Ameresco, Inc. (NYSE:AMRC), a leading energy infrastructure company, today announced financial results for the second quarter ended June 30, 2026. The Company also furnished supplemental information in conjunction with this press release in a Current Report on Form 8-K. The supplemental information, which includes Non-GAAP financial measures, has been posted to the “Investors” section of the Company’s website at www.ameresco.com. Reconciliations of Non-GAAP measures to the appropriate GAAP measures are included herein. All financial result comparisons made are against the prior year period unless otherwise noted.

CEO George Sakellaris commented, “Outstanding second quarter results demonstrated solid execution in key areas of our business, underscoring Ameresco’s position as a leading energy infrastructure company that delivers integrated solutions to provide reliable power and modernize critical building and public infrastructure. This performance supports our expectation for 2026 to be another year of growth and increased profitability.

“One of the highlights of the quarter was the tremendous momentum we experienced in the Power Infrastructure pillar of our business, which resulted in a record 65% increase in our awarded backlog to $4.4 billion, providing substantial visibility for at least the next three to four years. During the quarter, we had a record of $1.8 billion of new awards, driven by $1.2 billion for data center, and $600 million for our other key markets. We successfully advanced three new behind the meter data center projects, bringing the total number of data center projects in our awarded project backlog to five. The dollar amount related to data centers that we added to our awarded backlog this quarter represents only a portion of their potential total value. We expect to add additional contributions to awarded backlog and move projects to contracted backlog as these projects reach further development and construction milestones. And beyond these five data center power infrastructure projects already in our awarded backlog, we have a growing number of additional opportunities in our pipeline,” Mr. Sakellaris concluded.

Second Quarter Financial Results

(All financial result comparisons made are against the prior year period unless otherwise noted.)

(in thousands)

Q2 2026

Q2 2025

 

Revenue

Net Income (Loss) (1)

Adj. EBITDA

Revenue

Net Income (1)

Adj. EBITDA

Projects

$380,903

$4,746

$17,500

$358,088

$4,933

$16,295

Energy Assets

$75,904

($2,751)

$34,831

$62,909

$3,426

$33,787

O&M

$36,193

$8,299

$9,795

$27,955

$2,647

$3,447

Other

$22,464

($576)

$683

$23,332

$1,858

$2,618

Total (2)

$515,464

$9,718

$62,809

$472,284

$12,864

$56,147

 

 

 

 

 

 

 

(1) Net Income (loss) represents net income (loss) attributable to common shareholders.

(2) Numbers in table may not sum due to rounding.

Total revenue increased 9% to $515.5 million, reflecting broad-based growth across each of our core business lines and continued strong execution on project backlog conversion. Project revenue increased 6% to $380.9 million, while Energy Asset revenue grew 21% to $75.9 million, as we continued to expand our portfolio of owned operating assets. O&M revenue increased 29% to $36.2 million, driven by the continued addition of new long-term contracts. Gross margin expanded to 17.7%, reflecting a favorable business mix and strong execution, with meaningful improvement on both a sequential and year-over-year basis.

Net income attributable to common shareholders was $9.7 million, or $0.18 per diluted share, while Non-GAAP EPS was $0.20. Adjusted EBITDA increased 12% to $62.8 million, outpacing revenue growth and reflecting strong operating execution, improved business mix and the continued expansion of our higher margin recurring businesses. EPS reflected higher depreciation and interest expense associated with the growth in our Energy Asset portfolio, a lower tax benefit, and the non-controlling interest impact from the Neogenyx transaction.

Project and Asset Highlights

($ in millions)

 

At June 30, 2026

Awarded Project Backlog (1)

 

$4,424

Contracted Project Backlog

 

$2,302

Total Project Backlog

 

$6,726

12-month Contracted Backlog (2)

 

$1,100

New Contracts

 

$185

New Awards (3)

 

$1,835

 

 

 

Total O&M Revenue Backlog

 

$1,519

12-month O&M Backlog

 

$118

Total Energy Asset Visibility (4)

 

$3,244

Total Revenue Visibility

 

$11,489

 

 

 

Energy Assets Placed into Operation

 

32 MWe

Energy Assets New Awards / Scope Changes (5)

 

(24) MWe

Total Operating Energy Assets

 

822 MWe

Ameresco’s Net Assets in Development (6)

 

513 MWe

 

 

 

(1) Customer contracts that have not been signed yet

(2) We define our 12-month backlog as the estimated amount of revenues that we expect to recognize in the next twelve months from our fully-contracted backlog

