognized an impairment in the IM reporting segment during the fourth quarter of 2024. The multi-period excess earnings method (income approach) was utilized to determine the fair value of the channel partner relationships intangible assets, and the relief from royalty rate method (income approach) was utilized to determine the fair value of the trademarks intangible assets. Using these methods, the Company made various estimates and assumptions in determining the fair value of the IM segment. As a result of the quantitative test, the Company partially impaired the intangible assets and recognized an impairment of $50.4 million related to intangible assets in the IM reporting segment in the year ended December 31, 2024. Additionally, the Company recorded an impairment of $3.5 million in year ended December 31, 2024 related to favorable PPA contracts presented within Intangible assets, net due to the termination of two PPAs by the offtaker in the fourth quarter of 2024 as a result of events of default for failure to meet existing contractual milestones under the applicable PPA. These charges are reported in Impairment of long-lived assets, net and termination costs on the Consolidated Statements of Operations for the year ended December 31, 2024.
The following table presents amortization expense for the intangible assets related to the favorable PPA and REC contracts recorded on the Consolidated Statements of Operations, including the Contract amortization, net that was recorded as a reduction to revenue in the Consolidated Statements of Operations for the periods indicated below:
For the years ended December 31,
(in thousands)202520242023
Total Favorable Amortization expense$29,991 $36,577 40,792 
Favorable Contract amortization as a reduction to revenue 26,099 28,445 31,571 
Out-of-market Contracts
The Company has PPA and REC contracts that were acquired in an unfavorable position (out-of-market contracts) recorded as liabilities. Out-of-market contract liabilities as of December 31, 2025 consisted of the following:
(in thousands)Gross carrying amountAccumulated amortizationNet out-of-market contracts as of December 31, 2025
PPA contracts$(164,190)$26,985 $(137,205)
REC contracts(17,949)15,346 (2,603)
Total out-of-market contracts, net$(182,139)$42,331 $(139,808)
Out-of-market contract liabilities as of December 31, 2024 consisted of the following:
(in thousands)Gross carrying amountAccumulated amortizationNet out-of-market contracts as of December 31, 2024
PPA contracts$(198,629)$23,127 $(175,502)
REC contracts(19,763)14,625 (5,138)
Total out-of-market contracts, net$(218,392)$37,752 $(180,640)
The following table presents the contract amortization recorded as an increase to revenue related to out-of-market contract liabilities for the periods indicated below:
Year ended December 31,
(in thousands)202520242023
Out-of-market contract amortization(1)
$18,680 $14,145 23,511 
__________________
(1)For the years ended December 31, 2025, 2024, and 2023, the out-of-market contract amortization includes out-of-market contract terminations of $6.9 million, nil, and $9.0 million, respectively.
The amounts recorded to out-of-market contracts are amortized to Contract amortization, net on the Consolidated Statements of Operations similar to favorable PPA and REC contracts.
The following table presents the total amortization expense related to the Company’s finite-lived intangible asset and liabilities, net, which includes contract amortization on PPA and REC contract intangible assets and out-
of-market contracts, net and amortization expense on channel partner relationships and trademark intangible assets for the periods indicated:
Year ended December 31,
(in thousands)202520242023
Amortization expense on channel partner relationships and trademark intangible assets, net$3,893 $8,131 $9,221 
Contract amortization on PPA and REC contracts, intangible assets and out-of-market contracts, net7,419 14,301 8,060 
Total amortization expense related to intangible assets and liabilities, net$11,312 $22,432 $17,281 
Contract amortization on PPA and REC contract intangible assets and out-of-market contracts is recorded within Contract amortization, net on the Consolidated Statements of Operations. Amortization expense on channel partner relationships and trademark intangible assets is recorded within Depreciation, amortization and accretion on the Consolidated Statements of Operations. During the year ended December 31, 2025, the Company derecognized two out-of-market contracts due to the termination of the related PPAs and recognized $6.9 million within Contract amortization, net on the Consolidated Statements of Operations.
