The Company was involved in a dispute with a third party who served as both the PPA offtaker for one of the Company’s projects and the lessor of the property on which the project is located. The dispute related to the third party’s prevention of the re-energization of a portion of the project following certain events in 2023. On May 20, 2026, the parties entered into a settlement agreement resolving all claims and disputes, terminating the project’s PPA and site lease, and requiring the Company to decommission and remove the project from the third party’s premises at the Company’s sole cost. As a result of the settlement agreement and the associated obligation to remove the project, the Company remeasured its asset retirement obligation to $0.9 million, which is reported within Accounts payable and accrued expenses on the Consolidated Balance Sheets as of June 30, 2026. The corresponding adjustment increased the carrying value of the related long-lived assets and was included in the asset group’s impairment evaluation during the period. Under the settlement agreement, the third party will provide the Company with total consideration of $7.0 million, payable in two installments of $3.5 million each. The first installment was received on June 4, 2026, and the second installment will be received within 30 days after the Company removes the project from the third party’s premises. The first installment received is reported within Other income (expense), net on the Consolidated Statements of Operations for the three and six months ended June 30, 2026. The second installment was not recognized as of June 30, 2026 because receipt is contingent upon completion of the project removal obligation.

On April 17, 2024, Eagle Valley Clean Energy LLC (“EVCE”), a wholly owned subsidiary of the Company, filed a voluntary petition for relief under Chapter 7 of the U.S. Bankruptcy Code with the United States Bankruptcy Court for the District of Colorado. In October 2025, the Chapter 7 trustee for EVCE requested information regarding payments made by EVCE to the Company prior to EVCE’s bankruptcy filing. On April 16, 2026, the trustee filed a complaint against the Company and certain affiliates in the United States Bankruptcy Court for the District of Colorado seeking recovery of certain amounts allegedly transferred to the Company prior to EVCE’s bankruptcy filing. On July 27, 2026, the Company and the other named defendants filed an answer to the complaint denying liability and asserting various affirmative defenses. The Company continues to vigorously defend against the claims. The Company does not believe a loss is probable, and accordingly no accrual has been recorded as of June 30, 2026.

On March 11, 2026, a third party filed a complaint in the United States District Court for the Southern District of New York against a wholly owned subsidiary of the Company, alleging breach of contract and anticipatory repudiation under a Membership Interest Purchase Agreement (“MIPA”) executed in March 2023 in connection with the planned acquisition of a solar and battery storage project located in Montana. On March 12, 2026, the subsidiary commenced arbitration proceedings before the American Arbitration Association arising from the same MIPA. The Company disputes the third party’s claims. On July 22, 2026, the court denied the subsidiary’s motion to compel arbitration, concluding that the subsidiary had not established that an alleged settlement agreement containing an arbitration provision was enforceable. The court’s ruling did not address the merits of the underlying claims, and the litigation remains ongoing. Based on the information available as of June 30, 2026, the Company concluded that a loss associated with this matter was probable and reasonably estimable and, accordingly, recorded an accrual of $1.3 million, which is included in Accounts payable and accrued expenses on the Consolidated Balance Sheets, with the corresponding charge recorded in Other income (expense), net on the Consolidated Statements of Operations. The third party has asserted claims and settlement positions substantially in excess of the accrued amount, and the ultimate resolution of the matter may differ from the amount recorded. Accordingly, additional losses in excess of the amount accrued are reasonably possible. Any amounts asserted by the third party as payable under the MIPA are included in the Company’s membership interest purchase commitments disclosed in this note below. The Company will continue to monitor the matter and will reassess the accrual as additional information becomes available.

On September 9, 2025, certain subsidiaries of the Company filed a Demand for Arbitration with the American Arbitration Association against an EPC contractor and its surety relating to module performance issues at a utility-scale solar photovoltaic project. The Company provided formal notice of claims to the EPC contractor, the module manufacturer, and other potentially responsible parties pursuant to applicable project agreements. Discovery under the arbitration is underway, with hearings scheduled to commence in October 2027. The Company cannot predict the timing or the resolution of this matter. The Company will continue to monitor the matter and will record a liability if and when it becomes probable and reasonably estimable.

The Company may become involved in other legal proceedings, administrative proceedings, claims, or other litigation that arise in the ordinary course of business. Individuals and interest groups may sue to challenge the issuance of a permit for a renewable energy project or seek to enjoin construction of a wind energy project. In addition, the Company may be subject to legal proceedings or claims contesting the construction or operation of its renewable energy projects. In defending itself in these proceedings, the Company may incur significant expenses in legal fees and other related expenses regardless of the outcome of such proceedings. Unfavorable outcomes or developments relating to these proceedings, such as judgments for monetary damages, injunctions, or denial or revocation of permits, could have a material adverse effect on the Company's business, financial condition, and results of operations. In addition, settlement of claims could adversely affect the Company's financial condition and results of operations. Other than described above, as of June 30, 2026, the Company is not aware of any legal proceedings that might have a significant adverse impact on the Company.

The Company is required to provide security under the terms of several of its PPAs, permits, lease agreements, and other project documents as well as many of its loan agreements. As of June 30, 2026, the Company has provided the requisite security for these agreements in the form of standby letters of credit in the aggregate amount of $192.1 million. As of June 30, 2026, no amounts have been drawn under these letters of credit.

Pursuant to various engineering, procurement and construction contracts and membership interest purchase agreements to which certain of the Company's subsidiaries are individually a party, the subsidiaries, and indirectly the Company, have committed an amount of approximately $0.2 billion to complete construction of the facilities and payments under the agreements pursuant to all conditions being met under such agreements. Based upon current construction and payment schedules, the expectation is that these commitments will be fulfilled between 2026 and 2029. The Company plans to use debt and tax equity financing as well as cash on hand to fund such commitments.

Pursuant to various tax equity structures governed by various agreements to which certain of the Company’s subsidiaries maybe a party, the Company has provided unsecured guarantees to support the commitments and obligations of these underlying tax equity agreements in the maximum amount of $0.9 billion as of June 30, 2026. These guarantees will remain in effect through varying dates between September 15, 2029 and September 15, 2033. As of June 30, 2026, the Company is not aware of any events that could trigger a material obligation under these guarantees.

In 2025, the Company entered into a TCPA related to various solar projects in which the Company provided an unsecured guarantee for any indemnification obligation, which covers potential losses due to breaches of representations or covenants or disallowance or recapture of the transferred ITCs. The indemnity is capped at 120% of the face value of the transferred ITCs and is subject to a priority from recovery, first from a tax credit insurance policy, and then from the Class B Member. The Company’s guarantee remains in effect until the third quarter of 2033. As of June 30, 2026, the maximum amount of this guarantee is $57.9 million. The Company is not aware of any events that could trigger the Company’s obligation under this guarantee.

The Company has also entered into certain long-term site control arrangements with landowners that are not within the scope of ASC 842 and therefore are not reflected as ROU assets or lease liabilities on the Company’s Consolidated Balance Sheets. Future minimum payments under the non-cancellable terms of these non-ASC 842 arrangements are as follows for each of the next five years and thereafter: