v3.26.3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
9 Months Ended
Sep. 30, 2026
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Principles of Consolidation
The unaudited condensed consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States ("U.S. GAAP") and include the assets and liabilities of the Company and its consolidated subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. In the opinion of management, the Company's financial statements include all normal and recurring adjustments necessary to make the financial statements not misleading and to provide a fair presentation of the Company's financial results for the interim period included in this Quarterly Report. The information included in this Quarterly Report should be read in conjunction with the Company's audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
The Company consolidates all entities in which it holds a majority voting interest, as well as variable interest entities ("VIEs") for which it is determined to be the primary beneficiary. The Company's variable interests in each of the VIEs arise primarily from ownership of membership interests, construction commitments, the provision of operating and maintenance services, and the provision of environmental credit processing services to VIEs. The Company reassesses its primary beneficiary status on an ongoing basis.
Noncontrolling interests related to the Company’s VIEs are presented separately from stockholders' equity (deficit) on the condensed consolidated balance sheets and are reported as non-redeemable non-controlling interests within the condensed consolidated statements of changes in redeemable non-controlling interest, redeemable preferred non-controlling interest and stockholders' equity (deficit).
Change in Accounting Principle
During the quarter ended September 30, 2026, the Company elected to early adopt ASU 2025-10, Accounting for Government Grants Received by Business Entities. The adoption of ASU 2025-10 did not have a material effect on transactions within its scope. Concurrently, the Company elected to voluntarily change its accounting for transferable investment tax credits under IRC §48 (“ITCs”) and clean fuel production tax credits under IRC §45Z (“PTCs”). These credits were previously accounted for as income tax benefits under ASC 740, Income Taxes. The Company now accounts for them by analogy to ASC 832, Government Assistance.

•ITCs are recognized as grants related to assets. The proceeds, net of capitalized transaction costs, reduce the carrying amount of the related property, plant and equipment, or the respective carrying amounts of investments in other entities for projects held through equity method investees. The reduction is recognized in earnings over the useful lives of the related assets, through lower depreciation or through income from equity method investments.
•PTCs are recognized as grants related to income, as a reduction of cost of sales in the period the qualifying fuel is produced and sold and are recognized as government grants receivable on the consolidated balance sheet.
The Company believes the new principle is preferable because these credits (a) arise from the Company’s core operations of building and operating renewable natural gas plants, (b) are expected to be monetized via commercial sales to third parties rather than as an offset to income taxes payable, and (c) are viewed by management as a key source of economic returns rather than as a tax mitigation strategy. The change has been applied retrospectively to all prior periods presented. The cumulative effect of $8,406 is reflected as an increase in accumulated deficit and a decrease in investments in other entities as of January 1, 2025.
The effects of the change on condensed consolidated statements of operations are as follows:
(In thousands of U.S. dollars, except per share data)
Three Months Ended June 30, 2025
Condensed Consolidated Statement of OperationsAs Previously ReportedEffect of ChangeAs Adjusted
Selling, general and administrative ⁽¹⁾$17,460 $(28)$17,432 
Depreciation, amortization, and accretion5,264 (171)5,093 
Income from equity method investments(1,962)(202)(2,164)
Total operating expenses81,283 (401)80,882 
Operating loss(827)401 (426)
Loss before income taxes(6,127)401 (5,726)
Income tax benefit13,686 (13,686)— 
Net income (loss)$7,559 $(13,285)$(5,726)
Net income (loss) attributable to redeemable non-controlling interests$3,982 $(11,063)$(7,081)
Net income (loss) attributable to Class A common stockholders800 (2,222)(1,422)
Comprehensive income (loss)7,223 (13,285)(6,062)
Net income (loss) per share of Class A common stock:
Basic$0.03 $(0.08)$(0.05)
Diluted$0.03 $(0.08)$(0.05)
(In thousands of U.S. dollars, except per share data)
Six Months Ended June 30, 2025
Condensed Consolidated Statement of OperationsAs Previously ReportedEffect of ChangeAs Adjusted
Selling, general and administrative ⁽¹⁾$33,427 $(427)$33,000 
Depreciation, amortization, and accretion11,206 (171)11,035 
Income from equity method investments(1,240)(404)(1,644)
Total operating expenses168,632 (1,002)167,630 
Operating loss(2,769)1,002 (1,767)
Loss before income taxes(12,880)1,002 (11,878)
Income tax benefit21,723 (21,723)— 
Net income (loss)$8,843 $(20,721)$(11,878)
Net income (loss) attributable to redeemable non-controlling interests$2,808 $(17,256)$(14,448)
Net income (loss) attributable to Class A common stockholders565 (3,464)(2,899)
Comprehensive income (loss)7,942 (20,721)(12,779)
Net income (loss) per share of Class A common stock:
Basic$0.02 $(0.12)$(0.10)
Diluted$0.02 $(0.12)$(0.10)
(In thousands of U.S. dollars, except per share data)
Three Months Ended September 30, 2025
Condensed Consolidated Statement of OperationsAs Previously ReportedEffect of ChangeAs Adjusted
Selling, general and administrative ⁽¹⁾$14,376 $(725)$13,651 
Depreciation, amortization, and accretion5,566 (343)5,223 
Income from equity method investments(637)(202)(839)
Total operating expenses79,769 (1,268)78,501 
Operating income3,588 1,268 4,856 
Loss before income taxes(3,181)1,268 (1,913)
Income tax benefit (provision)14,567 (14,567)— 
Net income (loss)$11,386 $(13,299)$(1,913)
Net income (loss) attributable to redeemable non-controlling interests$7,226 $(11,073)$(3,847)
Net income (loss) attributable to Class A common stockholders1,450 (2,226)(776)
Comprehensive income (loss)11,306 (13,302)(1,996)
Net income (loss) per share of Class A common stock:
Basic$0.05 $(0.08)$(0.03)
Diluted$0.05 $(0.08)$(0.03)
(In thousands of U.S. dollars, except per share data)
Nine Months Ended September 30, 2025
Condensed Consolidated Statement of OperationsAs Previously ReportedEffect of ChangeAs Adjusted
Selling, general and administrative ⁽¹⁾$47,803 $(1,153)$46,650 
Depreciation, amortization, and accretion16,772 (514)16,258 
Income from equity method investments(1,877)(606)(2,483)
Total operating expenses248,401 (2,272)246,129 
Operating income (loss)819 2,272 3,091 
Loss before income taxes(16,061)2,272 (13,789)
Income tax benefit (provision)36,290 (36,290)— 
Net income (loss)$20,229 $(34,018)$(13,789)
Net income (loss) attributable to redeemable non-controlling interests$10,034 $(28,329)$(18,295)
Net income (loss) attributable to Class A common stockholders2,015 (5,689)(3,674)
Comprehensive income (loss)19,245 (34,018)(14,773)
Net income (loss) per share of Class A common stock:
Basic$0.07 $(0.20)$(0.13)
Diluted$0.07 $(0.20)$(0.13)
(In thousands of U.S. dollars, except per share data)
Three Months Ended March 31, 2026
Condensed Consolidated Statement of OperationsAs Previously ReportedEffect of ChangeAs Adjusted
Cost of sales – RNG fuel ⁽¹⁾
$12,829 $(5,709)$7,120 
