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Borrowings
9 Months Ended
Sep. 30, 2025
Debt Disclosure [Abstract]  
Borrowings Borrowings
The following table summarizes the borrowings under the various debt facilities as of September 30, 2025 and December 31, 2024:
September 30, 2025December 31, 2024
OPAL Term Loan and Revolving Loan$331,618 $286,617 
Less: unamortized debt issuance costs(8,945)(9,122)
Less: current portion(9,349)(10,865)
OPAL Term Loan and Revolving Loan, net of debt issuance costs313,324 266,630 
Sunoma Loan19,539 20,846 
Less: unamortized debt issuance costs(607)(717)
Less: current portion(1,861)(1,756)
Sunoma Loan, net of debt issuance costs17,071 18,373 
Non-current borrowings total$330,395 $285,003 
As of September 30, 2025, principal maturities of debt are expected as follows, excluding any undrawn debt facilities as of the date of the condensed consolidated balance sheets:
OPAL Term LoanSunoma LoanTotal
Fiscal year:
Three months ending December 31, 2025$— $449 $449 
202612,465 1,898 14,363 
202712,465 2,051 14,516 
2028306,688 2,213 308,901 
2029— 2,395 2,395 
2030— 2,589 2,589 
Thereafter— 7,944 7,944 
$331,618 $19,539 $351,157 
Amended OPAL Term Loan and Revolving Loan
On March 3, 2025, OPAL Fuels Intermediate HoldCo LLC, as the borrower (the “Borrower”), certain subsidiaries of the Borrower, as guarantors (the “Guarantors”), the lenders and issuers of letters of credit party thereto and Bank of America, N.A. as the administrative agent (the “Administrative Agent”) entered into that certain Amendment No. 1 to Credit and Guarantee Agreement (the “Credit Agreement Amendment”), with respect to that certain Credit and Guarantee Agreement (the “Credit Agreement”) dated September 1, 2023, by and among the Borrower, the Administrative Agent, the financial institutions from time to time parties thereto as lenders and as issuers of letters of credit, and the other agents and persons from time to time party thereto (as amended, restated, amended and restated, supplemented or otherwise modified and in effect from time to time).
The Credit Agreement Amendment makes certain changes to the applicability of certain financial covenants and modifies other covenants to clarify the use of loan proceeds. Additionally, the Credit Agreement Amendment permits the organizational restructuring of the Guarantors in a manner designed to facilitate the sale of federal investment tax credits and the ability to raise additional future capital.
The Credit Agreement Amendment also eases the conditions precedent to making new Projects eligible for borrowing under the Credit Agreement, extends the availability period for delay draw term loans under the Credit Agreement through March 5, 2026, and extends the commencement of repayment of such term loans until March 31, 2026. The Amendment was accounted for as a modification in the nine month period ended September 30, 2025.
In connection with the Credit Agreement Amendment, the Borrower paid the Administrative Agent, for the account of each lender, a one-time nonrefundable fee of $1,250. These costs have been recorded as a direct reduction against the debt and amortized over the life of the associated debt as a component of interest expense using the effective interest method.
During the nine months ended September 30, 2025, the Company borrowed $40,000 under its term loan, drew $20,000 from its revolving loan and repaid $15,000 on its revolving loan. As of September 30, 2025, the Company utilized $34,517 of availability under the revolver loan to provide for the issuance of letters of credit to support the operations of the Borrower and the Guarantors.
The Company has the ability, during the delayed draw availability period and subject to the satisfaction of certain credit and project-related conditions precedent, to join other newly acquired subsidiaries with comparable renewable projects in development under the credit facility for comparable funding. As of September 30, 2025, the Company is in compliance with the financial covenants under the OPAL Term Loan. The amounts outstanding under the Credit Agreement are secured by the assets of the indirect subsidiaries of OPAL Intermediate Holdco.
Sunoma Loan
On August 27, 2020, Sunoma, an indirect wholly-owned subsidiary of the Company entered into a debt agreement (the "Sunoma Loan Agreement") with Live Oak Banking Company for an aggregate principal amount of $20,000 that was increased to $23,000 in 2022. As of September 30, 2025, Sunoma is in compliance with the financial covenants under the Sunoma Loan Agreement.
The Company also utilized $968 for the issuance of letters of credit to support the operations of the Borrower. The amounts outstanding under the Sunoma Loan are secured by the assets of Sunoma.
2025
For the three and nine months ended September 30, 2025, the weighted average effective interest rate including amortization of debt issuance costs on OPAL Term Loan was 8.8% and 8.5% respectively. For the three and nine months ended September 30, 2025, the interest rate on the Sunoma Loan was 8.7%.
2024
For the three and nine months ended September 30, 2024, the weighted average effective interest rate on OPAL Term Loan including amortization of debt issuance costs was 9.2% and 8.7%, respectively. For the three and nine months ended September 30, 2024, the interest rate on the Sunoma loan was 8.1% and 8.2%, respectively.
The following table summarizes the Company's total interest expense for the three and nine months ended September 30, 2025 and 2024:
Three Months Ended September 30, 2025Nine Months Ended
September 30,
2025 20242025 2024
Sunoma Loan$420 $429 $1,228 $1,330 
OPAL Term Loan (1)
5,568 4,023 15,879 10,341 
Commitment fees and other finance fees449 667 1,405 2,141 
Amortization of deferred financing cost722 191 1,524 1,310 
Interest expense on finance leases25 144 235 432 
Interest income(286)(428)(941)(1,578)
Total interest and financing expense
$6,898 $5,026 $19,330 $13,976 
(1) Excludes $841 and $1,019 of interest capitalized and recorded as part of Property, Plant and Equipment for the three months ended September 30, 2025 and 2024. Excludes $2,082 and $3,093 of interest capitalized and recorded as part of Property, Plant and Equipment for the nine months ended September 30, 2025 and 2024.