(3) Represents estimated future revenues from projects that have been awarded, though the contracts have not yet been signed

(4) Estimated contracted revenue and incentives during PPA period plus estimated additional revenue from operating RNG assets over a 20-year period, assuming RINs at $1.50/gallon and brown gas at $3.50/MMBtu with $3.00/MMBtu for LCFS on certain projects

(5) The reduction is largely attributable to the non-controlling interest from Neogenyx

(6) Net MWe capacity includes only our share of any jointly owned assets

Balance Sheet and Cash Flow Metrics

($ in millions)

June 30, 2026

Total Corporate Debt (1)

$384.8

Corporate Debt Leverage Ratio (2)

3.2X

Non-Core Debt, International JVs (4)

$27.5

 

 

Total Energy Asset Debt (3)

$1,546.6

Energy Asset Book Value (5)

$2,236.3

Energy Debt Advance Rate (6)

69%

 

 

Q2 Cash Flows from Operating Activities

$(107.2)

Plus: Q2 proceeds from Sales of ITC

$20.4

Plus: Q2 Proceeds from Federal ESPC Projects

$21.5

Equals: Q2 Non-GAAP Adjusted Cash from Operations

$(65.3)

 

 

8-quarter rolling average Cash Flows from Operating Activities

($13.6)

Plus: 8-quarter rolling average Proceeds from Sales of ITC

$19.1

Plus: 8-quarter rolling average Proceeds from Federal ESPC Projects

$24.1

Equals: 8-quarter rolling average Non-GAAP Adjusted Cash from Operations

$29.6

 

 

(1) Subordinated debt, term loans, and drawn amounts on the revolving line of credit, net of debt discount and issuance costs

(2) Debt to EBITDA, as calculated under our Sr. Secured Credit Facility

(3) Term loans, sale-leasebacks and construction loan project financings for our Energy Assets in operations and in-construction and development

(4) Non-core Debt associated with our international joint ventures

(5) Book Value of our Energy Assets in operations and in-construction and development

(6) Total Energy Asset Debt divided by Energy Asset Book Value

Unrestricted cash increased to $138.3 million with total corporate debt of $384.8 million. Our corporate leverage was 3.2x, comfortably below our 3.5x covenant. We also strengthened our capital position in Q2, securing $471.0 million of financing commitments, including the $400 million related to the Neogenyx transaction. That capital gives us added flexibility to fund growth, support working capital needs, and continue scaling the Energy Assets portfolio in a disciplined way.

Adjusted Cash from Operations was negative in Q2, primarily due to the timing of project execution, billings and collections. On a rolling eight-quarter basis, Adjusted Cash from Operations was approximately $30 million, compared with $57 million last quarter, primarily reflecting the timing and mix of activity in the period, along with the composition of the rolling period.

Summary and Outlook

“The second quarter represented an important inflection point for Ameresco as our history of successful large-scale integrated power solution deployments made us a trusted partner for many high profile customers in the data center industry. We are experts in behind the meter solutions, and those solutions now are becoming the go-to path for many data center projects which do not have access to grid power. Our building and public infrastructure projects and energy asset activities, together with these large-scale data center power infrastructure opportunities, give Ameresco a tremendous runway for future growth,” concluded CEO George Sakellaris.

Given our first-half performance, the visibility in our backlog, and the financing progress we made in Q2, we remain confident in our outlook for 2026 and are reaffirming our full-year guidance across all metrics and based on improved visibility into investment tax credits expected to be realized in 2026, we are increasing our Non-GAAP EPS. Based on our updated view, we now expect a tax benefit rate in the range of (25%) to (40%), which increases our Non-GAAP EPS guidance range to be $1.15 to $1.35.

The expected additional tax benefit is supported by our planned transition to a new accounting policy for transferable tax credits in the second half of the year. This methodology better aligns earnings recognition with the period in which the investment tax credits are generated, rather than allocating the benefit over the life of the related assets.

We expect the second half to follow our normal seasonal cadence, with activity weighted somewhat more toward Q4, supported by continued project execution, backlog conversion, and disciplined cost management.

FY 2026 Guidance Ranges

Revenue

$2.0 billion

$2.2 billion

Gross Margin

17%

18%

Adjusted EBITDA (1)

$250 million

$270 million

Depreciation & Amortization

$115 million

$116 million

Interest Expense & Other

$95 million

$100 million

Effective Tax Rate

(25)%

(40)%

Net Income Attributable to Non-Controlling Interest

($22) million

($29) million

Non-GAAP EPS (1)

$1.15

$1.35

 

(1) The Company’s Adjusted EBITDA and Non-GAAP EPS guidance excludes the potential impact of redeemable non-controlling interest activity, one-time charges, energy asset and goodwill impairment charges, changes in contingent consideration, restructuring activities, as well as any related tax impact.

