NEWPORT BEACH, Calif.–(BUSINESS WIRE)–Clean Energy Fuels Corp. (NASDAQ: CLNE) (“Clean Energy” or the “Company”) today announced its operating results for the third quarter of 2025.
Financial Highlights
- Revenue of $106.1 million in Q3 2025 compared to $104.9 million in Q3 2024.
- Net loss attributable to Clean Energy for Q3 2025 was $(23.8) million, or $(0.11) per share, on a GAAP (as defined below) basis, compared to $(18.2) million, or $(0.08) per share, for Q3 2024.
- Adjusted EBITDA (as defined below) was $17.3 million for Q3 2025, compared to $21.3 million for Q3 2024.
- Cash, Cash Equivalents (less restricted cash) and Short-Term Investments totaled $232.2 million as of September 30, 2025, compared to $217.5 million as of December 31, 2024.
Operational and Strategic Highlights
- Made a strategic investment into Pioneer Clean Fleet Solutions, an early-stage company focused on providing low-carbon leasing and fueling solutions to North American fleets. Clean Energy’s investment supports its strategic objective of promoting the adoption of the Cummins X15N natural gas engine.
- Broke ground on three renewable natural gas (“RNG”) production facilities under its Joint Development with Maas Energy Works. These projects span six dairies located in South Dakota, Georgia, Florida and New Mexico, and are expected to produce approximately three million gallons of RNG annually once fully operational.
- Sold 61.3 million gallons of RNG in Q3 2025, a 3% increase compared to Q3 2024.
Commentary by Andrew J. Littlefair, President and Chief Executive Officer
“We continued to see year-over-year growth in RNG volumes in the third quarter along with solid financial results, meeting our expectations in line with our raised outlook for 2025 announced in August. On the RNG production side of our business, the operating dairy projects made good progress in increasing their overall volume production. But we feel like there is still room for improved production at these facilities which we are focused on. Construction of the five new dairy RNG projects is coming along very nicely. We remain focused on promoting our best-in-class alternative fuel low-carbon solution and are actively working with numerous fleets on their low-carbon fuel solution. We’ve added an X15N Freightliner Cascadia as a second demo truck to accommodate demand by fleets. The addition of Pioneer Clean Fleet Solutions as an important new leasing option to make it easier for heavy-duty fleets to take advantage of a low-carbon solution is a confirmation that RNG is a viable affordable alternative. We feel very good about both our upstream and downstream businesses as well as our strong financial footing.”
Summary and Review of Results
The Company’s revenue for the third quarter of 2025 was decreased by $16.8 million of non-cash stock-based sales incentive contra-revenue charges (“Amazon warrant charges”) related to the warrant issued to Amazon.com NV Investment Holdings LLC (the “Amazon warrant”), compared to Amazon warrant charges of $15.8 million in Q3 2024. Q3 2025 includes $0.0 million of AFTC revenue versus $6.4 million of AFTC in Q3 2024, since AFTC expired on December 31, 2024. Q3 2025 station construction revenues of $9.9 million versus $7.8 million of station construction revenues in Q3 2024. Revenue for Q3 2025 also included an unrealized loss of $0.3 million on commodity swap and customer fueling contracts relating to the Company’s truck financing program, compared to an unrealized loss of $1.4 million in Q3 2024. Q3 2025 renewable identification number (“RIN”) and low carbon fuel standards (“LCFS”) revenues of $11.4 million versus $13.0 million of RIN and LCFS revenues in Q3 2024 reflecting a decrease of $1.6 million. There was a decrease in RIN revenue of $2.8 million principally attributable to lower RIN credit prices, offset partially by higher volume, and a higher share of RIN values in the third quarter of 2025 when compared to that in the same period of 2024. This was offset by an increase in LCFS credits of $1.2 million for the three months ended September 30, 2025 when compared to the same period in 2024 primarily due to a higher share of LCFS values and higher low-CI volume.
Net loss attributable to Clean Energy for Q3 2025 included higher Amazon warrant charges when compared to Q3 2024, reflecting higher fuel volumes sold to Amazon in Q3 2025. Q3 2025 losses from equity method investments were higher than Q3 2024 due to the ramp up of operations of our dairy RNG projects.
Non-GAAP income (loss) per share (as defined below) for Q3 2025 was $0.00, compared to $0.02 per share for Q3 2024.
Adjusted EBITDA was $17.3 million for Q3 2025, compared to $21.3 million for Q3 2024.
In this press release, Clean Energy refers to various GAAP (U.S. generally accepted accounting principles) and non-GAAP financial measures. The non-GAAP financial measures may not be comparable to similarly titled measures being used and disclosed by other companies. Clean Energy believes that this non-GAAP information is useful for an understanding of its operating results and the ongoing performance of its business. Non-GAAP income (loss) per share and Adjusted EBITDA are defined below and reconciled to GAAP net income (loss) per share attributable to Clean Energy and GAAP net income (loss) attributable to Clean Energy, respectively.