Selling, general and administrative ⁽¹⁾15,184 (148)15,036 
Depreciation, amortization, and accretion5,613 (344)5,269 
Loss from equity method investments1,757 (319)1,438 
Total operating expenses78,218 (6,520)71,698 
Operating (loss) income(4,843)6,520 1,677 
Loss before income taxes(11,302)6,520 (4,782)
Income tax benefit (provision)5,709 (5,709)— 
Net loss$(5,593)$811 $(4,782)
Net loss attributable to redeemable non-controlling interests$(12,567)$670 $(11,897)
Net loss attributable to Class A common stockholders(2,642)141 (2,501)
Comprehensive loss(4,378)811 (3,567)
(In thousands of U.S. dollars, except per share data)
Three Months Ended June 30, 2026
Condensed Consolidated Statement of OperationsAs Previously ReportedEffect of ChangeAs Adjusted
Cost of sales – RNG fuel ⁽¹⁾
$12,282 $(4,921)$7,361 
Depreciation, amortization, and accretion5,167 (344)4,823 
Loss from equity method investments597 (319)278 
Total operating expenses86,410 (5,584)80,826 
Operating (loss) income(3,011)5,584 2,573 
Loss before income taxes(8,885)5,584 (3,301)
Income tax benefit (provision)4,738 (4,921)(183)
Net loss$(4,147)$663 $(3,484)
Net loss attributable to redeemable non-controlling interests$(7,136)$548 $(6,588)
Net loss attributable to Class A common stockholders(1,501)115 (1,386)
Comprehensive loss(2,820)663 (2,157)
(In thousands of U.S. dollars, except per share data)
Six Months Ended June 30, 2026
Condensed Consolidated Statement of OperationsAs Previously ReportedEffect of ChangeAs Adjusted
Cost of sales – RNG fuel ⁽¹⁾
$25,111 $(10,630)$14,481 
Selling, general and administrative ⁽¹⁾29,458 (148)29,310 
Depreciation, amortization, and accretion10,780 (687)10,093 
Loss from equity method investments2,354 (638)1,716 
Total operating expenses164,628 (12,104)152,524 
Operating (loss) income(7,854)12,104 4,250 
Loss before income taxes(20,187)12,104 (8,083)
Income tax benefit (provision)10,447 (10,630)(183)
Net loss$(9,740)$1,474 $(8,266)
Net loss attributable to redeemable non-controlling interests$(19,703)$1,218 $(18,485)
Net loss attributable to Class A common stockholders(4,143)256 (3,887)
Comprehensive loss(7,198)1,474 (5,724)
Net loss per share of Class A common stock:
Basic$(0.14)$0.01 $(0.13)
Diluted$(0.14)$0.01 $(0.13)
(In thousands of U.S. dollars, except per share data)
Three Months Ended September 30, 2026
Condensed Consolidated Statement of OperationsUnder Prior Method ⁽ᵃ⁾Effect of ChangeAs Reported
Cost of sales – RNG fuel ⁽¹⁾
$16,420 $(7,282)$9,138 
Depreciation, amortization, and accretion5,384 (344)5,040 
Income from equity method investments(974)(319)(1,293)
Total operating expenses78,605 (7,945)70,660 
Operating income886 7,945 8,831 
(Loss) income before income taxes(6,285)7,945 1,660 
Income tax benefit7,282 (7,282)— 
Net income$997 $663 $1,660 
Net loss attributable to redeemable non-controlling interests$(5,085)$584 $(4,501)
Net loss attributable to Class A common stockholders(1,021)79 (942)
Comprehensive loss3,270 663 3,933 
(In thousands of U.S. dollars, except per share data)
Nine Months Ended September 30, 2026
Condensed Consolidated Statement of OperationsUnder Prior Method ⁽ᵃ⁾Effect of ChangeAs Reported
Cost of sales – RNG fuel ⁽¹⁾
$45,408 $(17,912)$27,496 
Selling, general and administrative ⁽¹⁾36,672 (148)36,524 
Depreciation, amortization, and accretion16,164 (1,031)15,133 
Loss from equity method investments1,380 (957)423 
Total operating expenses243,232 (20,048)223,184 
Operating (loss) income(6,967)20,048 13,081 
Loss before income taxes(26,471)20,048 (6,423)
Income tax benefit (provision)17,729 (17,912)(183)
Net loss$(8,742)$2,136 $(6,606)
Net loss attributable to redeemable non-controlling interests$(24,943)$1,959 $(22,984)
Net loss attributable to Class A common stockholders(5,009)177 (4,832)
Comprehensive loss(3,927)2,136 (1,791)
Net loss per share of Class A common stock:
Basic$(0.18)$0.01 $(0.17)
Diluted$(0.18)$0.01 $(0.17)
The effects of the change on condensed consolidated balance sheets are as follows:
(In thousands of U.S. dollars)
As of December 31, 2025
Condensed Consolidated Balance SheetAs Previously ReportedEffect of ChangeAs Adjusted
Government grants receivable$— $16,456 $16,456 
Total current assets122,682 16,456 139,138 
Property, plant, and equipment, net495,634 (26,641)468,993 
Investments in other entities231,223 (24,500)206,723 
Other long-term assets44,398 (16,456)27,942 
Total assets959,469 (51,141)908,328 
Accrued expenses and other current liabilities63,857 148 64,005 
Total liabilities461,712 148 461,860 
Accumulated deficit(1,307)(51,289)(52,596)
Total stockholders' deficit attributable to the Company(12,930)(51,289)(64,219)
Total stockholders' deficit(10,141)(51,289)(61,430)
Total liabilities, redeemable preferred non-controlling interests, redeemable non-controlling interests and stockholders' equity (deficit)$959,469 $(51,141)$908,328 
(In thousands of U.S. dollars)
As of September 30, 2026
Condensed Consolidated Balance SheetUnder Prior Method ⁽ᵃ⁾Effect of ChangeAs Reported
Government grants receivable$— $17,308 $17,308 
Total current assets167,242 17,308 184,550 
Property, plant, and equipment, net545,979 (25,610)520,369 
Investments in other entities236,943 (23,543)213,400 
Other long-term assets53,576 (17,308)36,268 
Total assets1,073,767 (49,153)1,024,614 
Accumulated deficit98,610 (49,153)49,457 
Total stockholders' deficit attributable to the Company87,822 (49,153)38,669 
Total stockholders' deficit102,102 (49,153)52,949 
Total liabilities, redeemable preferred non-controlling interests, redeemable non-controlling interests and stockholders' equity (deficit)$1,073,767 $(49,153)$1,024,614 
The effects of the change on condensed consolidated statements of cash flows are as follows:

(In thousands of U.S. dollars)Three Months Ended March 31, 2025
Condensed Consolidated Statement of Cash FlowsAs Previously ReportedEffect of ChangeAs Adjusted
Net income (loss)$1,284 $(7,436)$(6,152)
Loss from equity method investments722 (202)520 
Net cash provided by operating activities29,679 (7,638)22,041 
Proceeds from transfer of investment tax credits, net of transaction costs— 7,638 7,638 
Net cash used in investing activities(9,277)7,638 (1,639)
(In thousands of U.S. dollars)
Three Months Ended March 31, 2026
Condensed Consolidated Statement of Cash FlowsAs Previously ReportedEffect of ChangeAs Adjusted
Net income (loss)$(5,593)$811 $(4,782)
Depreciation, amortization, and accretion5,613 (344)5,269 
Loss from equity method investments1,757 (319)1,438 
Deferred income taxes(5,709)5,709 — 
Prepaid expenses and other current and long-term assets ⁽ᵇ⁾8,799 (15,238)(6,439)
Net cash provided by operating activities12,916 (9,381)3,535 
Proceeds from transfer of investment tax credits, net of transaction costs— 9,381 9,381 
Net cash used in investing activities(19,384)9,381 (10,003)
(In thousands of U.S. dollars)Six Months Ended June 30, 2025
Condensed Consolidated Statement of Cash FlowsAs Previously ReportedEffect of ChangeAs Adjusted
Net income (loss)$8,843 $(20,721)$(11,878)
Depreciation, amortization, and accretion11,206 (171)11,035 
Income from equity method investments(1,240)(404)(1,644)
Net cash provided by operating activities21,805 (21,296)509 
Proceeds from transfer of investment tax credits, net of transaction costs— 21,296 21,296 
Net cash used in investing activities(36,026)21,296 (14,730)
(In thousands of U.S. dollars)Six Months Ended June 30, 2026
Condensed Consolidated Statement of Cash FlowsAs Previously ReportedEffect of ChangeAs Adjusted
Net income (loss)$(9,740)$1,474 $(8,266)
Depreciation, amortization, and accretion10,780 (687)10,093 
Loss from equity method investments2,354 (638)1,716 
Deferred income taxes(10,630)10,630 — 