Conference Call/Webcast Information

The Company will host a conference call today at 4:30 p.m. ET to discuss second quarter 2026 financial results, business and financial outlook, and other business highlights. To participate on the day of the call, dial 1-888-596-4144, or internationally 1-646-968-2525, and enter the conference ID: 4849290, approximately 10 minutes before the call. A live, listen-only webcast of the conference call will also be available over the Internet. Individuals wishing to listen can access the call through the “Investors” section of the Company’s website at www.ameresco.com. If you are unable to listen to the live call, an archived webcast will be available on the Company’s website for one year.

Use of Non-GAAP Financial Measures

This press release and the accompanying tables include references to adjusted EBITDA, Non- GAAP EPS, Non-GAAP net income and adjusted cash from operations, which are Non-GAAP financial measures. For a description of these Non-GAAP financial measures, including the reasons management uses these measures, please see the section following the accompanying tables titled “Exhibit A: Non-GAAP Financial Measures”. For a reconciliation of these Non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with GAAP, please see Non-GAAP Financial Measures and Non-GAAP Financial Guidance in the accompanying tables.

Defined Terms

More details on additional definitions used herein, such as total project backlog, awarded backlog, contracted backlog, O&M backlog, 12-month backlog and assets in development are provided in our periodic reports filed with the SEC.

About Ameresco, Inc.

Ameresco, Inc. (NYSE: AMRC) is a leading energy infrastructure company delivering integrated solutions to create reliable power and modernize infrastructure. The company’s Power Infrastructure business integrates energy resources across behind-the-meter and utility-scale systems. Its Buildings & Public Infrastructure business modernizes the built environment with smart, connected solutions that optimize performance and enhance resilience. Ameresco is a trusted full lifecycle partner, delivering over $15 billion in solutions and contracting over 5 GW of energy resources since its founding in 2000. Headquartered in Massachusetts, Ameresco serves public and private sector customers across North America and Europe. Learn more at www.ameresco.com.

Safe Harbor Statement

This release contains forward-looking statements within the meaning of Section 21E of the Exchange Act, and Section 27A of the Securities Act. Statements that do not relate strictly to historical or current facts are forward-looking. Without limiting the generality of the foregoing, forward-looking statements contained herein specifically include expectations about market conditions, pipeline, visibility, backlog and conversion thereof, pending agreements, new and expanding market opportunities, financial guidance including estimated future revenues, net income, adjusted EBITDA, Non-GAAP EPS, gross margin, effective tax rate, interest rate, depreciation, tax attributes and capital investments; our expectations related to our agreement with SCE including the impact of delays and any requirement to pay liquidated damages, goals, strategies, investment objectives, plans and achievements and other statements containing the words “projects,” “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions .The forward-looking statements included herein involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. The Company has based these forward-looking statements on current expectations and assumptions about future events, taking into account all information currently known by the Company. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond the Company’s control. These risks and uncertainties include, but are not limited to: (i) demand for our energy efficiency and infrastructure solutions and our ability or inability to execute our strategic growth plan, including our ability to invest according to plan, grow our businesses (including through joint ventures or other co-investment vehicles and expand into new lines of business); (ii) the timing of, and ability to, enter into contracts for awarded projects on the terms proposed or at all; (iii) the timing of work we do on projects where we recognize revenue on a percentage of completion basis; (iv) the ability to perform under signed contracts without delay and in accordance with their terms and the potential for liquidated and other damages we may be subject to; (v) the fiscal health of the government and the impact of any government shutdowns; (vi) our ability to complete and operate our projects on a profitable basis and as committed to our customers; (vii) our cash flows from operations and our ability to arrange financing to fund our operations and projects; (viii) our customers’ ability to finance their projects and credit risk from our customers; (ix) our ability to comply with covenants in our existing debt agreements; (x) the impact of macroeconomic challenges, weather related events and climate change; (xi) our reliance on third parties for our construction and installation work; (xii) availability and cost of labor and equipment; (xiii) global supply chain challenges, component shortages and inflationary pressures; (xiv) changes in federal, state and local government policies and programs related to our business; (xv) the ability of customers to cancel or defer contracts included in our backlog; (xvi) the output and performance of our energy plants and energy projects; (xvii) cybersecurity incidents and breaches; (xviii) regulatory and other risks inherent to constructing and operating energy assets; (xix) the effects of and ability to close our acquisitions and joint ventures; (xx) seasonality in construction and in demand for our products and services; (xxi) a customer’s decision to delay our work on, or other risks involved with, a particular project; (xxii) the addition of new customers or the loss of existing customers; (xxiii) market price of our Class A Common stock prevailing from time to time; (xxiv) the nature of other investment opportunities presented to our Company from time to time; (xxv) risks related to our international operation and international growth strategy; and (xxvi) the other risks described in our periodic reports filed with the SEC, including under the caption “Risk Factors” in Part I, Item 1A of our Annual Report. Except as required by law, we undertake no obligation to update any forward-looking statements appearing in this press release.

