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Derivative Financial Instruments and Fair Value Measurements
9 Months Ended
Sep. 30, 2025
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Financial Instruments and Fair Value Measurements Derivative Financial Instruments and Fair Value Measurements
Interest rate swaps
The Company records the fair value of the interest rate swap as an asset or liability on its balance sheet. This instrument is classified as Level 2 in the fair value hierarchy. The effective portion of the swap is recorded in accumulated other comprehensive income. The Company expects to release $84 from the other comprehensive income in the next twelve months.
The location and amounts of interest rate swaps and their fair values in the condensed consolidated balance sheets are:
September 30,
2025
December 31,
2024
Location of Fair Value Recognized in Balance Sheet
Derivatives designated as cash flow hedges:
Short term portion of the interest rate swaps$84 $238 Prepaid expenses and other current assets
Long term portion of the interest rate swaps— 448 Other long-term assets
Long term portion of the interest rate swaps(95)— Other long-term liabilities
$(11)$686 
The effect of interest rate swaps on the condensed consolidated statement of operations were as follows:
Three months ended September 30,Nine months ended September 30,Location of Gain in Operations from Derivatives
2025 20242025 2024
Gain on net periodic settlements$72 $— $217 $— Interest and financing expense, net
Commodity swap contracts
In February 2025, the Company entered into a power purchase and sale agreement with NextEra Energy Marketing, LLC (together with its affiliates, "NextEra") for sale of electricity over the period from March through December 2025, with a fixed contract price. The forward contract is expected to be settled by physical delivery of electricity on a monthly basis. The Company elected the normal purchase normal sale exclusion and will not apply fair value accounting under ASC 815, Derivatives and Hedging, ("ASC 815").
Additionally, during the nine months ended September 30, 2025, the Company entered into multiple ISDA agreements with JPMorgan Chase, Merrill Lynch, and Investec Bank for pay-variable, receive-fixed, cash-settled natural gas commodity swaps. The Company applied fair value accounting under ASC 815 for these transactions.
The following table summarizes the effect of commodity swaps accounted for as derivatives under ASC 815 on the condensed consolidated statements of operations for the three and nine months ended September 30, 2025 and 2024:
Three months ended September 30,Nine months ended September 30,
Derivatives not designated as hedging instruments:
Location of Gain (Loss) Recognized
2025 20242025 2024
Commodity swaps - realized gain (loss)Revenues - Renewable Power$$200 $(52)$609 
Commodity swaps - unrealized gain (loss)Revenues - Renewable Power12 (170)— (494)
Commodity swaps - realized gainRevenues - RNG Fuel1,029 — 1,900 — 
Commodity swaps - unrealized gainRevenues - RNG Fuel313 — 920 — 
Total realized and unrealized gain$1,362 $30 $2,768 $115 
The following table summarizes the derivative assets and liabilities related to commodity swaps as of September 30, 2025 and December 31, 2024:
Fair Value
September 30, 2025December 31, 2024Location of Fair Value Recognized in Balance Sheet
Derivatives not designated as hedging instruments
Current portion of unrealized gain on commodity swaps$920 $— Prepaid expense and other current assets
Current portion of unrealized loss on commodity swaps(72)(9)Accrued expenses and other current liabilities
Non - current portion of unrealized loss on commodity swaps— (63)Other long-term liabilities
Total commodity swaps - unrealized gain (loss)$848 $(72)
Other derivative liabilities
On July 21, 2022, the Company recorded a derivative liability for the Sponsor Earnout Awards and the OPAL Earnout Awards. The OPAL Earnout Awards expired in December 2024. The change in fair value on Sponsor Earnout and OPAL Earnout Awards is recorded as change in fair value of derivative instruments, net in the condensed consolidated statement of operations for the three and nine months ended September 30, 2025 and 2024.
The following table summarizes the effect of change in fair value of other derivative liabilities on the condensed consolidated statements of operations for the three and nine months ended September 30, 2025 and 2024:
Derivative liabilityThree months ended September 30,Nine months ended September 30,Location of Gain in Operations from Derivatives
2025 20242025 2024
Sponsor Earnout Awards gain$— $278 281 1,457 
$— $278 $281 $1,457 Change in fair value of derivative instruments, net
Fair value measurements
The carrying amount of cash and cash equivalents, accounts receivable, net, and accounts payable and accrued expenses approximates fair value due to their short-term maturities.
The carrying value of the Company's long-term debt, classified as Level 2 within the fair value hierarchy, approximates its fair value as of as of September 30, 2025 and December 31, 2024, because the interest rates are variable and therefore reflect current market conditions.
The Company accounts for asset retirement obligations by recording the fair value of a liability for an asset retirement obligation in the period in which it is incurred and when a reasonable estimate of fair value can be made. The Company estimated the fair value of its asset retirement obligations based on discount rates ranging from 5.8% to 8.5%.
The fair value of the Sponsor Earnout Awards as of September 30, 2025 was determined using a Black-Scholes valuation model with a distribution of potential outcomes on a daily basis over the 2.0 years remaining in the vesting window. Assumptions used in the valuation are as follows:
Current stock price — The Company's closing stock price of $2.20 as of September 30, 2025;
Expected volatility —50% based on historical and implied volatilities of selected industry peers deemed to be comparable to our business corresponding to the expected term of the awards;
Risk-free interest rate — 3.6% based on the U.S. Treasury yield curve in effect at the time of issuance for zero-coupon U.S. Treasury notes with maturities corresponding to the expected 1.8 year term of the earnout period;
Dividend yield - zero.
Convertible note receivable
In July 2024, the Company purchased a convertible note pursuant to which the Company has the right to convert the note into shares of Class A common stock of the investee for $750. In the third quarter of 2025, the investee underwent an exit event, resulting in the note settlement. The Company received $1,377 in cash proceeds, with an additional $198 remaining in escrow recorded under prepaid expense and other current assets.
There were no transfers of assets between Level 1, Level 2, or Level 3 of the fair value hierarchy as of September 30, 2025.
The Company's assets and liabilities that are measured at fair value on a recurring basis include the following as of September 30, 2025 and December 31, 2024, set forth by level, within the fair value hierarchy:
Fair value as of September 30, 2025
Level 1Level 2Level 3Total
Liabilities:
Earnout liabilities$— $— $23 $23 
Interest rate swap contracts— 95 — 95 
Commodity swap contracts— 72 — 72 
Assets:
Cash and cash equivalents and restricted cash - current and non-current (1)
34,283 — — 34,283 
Interest rate swap contracts— 84 — 84 
Commodity swap contracts— 920 — 920 
Fair value as of December 31, 2024
Level 1Level 2Level 3Total
Liabilities:
Earnout liabilities$— $— $304 $304 
Commodity swap contracts— 72 — 72 
Assets:
Cash and cash equivalents and restricted cash - current and non-current (1)
29,228 — — 29,228 
Interest rate swap contracts— 686 — 686 
Convertible note receivable— — 760 760 
(1) Includes balances in money market accounts of $26,213 and $19,786, respectively as of September 30, 2025 and December 31, 2024.