Prepaid expenses and other current and long-term assets ⁽ᵇ⁾10,812 (20,159)(9,347)
Net cash provided by operating activities23,677 (9,380)14,297 
Proceeds from transfer of investment tax credits, net of transaction costs— 9,380 9,380 
Net cash used in investing activities(58,456)9,380 (49,076)
(In thousands of U.S. dollars)Nine Months Ended September 30, 2025
Condensed Consolidated Statement of Cash FlowsAs Previously ReportedEffect of ChangeAs Adjusted
Net income (loss)$20,229 $(34,018)$(13,789)
Depreciation, amortization, and accretion16,772 (514)16,258 
Income from equity method investments(1,877)(606)(2,483)
Net cash provided by operating activities40,016 (35,137)4,879 
Proceeds from transfer of investment tax credits, net of transaction costs— 35,137 35,137 
Net cash used in investing activities(69,933)35,137 (34,796)
(In thousands of U.S. dollars)Nine Months Ended September 30, 2026
Condensed Consolidated Statement of Cash FlowsUnder Prior Method ⁽ᵃ⁾Effect of ChangeAs Reported
Net income (loss)$(8,742)$2,136 $(6,606)
Depreciation, amortization, and accretion16,164 (1,031)15,133 
Loss from equity method investments1,380 (957)423 
Deferred income taxes(17,946)17,912 (34)
Prepaid expenses and other current and long-term assets ⁽ᵇ⁾10,258 (27,441)(17,183)
Net cash provided by operating activities39,971 (9,381)30,590 
Proceeds from transfer of investment tax credits, net of transaction costs— 9,381 9,381 
Net cash used in investing activities(78,100)9,381 (68,719)
(1) Cost of sales – RNG fuels and Selling, general and administrative expenses on the face of the statement of operations also reflected a correction of an immaterial error. Refer to the “Correction of Immaterial Errors” paragraph below.
⁽a⁾ Amounts that would have been reported under the prior method, under which §45Z PTCs and ITCs were accounted for as income tax benefits under ASC 740.
Correction of Immaterial Errors
During the quarter ended September 30, 2026, the Company determined that certain costs previously classified within selling, general and administrative expenses should have been reflected within cost of sales. As a result, cost of sales was understated and selling, general and administrative expenses were overstated by approximately $2,336 and $8,453 for the three and nine months ended September 30, 2025, respectively. The error was not material to previously issued financial statements. The Company has corrected the prior-period amounts in the current presentation. The correction had no impact on previously reported total revenues, total operating expenses, operating income, net income (loss), loss per share, the condensed consolidated balance sheets, or the condensed consolidated statements of cash flows. Prior periods not presented herein will be corrected, as applicable, in future filings. Additionally, the applicable line items in Note 7 have also been corrected for the RNG Fuels and Renewable Power segments.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
The Company's significant estimates and assumptions include the residual values and useful lives of property, plant and equipment; the fair value of long-lived assets; asset retirement obligations; the percentage of completion used for revenue recognition; the incremental borrowing rate used to measure right-of-use assets and lease liabilities; and the fair value of reporting units for goodwill impairment testing.
Accounting Pronouncements Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires additional, disaggregated disclosure about certain income statement expense line items. The ASU is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027. The amendments are to be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact that this guidance will have on the disclosures within our condensed consolidated financial statements.