AMERESCO, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share amounts)

 

June 30,

 

December 31,

2026

 

2025

ASSETS (unaudited)
Current assets:
Cash and cash equivalents

$

138,333

 

$

71,785

 

Restricted cash

 

87,125

 

$

92,515

 

Accounts receivable, net

 

252,600

 

 

257,856

 

Accounts receivable retainage, net

 

36,517

 

 

53,618

 

Unbilled revenue

 

889,726

 

 

799,109

 

Inventory, net

 

12,642

 

 

12,609

 

Prepaid expenses and other current assets

 

235,861

 

 

239,865

 

Income tax receivable

 

3,265

 

 

2,166

 

Project development costs, net

 

24,211

 

 

23,010

 

Total current assets

 

1,680,280

 

 

1,552,533

 

Federal ESPC receivable

 

526,910

 

 

503,449

 

Property and equipment, net

 

10,437

 

 

10,077

 

Energy assets, net

 

2,236,328

 

 

2,081,224

 

Deferred income tax assets, net

 

97,576

 

 

96,868

 

Goodwill, net

 

68,878

 

 

69,302

 

Intangible assets, net

 

6,298

 

 

7,464

 

Right-of-use assets, net

 

74,512

 

 

76,165

 

Restricted cash, non-current portion

 

25,142

 

 

22,215

 

Other assets

 

105,820

 

 

117,797

 

Total assets

$

4,832,181

 

$

4,537,094

 

 
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portions of long-term debt and financing lease liabilities, net

$

164,343

 

$

132,125

 

Accounts payable

 

641,548

 

 

691,197

 

Accrued expenses and other current liabilities

 

108,491

 

 

113,878

 

Current portions of operating lease liabilities

 

9,405

 

 

7,959

 

Deferred revenue

 

75,543

 

 

79,908

 

Income taxes payable

 

5,306

 

 

3,845

 

Total current liabilities

 

1,004,636

 

 

1,028,912

 

Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs

 

1,794,492

 

 

1,749,708

 

Federal ESPC liabilities

 

527,957

 

 

478,970

 

Deferred income tax liabilities, net

 

1,031

 

 

2,943

 

Deferred grant income

 

4,991

 

 

5,385

 

Long-term operating lease liabilities, net of current portion

 

53,080

 

 

55,938

 

Other liabilities

 

94,900

 

 

91,003

 

Redeemable non-controlling interests, net

 

 

 

1,419

 

Stockholders’ equity:
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding at June 30, 2026 and December 31, 2025

 

 

 

 

Class A common stock, $0.0001 par value, 500,000,000 shares authorized, 37,168,046 shares issued and 35,066,211 shares outstanding at June 30, 2026, 36,963,263 shares issued and 34,861,428 shares outstanding at December 31, 2025

 

3

 

 

3

 

Class B common stock, $0.0001 par value, 144,000,000 shares authorized, 18,000,000 shares issued and outstanding at June 30, 2026 and December 31, 2025

 

2

 

 

2

 

Additional paid-in capital

 

565,164

 

 

395,656

 

Retained earnings

 

688,127

 

 

696,737

 

Accumulated other comprehensive income (loss), net

 

(4,767

)

 

(460

)

Treasury stock, at cost, 2,101,835 shares at June 30, 2026 and December 31, 2025

 

(11,788

)

 

(11,788

)

Stockholders’ equity before non-controlling interest

 

1,236,741

 

 

1,080,150

 

Non-controlling interests

 

114,353

 

 

42,666

 

Total stockholders’ equity

 

1,351,094

 

 

1,122,816

 

Total liabilities, redeemable non-controlling interests and stockholders’ equity

$

4,832,181

 

$

4,537,094

 

AMERESCO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts) (Unaudited)

 

Three Months Ended June 30,

 