Estimated future amortization expense, net for the above amortizable intangible assets and out-of-market contracts for each of the next five years and thereafter are as follows:
(in thousands)
Year ended December 31,Amortization Expense
2026$11,810 
202711,554 
202811,506 
202911,413 
203011,317 
Thereafter58,532 
Total$116,132 
Note 7. Intangible Assets and Out-of-market Contracts
Intangible Assets and Out-of-market Contracts
Intangible Assets
Intangible assets as of March 31, 2026 consisted of the following:
(in thousands)
Gross carrying amount(1)
Accumulated amortizationNet intangible assets as of March 31, 2026
PPA contracts$255,627 $(52,284)$203,343 
REC contracts28,023 (1,676)26,347 
Trademarks1,364 (652)712 
Channel partner relationships47,071 (29,606)17,465 
Other intangible assets5,340 (53)5,287 
Total intangible assets, net$337,425 $(84,271)$253,154 
__________________
(1)Gross carrying amount is adjusted for any write offs or impairment charges due to the termination of the PPA contracts.
Intangible assets as of December 31, 2025 consisted of the following:
(in thousands)
Gross carrying amount(1)
Accumulated amortizationNet intangible assets as of December 31, 2025
PPA contracts$255,627 $(47,610)$208,017 
REC contracts28,194 (1,650)26,544 
Trademarks1,364 (631)733 
Channel partner relationships47,071 (28,644)18,427 
Other intangible assets2,219 — 2,219 
Total intangible assets, net$334,475 $(78,535)$255,940 
__________________
(1)Gross carrying amount is adjusted for any write offs or impairment charges due to the termination of the PPA contracts.
The following table presents amortization expense for the intangible assets related to the favorable PPA and REC contracts recorded on the Consolidated Statements of Operations, including the Contract amortization, net that was recorded as a reduction to revenue in the Consolidated Statements of Operations for the periods indicated below:
Three months ended
March 31,
(in thousands)20262025
Total Favorable Amortization expense$5,906 $9,353 
Favorable Contract amortization as a reduction to revenue 4,871 6,970 
Out-of-market Contracts
The Company has PPA and REC contracts that were acquired in an unfavorable position (out-of-market contracts) recorded as liabilities. Out-of-market contract liabilities as of March 31, 2026 consisted of the following:
(in thousands)Gross carrying amountAccumulated amortizationNet out-of-market contracts as of March 31, 2026
PPA contracts$(164,190)$29,066 $(135,124)
REC contracts(3,071)799 (2,272)
Total out-of-market contracts, net$(167,261)$29,865 $(137,396)
Out-of-market contract liabilities as of December 31, 2025 consisted of the following:
(in thousands)Gross carrying amountAccumulated amortizationNet out-of-market contracts as of December 31, 2025
PPA contracts$(164,190)$26,985 $(137,205)
REC contracts(17,949)15,346 (2,603)
Total out-of-market contracts, net$(182,139)$42,331 $(139,808)
The following table presents the contract amortization recorded as an increase to revenue related to out-of-market contract liabilities for the periods indicated below:
Three months ended
March 31,
(in thousands)20262025
Out-of-market contract amortization(1)
$2,412 $3,821 
__________________
(1)For the three months ended March 31, 2026 and 2025, the out-of-market contract amortization includes out-of-market contract terminations of nil and $6.1 million, respectively.
The amounts recorded to out-of-market contracts are amortized to Contract amortization, net on the Consolidated Statements of Operations similar to favorable PPA and REC contracts.
The following table presents the total amortization expense related to the Company’s finite-lived intangible asset and liabilities, net, which includes contract amortization on PPA and REC contract intangible assets and out-of-market contracts, net and amortization expense on channel partner relationships and trademark intangible assets for the periods indicated:
Three months ended
March 31,
(in thousands)20262025
Amortization expense on channel partner relationships and trademark intangible assets, net$1,035 $2,383 
Contract amortization on PPA and REC contracts, intangible assets and out-of-market contracts, net2,459 (2,921)
Total amortization expense related to intangible assets and liabilities, net$3,494 $(538)
Contract amortization on PPA and REC contract intangible assets and out-of-market contracts is recorded within Contract amortization, net on the Consolidated Statements of Operations. Amortization expense on channel partner relationships and trademark intangible assets is recorded within Depreciation, amortization and accretion on the Consolidated Statements of Operations. During the three months ended March 31, 2025, the Company
derecognized two out-of-market contracts due to the termination of the related PPAs and recognized $6.1 million within Contract amortization, net on the Consolidated Statements of Operations.
Estimated future amortization expense, net for the above amortizable intangible assets and out-of-market contracts for each of the next five years and thereafter are as follows:
(in thousands)
Period ended March 31,Amortization Expense
2026-2027$12,252 
2027-202811,727 
2028-202911,708 
2029-203011,567 
2030-203110,985 
Thereafter57,519 
Total$115,758