Recently Adopted Accounting Pronouncements
In December 2025, the FASB issued ASU 2025-10, Accounting for Government Grants Received by Business Entities. The Company early adopted ASU 2025-10 effective July 1, 2026. See "Change in Accounting Principle" above.
Parts Inventory
Parts inventory, also referred to as supplies inventory, consists of shop spare parts inventory and construction site parts inventory. Parts inventory is stated at historical cost, which is determined using the average cost method, and is recorded at the lower of cost or net realizable value. An annual review of inventory is performed to identify obsolete items.
Environmental Credits Held for Sale
For the three months ended September 30, 2026 and 2025, the Company recorded $1,405 and $4,515 as part of Cost of sales - Fuel Station Services in the condensed consolidated statements of operations to adjust environmental credits held for sale to lower of cost and net realizable value. For the nine months ended September 30, 2026 and 2025, the Company recorded $5,607 and $15,055, respectively.
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consist primarily of accrued capital expenditures, accrued payroll and related benefits, accrued environmental credit rebates, and other miscellaneous accrued operating expenses. Accrued environmental credit rebates represent the Company's liabilities for dispensing services provided by third-party vendors.
September 30,
2026
December 31,
2025
Accrued capital expenditures$28,093 $24,629 
Accrued payroll6,191 7,719 
Accrued environmental credit rebates5,285 4,993 
Accrued expenses12,061 12,062 
Other current liabilities13,809 14,602 
Total accrued expenses and other current liabilities$65,439 $64,005 
Contract Balances
Contract assets consist primarily of costs and estimated earnings in excess of billings and retainage receivables. Costs and estimated earnings in excess of billings represent unbilled amounts earned and reimbursable under construction contracts and arise when revenues have been recognized but amounts are conditional and have yet to be billed under the terms of the contract. Amounts become billable in accordance with contract terms, generally based on progress toward completion and the achievement of contractual milestones. Cost and estimated earnings in excess of billings amounted to $7,282 and $6,489 as of September 30, 2026 and December 31, 2025, respectively.
Contract liabilities consist of billings in excess of costs and estimated earnings and other deferred construction revenue. Billings in excess of costs and estimated earnings represent amounts billed to or collected from customers in advance of the satisfaction of the related performance obligations. These amounts are recognized as revenue as the Company satisfies its performance obligations over the remaining contract term.
During the nine months ended September 30, 2026, the Company recognized revenue of $3,287 that was included in contract liabilities at December 31, 2025. During the nine months ended September 30, 2025, the Company recognized revenue of $3,404 that was included in contract liabilities at December 31, 2024.
Impairment
During the nine months ended September 30, 2026, the Company recognized impairment charges of $3,595 related to certain long-lived assets in its Renewable Power segment and $561 related to certain long-lived assets in its Fuel Station Services segment. The impairment within its Renewable Power segment resulted from the Company's decision to repurpose a renewable power facility for use as an RNG facility. As a result of the change in intended use, certain assets associated with the renewable power facility were no longer expected to be utilized and had no alternative future use. Accordingly, the Company determined that the fair value of the affected assets was zero and recorded an impairment charge equal to their carrying value.
Remaining Performance Obligations
The Company's remaining performance obligations represent the unrecognized revenue value of its contract commitments. The Company's remaining performance obligations may significantly vary each reporting period based on
the timing of major new contract commitments. As of September 30, 2026, the Company had a remaining performance obligation of $29,969 of which $23,123 is expected to be recognized within the next 12 months.
Significant Customers, Vendors and Concentration of Credit Risk
At September 30, 2026, two customers accounted for 37% of accounts receivable. At December 31, 2025, four customers accounted for 63% of accounts receivable.
During the three and nine months ended September 30, 2026, and three months ended September 30, 2025 no individual vendor accounted for more than 10% of the Company's total volume of total purchases. During the nine months ended September 30, 2025, there was one supplier that accounted for approximately 13% of the Company’s total purchases.
Refer to Note 7. Reportable Segments and Geographic Information for details on revenue concentration.