Six Months Ended June 30,

2026

 

2025

 

2026

 

2025

(Unaudited) (Unaudited) (Unaudited) (Unaudited)
 
Revenues

$

515,464

 

$

472,284

 

$

916,924

 

$

825,113

 

Cost of revenues

 

424,157

 

 

398,926

 

 

769,153

 

 

699,836

 

Gross profit

 

91,307

 

 

73,358

 

 

147,771

 

 

125,277

 

Earnings from unconsolidated entities

 

393

 

 

150

 

 

491

 

 

411

 

Selling, general and administrative expenses

 

47,550

 

 

45,734

 

 

93,865

 

 

84,222

 

Operating income

 

44,150

 

 

27,774

 

 

54,397

 

 

41,466

 

Interest expense and interest income, net

 

26,396

 

 

21,287

 

 

51,585

 

 

41,192

 

Other (income) expenses, net

 

(2,290

)

 

(6,131

)

 

335

 

 

(7,926

)

Income before income taxes

 

20,044

 

 

12,618

 

 

2,477

 

 

8,200

 

Income tax expense (benefit)

 

137

 

 

(2,900

)

 

(3,047

)

 

(1,712

)

Net income

 

19,907

 

 

15,518

 

 

5,524

 

 

9,912

 

Net income attributable to non-controlling interests and redeemable non-controlling interests

 

(10,189

)

 

(2,654

)

 

(14,089

)

 

(2,531

)

Net income (loss) attributable to common shareholders

$

9,718

 

$

12,864

 

$

(8,565

)

$

7,381

 

Net income (loss) per share attributable to common shareholders:
Basic

$

0.18

 

$

0.24

 

$

(0.16

)

$

0.14

 

Diluted

$

0.18

 

$

0.24

 

$

(0.16

)

$

0.14

 

Weighted average common shares outstanding:
Basic

 

52,987

 

 

52,638

 

 

52,937

 

 

52,591

 

Diluted

 

53,835

 

 

52,821

 

 

52,937

 

 

52,897

 

AMERESCO, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited)

 

Six Months Ended June 30,

2026

 

2025

Cash flows from operating activities: (Unaudited) (Unaudited)
Net income

$

5,524

 

$

9,912

 

Adjustments to reconcile net income to net cash flows from operating activities:
Depreciation of energy assets, net

 

57,251

 

 

46,839

 

Depreciation of property and equipment

 

1013

 

 

1180

 

Increase in contingent consideration

 

 

 

71

 

Accretion of ARO liabilities

 

248

 

 

216

 

Amortization of debt discount and debt issuance costs

 

3,696

 

 

2,849

 

Amortization of intangible assets

 

1130

 

 

1120

 

Provision for credit losses

 

11

 

 

9

 

Gain on disposal of assets

 

 

 

(1,343

)

Energy asset impairment

 

334

 

 

 

Non-cash production tax credits recognized

 

(6,958

)

 

 

Non-cash project revenue related to in-kind leases

 

285

 

 

(4,509

)

Earnings from unconsolidated entities

 

(491

)

 

(411

)

Unrealized loss (gain) from derivatives

 

210

 

 

(2,967

)

Stock-based compensation expense

 

7,555

 

 

6,595

 

Deferred income taxes, net

 

(2,485

)

 

(2,916

)

Unrealized foreign exchange loss (gain)

 

1272

 

 

(3,224

)

Changes in operating assets and liabilities:
Accounts receivable

 

4,026

 

 

12,721

 

Accounts receivable retainage

 

12,395

 

 

(4,447

)

Federal ESPC receivable

 

(24,747

)

 

(36,661

)

Inventory, net

 

374

 

 

(832

)

Unbilled revenue

 

(101,681

)

 

18,479

 

Prepaid expenses and other current assets

 

12,131

 

 

(17,241

)

Income taxes receivable, net

 

(6,232

)

 

(1,314

)

Project development costs

 

(2,036

)

 

(2,509

)

Other assets

 

(4,119

)

 

(4,472

)

Accounts payable, accrued expenses and other current liabilities

 

(29,135

)

 

(84,147

)

Deferred revenue

 

(1,123

)

 

7,207

 

Other liabilities

 

(261

)

 

4,618

 

Cash flows from operating activities

 

(71,813

)

 

(55,177

)

Cash flows from investing activities:
Purchases of property and equipment

 

(1,404

)

 

(569

)

Capital investments in energy assets

 

(213,209

)

 

(208,126

)

Capital investments in major maintenance of energy assets

 

(15,901

)

 

(10,080

)

Proceeds from sale of investment tax credits

 

20,411

 

 

70,788

 

Contributions to equity method investments

 

(165

)

 

(24,074

)

Acquisitions, net of cash received

 

 

 

(3,972

)

Cash flows from investing activities

 

(210,268

)

 

(176,033

)

Cash flows from financing activities:
Payments on long-term corporate debt financings

 

(3,063

)

 

(15,500

)

Proceeds from long-term corporate debt financings

 

45,000

 

 

100,000

 

Proceeds (payments) on senior secured revolving credit facility, net

 

3,000

 

 

(32,000

)

Proceeds from long-term energy asset debt financings

 

235,077

 

 

290,159

 

Payments on long-term energy asset debt and financing leases

 

(205,024

)

 

(154,223

)

Proceeds from termination of interest rate swaps

 

 

 

2,808

 

Payments of debt discount and debt issuance costs

 

(2,506

)

 

(6,763

)

Proceeds from Federal ESPC projects

 

48,110

 

 

35,415

 

Net payments on energy asset receivable financing arrangements

 

(388

)

 

(207

)

Proceeds from exercises of options and ESPP

 

1494

 

 

1298

 

Contributions from non-controlling interests, net of fees

 

228,429

 

 

3,799

 

Distributions to non-controlling interest

 

(2,290

)

 

(2,851

)

Payments on debt and financing leases

Investment fund call option exercise

 

(622

)

 

 

Distributions to redeemable non-controlling interests, net

Cash flows from financing activities

 

347,217

 

 

221,935

 

 
Effect of exchange rate changes on cash

 

(1,051

)

 

2914

 

Net increase (decrease) in cash, cash equivalents, and restricted cash

 

64,085

 

 

(6,361

)

Cash, cash equivalents, and restricted cash, beginning of period

 

186,515

 

 

198,378

 

Cash, cash equivalents, and restricted cash, end of period

$

250,600

 

$

192,017

 

Non-GAAP Financial Measures (Unaudited, in thousands)

 

Three Months Ended June 30, 2026

Adjusted EBITDA:

Projects

Energy Assets

O&M

Other

Consolidated

Net income (loss) attributable to common shareholders

$

4,746

 

$

(2,751

)

$

8,299

 

$

(576

)

$

9,718

 

Impact from non-controlling interests and redeemable non-controlling interests (1)

 

(198

)

 

(4,921

)

 

 

 

 

 

(5,119

)

Plus (less): Income tax provision (benefit)

 

2,168

 

 

(2,601

)

 

344

 

 

226

 

 

137

 

Plus: Interest and other expenses, net

 

7,107

 

 

15,593

 

 

665

 

 

741

 

 

24,106

 

Plus: Depreciation and amortization

 

840

 

 

28,889

 

 

252

 

 

150

 

 

30,131

 

Plus: Stock-based compensation

 

2,511

 

 

494

 

 

233

 

 

141

 

 

3,379

 

Plus: Contingent consideration, restructuring and other charges

 

326

 

 

128

 

 

2

 

 

1

 

 

457

 

Adjusted EBITDA

$

17,500

 

$

34,831

 

$

9,795

 

$

683

 

$

62,809

 

Adjusted EBITDA margin

 

4.6

%

 

45.9

%

 

27.1

%

 

3.0

%

 

12.2

%

 

 

 

 

 

 

(1) Non-controlling interests share of EBITDA differs from the non-controlling interest reported in net income due to the impacts of interest, depreciation, taxes and amortization in our operating joint ventures.

 

Three Months Ended June 30, 2025

Adjusted EBITDA:

Projects

Energy Assets

O&M

Other

Consolidated

Net income attributable to common shareholders

$

4,933

 

$

3,426

 

$

2,647

 

$

1,858

 

$

12,864

 

Impact from redeemable non-controlling interests

 

 

 

(450

)

 

 

 

 

 

(450

)

Plus (less): Income tax provision (benefit)

 

415

 

 

(3,416

)

 

54

 

 

47

 

 

(2,900

)

Plus: Interest and other expenses, net

 

4,814

 

 

9,722

 

 

249

 

 

371

 

 

15,156

 

Plus: Depreciation and amortization

 

977

 

 

23,803

 

 

260

 

 

159

 

 

25,199

 

Plus: Stock-based compensation

 

2,845

 

 

499

 

 

222

 

 

184

 

 

3,750

 

Plus: Contingent consideration, restructuring and other charges

 

2,311

 

 

203

 

 

15

 

 

(1

)

 

2,528

 

Adjusted EBITDA

$

16,295

 

$

33,787

 

$

3,447

 

$

2,618

 

$

56,147

 

Adjusted EBITDA margin

 

4.6

%

 

53.7

%

 

12.3

%

 

11.2

%

 

11.9

%

 

Six Months Ended June 30, 2026

Adjusted EBITDA:

Projects

Energy Assets

O&M

Other

Consolidated

Net income (loss) attributable to common shareholders

$

455

 

$

(19,422

)

$

9,881

 

$

521

 

$

(8,565

)

Impact from non-controlling interests and redeemable non-controlling interests (1)

 

(198

)

 

(4,921

)

 

 

 

 

 

(5,119

)

Plus (less): Income tax provision (benefit)

 

533

 

 

(3,698

)

 

72

 

 

46

 

 

(3,047

)

Plus: Interest and other expenses, net

 

15,139

 

 

33,912

 

 

1,376

 

 

1,493

 

 

51,920

 

Plus: Depreciation and amortization

 

1,665

 

 

56,925

 

 

505

 

 

299

 

 

59,394

 

Plus: Stock-based compensation

 

5,532

 

 

1,126

 

 

547

 

 

350

 

 

7,555

 

Plus: Energy asset impairment

 

 

 

334

 

 

 

 

 

 

334

 

Plus: Contingent consideration, restructuring and other charges

 

216

 

 

589

 

 

3

 

 

2

 

 

810

 

Adjusted EBITDA

$

23,342

 

$

64,845

 

$

12,384

 

$

2,711

 

$

103,282

 

Adjusted EBITDA margin

 

3.5

%

 

47.5

%

 

18.6

%

 

6.4

%

 

11.3

%

 

 

 

 

 

 

(1) Non-controlling interests share of EBITDA differs from the non-controlling interest reported in net income due to the impacts of interest, depreciation, taxes and amortization in our operating joint ventures.

 

Six Months Ended June 30, 2025

Adjusted EBITDA:

Projects

Energy Assets

O&M

Other

Consolidated

Net income (loss) attributable to common shareholders

$

5,326

 

$

(2,458

)

$

3,380

 

$

1,133

 

$

7,381

 

Impact from redeemable non-controlling interests

 

 

 

(975

)

 

 

 

 

 

(975

)

Plus (less): Income tax provision (benefit)

 

1,262

 

 

(3,225

)

 

138

 

 

113

 

 

(1,712

)

Plus: Interest and other expenses, net

 

8,967

 

 

22,853

 

 

607

 

 

839

 

 

33,266

 

Plus: Depreciation and amortization

 

1,941

 

 

46,345

 

 

539

 

 

314

 

 

49,139

 

Plus: Stock-based compensation

 

4,872

 

 

956

 

 

422

 

 

345

 

 

6,595

 

Plus: Contingent consideration, restructuring and other charges

 

2,663

 

 

397

 

 

23

 

 

5

 

 

3,088

 

Adjusted EBITDA

$

25,031

 

$

63,893

 

$

5,109

 

$

2,749

 

$

96,782

 

Adjusted EBITDA margin

 

4.1

%

 

53.4

%

 

9.7

%

 

6.4

%

 

11.7

%

 

Three Months Ended June 30,

Six Months Ended June 30,

 

2026

2025

2026

2025

Non-GAAP net income and EPS:

 

 

 

 

Net income (loss) attributable to common shareholders

$

9,718

 

$

12,864

 

$

(8,565

)

$

7,381

 

Adjustment for accretion of tax equity financing fees

 

 

 

(27

)

 

(45

)

 

(54

)

Impact from redeemable non-controlling interests

 

547

 

 

(450

)

 

547

 

 

(975

)

Plus: Energy asset impairment

 

 

 

 

 

334

 

 

 

Plus: Contingent consideration, restructuring and other charges

 

457

 

 

2,528

 

 

810

 

 

3,088

 

Less: Income tax effect of Non-GAAP adjustments

 

(119

)

 

(657

)

 

(119

)

 

(657

)

Non-GAAP net income (loss)

$

10,603

 

$

14,258

 

$

(7,038

)

$

8,783

 

 

 

 

 

 

Diluted net income (loss) per common share

$

0.18

 

$

0.24

 

$

(0.16

)

$

0.14

 

Effect of adjustments to net income (loss)

 

0.02

 

 

0.03

 

 

0.03

 

 

0.02

 

Non-GAAP EPS

$

0.20

 

$

0.27

 

$

(0.13

)

$

0.16

 

 

 

 

 

 

Non-GAAP Adjusted cash from operations:

 

 

 

 

Cash flows from operating activities

$

(107,209

)

$

(26,873

)

$

(71,813

)

$

(55,177

)

Plus: proceeds from sales of ITC

 

20,411

 

 

70,788

 

 

20,411

 

 

70,788

 

Plus: proceeds from Federal ESPC projects

 

21,527

 

 

5,684

 

 

48,110

 

 

35,415

 

 

 

 

 

 

Non-GAAP Adjusted cash from operations

$

(65,271

)

$

49,599

 

$

(3,292

)

$

51,026

 

Exhibit A: Non-GAAP Financial Measures

We use the Non-GAAP financial measures defined and discussed below to provide investors and others with useful supplemental information to our financial results prepared in accordance with GAAP. These Non-GAAP financial measures should not be considered as an alternative to any measure of financial performance calculated and presented in accordance with GAAP. For a reconciliation of these Non-GAAP measures to the most directly comparable financial measures prepared in accordance with GAAP, please see Non-GAAP Financial Measures and Non-GAAP Financial Guidance in the tables above.

We understand that, although measures similar to these Non-GAAP financial measures are frequently used by investors and securities analysts in their evaluation of companies, they have limitations as analytical tools, and investors should not consider them in isolation or as a substitute for the most directly comparable GAAP financial measures or an analysis of our results of operations as reported under GAAP. To properly and prudently evaluate our business, we encourage investors to review our GAAP financial statements included above, and not to rely on any single financial measure to evaluate our business.

Adjusted EBITDA and Adjusted EBITDA Margin

We define adjusted EBITDA as net income attributable to common shareholders, including impact from non-controlling interests and redeemable non-controlling interests, before income tax (benefit) provision, interest and other expenses net, depreciation and amortization of intangible assets, accretion of asset retirement obligations, stock-based compensation expense, energy asset and goodwill impairment, contingent consideration, restructuring and other charges, gain or loss on sale of equity investment, and gain or loss upon deconsolidation of a variable interest entity. We believe adjusted EBITDA is useful to investors in evaluating our operating performance for the following reasons: adjusted EBITDA and similar Non-GAAP measures are widely used by investors to measure a company’s operating performance without regard to items that can vary substantially from company to company depending upon financing and accounting methods, book values of assets, capital structures and the methods by which assets were acquired; securities analysts often use adjusted EBITDA and similar Non-GAAP measures as supplemental measures to evaluate the overall operating performance of companies; and by comparing our adjusted EBITDA in different historical periods, investors can evaluate our operating results without the additional variations of depreciation and amortization expense, accretion of asset retirement obligations, stock-based compensation expense, impact from redeemable non-controlling interests, contingent consideration, restructuring and asset impairment charges. We define adjusted EBITDA margin as adjusted EBITDA stated as a percentage of revenue.

Our management uses adjusted EBITDA and adjusted EBITDA margin as measures of operating performance, because they do not include the impact of items that we do not consider indicative of our core operating performance; for planning purposes, including the preparation of our annual operating budget; to allocate resources to enhance the financial performance of the business; to evaluate the effectiveness of our business strategies; and in communications with the board of directors and investors concerning our financial performance.

Non-GAAP Net Income and EPS

We define Non-GAAP net income and earnings per share (EPS) to exclude certain discrete items that management does not consider representative of our ongoing operations, including energy asset and goodwill impairment, contingent consideration, restructuring and other charges, impact from redeemable non-controlling interest, gain or loss on sale of equity investment, and gain or loss upon deconsolidation of a variable interest entity. We consider Non-GAAP net income and Non-GAAP EPS to be important indicators of our operational strength and performance of our business because they eliminate the effects of events that are not part of the Company’s core operations.

Non-GAAP Adjusted Cash from Operations

We define Non-GAAP adjusted cash from operations as cash flows from operating activities plus proceeds from ITC sales and proceeds from Federal ESPC projects. Cash received in payment of ITC sales are, as of our fiscal year 2025, treated as investing activities under GAAP. Federal ESPC projects are treated as financing cash flows under GAAP. These cash flows, however, correspond to benefits generated by the underlying assets and projects. Thus, we believe that adjusting operating cash flow to include the cash generated from ITC sales and by our Federal ESPC projects provides investors with a useful measure for evaluating the cash generating ability of our core operating business. Our management uses Non-GAAP adjusted cash from operations as a measure of liquidity because it captures all sources of cash associated with our operations.

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