The table below shows GAAP and non-GAAP income (loss) attributable to Clean Energy per share and reconciles GAAP net income (loss) attributable to Clean Energy to the non-GAAP net income (loss) attributable to Clean Energy figure used in the calculation of non-GAAP income (loss) per share:
|
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
|
|
September 30, |
|
September 30, |
||||||||||||
|
(in thousands, except share and per share data) |
|
2024 |
|
2025 |
|
2024 |
|
2025 |
||||||||
|
Net loss attributable to Clean Energy Fuels Corp. |
|
$ |
(18,175 |
) |
|
$ |
(23,819 |
) |
|
$ |
(52,911 |
) |
|
$ |
(179,026 |
) |
|
Amazon warrant charges |
|
|
15,766 |
|
|
|
16,776 |
|
|
|
42,742 |
|
|
|
51,510 |
|
|
Stock-based compensation expense |
|
|
2,863 |
|
|
|
2,193 |
|
|
|
8,354 |
|
|
|
6,373 |
|
|
Accelerated depreciation expense associated with station equipment removal |
|
|
— |
|
|
|
5,068 |
|
|
|
— |
|
|
|
55,728 |
|
|
Loss from Rimere equity method investment |
|
|
1,850 |
|
|
|
1,088 |
|
|
|
4,394 |
|
|
|
3,695 |
|
|
Loss from SAFE S.p.A. equity method investment |
|
|
16 |
|
|
|
785 |
|
|
|
1,884 |
|
|
|
1,534 |
|
|
Loss (gain) from change in fair value of derivative instruments |
|
|
1,416 |
|
|
|
319 |
|
|
|
(267 |
) |
|
|
1,420 |
|
|
Impairment of goodwill |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
64,328 |
|
|
Gain on extinguishment of loan receivable and equity security |
|
|
— |
|
|
|
(2,058 |
) |
|
|
— |
|
|
|
(2,058 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
(268 |
) |
|
|
(115 |
) |
|
|
(367 |
) |
|
|
(1,445 |
) |
|
Non-GAAP net income (loss) attributable to Clean Energy Fuels Corp. |
|
$ |
3,468 |
|
|
$ |
237 |
|
|
$ |
3,829 |
|
|
$ |
2,059 |
|
|
Diluted weighted-average common shares outstanding |
|
|
224,430,603 |
|
|
|
219,290,040 |
|
|
|
224,164,054 |
|
|
|
221,103,270 |
|
|
GAAP loss attributable to Clean Energy Fuels Corp. per share |
|
$ |
(0.08 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.24 |
) |
|
$ |
(0.81 |
) |
|
Non-GAAP income (loss) attributable to Clean Energy Fuels Corp. per share |
|
$ |
0.02 |
|
|
$ |
0.00 |
|
|
$ |
0.02 |
|
|
$ |
0.01 |
|
The table below shows Adjusted EBITDA and also reconciles this figure to GAAP net loss attributable to Clean Energy:
|
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
|
|
September 30, |
|
September 30, |
||||||||||||
|
(in thousands) |
|
2024 |
|
2025 |
|
2024 |
|
2025 |
||||||||
|
Net loss attributable to Clean Energy Fuels Corp. |
|
$ |
(18,175 |
) |
|
$ |
(23,819 |
) |
|
$ |
(52,911 |
) |
|
$ |
(179,026 |
) |
|
Income tax expense (benefit) |
|
|
50 |
|
|
|
75 |
|
|
|
630 |
|
|
|
(2,785 |
) |
|
Interest expense |
|
|
8,357 |
|
|
|
7,782 |
|
|
|
24,040 |
|
|
|
23,045 |
|
|
Interest income |
|
|
(3,600 |
) |
|
|
(2,876 |
) |
|
|
(10,818 |
) |
|
|
(8,863 |
) |
|
Depreciation and amortization |
|
|
11,350 |
|
|
|
9,614 |
|
|
|
33,796 |
|
|
|
31,183 |
|
|
Accelerated depreciation expense associated with station equipment removal |
|
|
— |
|
|
|
5,068 |
|
|
|
— |
|
|
|
55,728 |
|
|
Impairment of goodwill |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
64,328 |
|
|
Gain on extinguishment of loan receivable and equity security |
|
|
— |
|
|
|
(2,058 |
) |
|
|
— |
|
|
|
(2,058 |
) |
|
Amazon warrant charges |
|
|
15,766 |
|
|
|
16,776 |
|
|
|
42,742 |
|
|
|
51,510 |
|
|
Stock-based compensation expense |
|
|
2,863 |
|
|
|
2,193 |
|
|
|
8,354 |
|
|
|
6,373 |
|
|
Loss from Rimere equity method investment |
|
|
1,850 |
|
|
|
1,088 |
|
|
|
4,394 |
|
|
|
3,695 |
|
|
Loss from SAFE S.p.A. equity method investment |
|
|
16 |
|
|
|
785 |
|
|
|
1,884 |
|
|
|
1,534 |
|
|
Loss (gain) from change in fair value of derivative instruments |
|
|
1,416 |
|
|
|
319 |
|
|
|
(267 |
) |
|
|
1,420 |
|
|
Depreciation and amortization from RNG equity method investments |
|
|
1,927 |
|
|
|
2,694 |
|
|
|
3,485 |
|
|
|
8,187 |
|
|
Interest expense from RNG equity method investments |
|
|
664 |
|
|
|
215 |
|
|
|
1,212 |
|
|
|
644 |
|
|
Interest income from RNG equity method investments |
|
|
(936 |
) |
|
|
(428 |
) |
|
|
(3,142 |
) |
|
|
(1,564 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
(268 |
) |
|
|
(115 |
) |
|
|
(367 |
) |
|
|
(1,445 |
) |
|
Adjusted EBITDA |
|
$ |
21,280 |
|
|
$ |
17,313 |
|
|
$ |
53,032 |
|
|
$ |
51,906 |
|
The tables below present a further breakdown of the above consolidated Adjusted EBITDA:
|
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
|
|
September 30, |
|
September 30, |
||||||||||||
|
(in thousands) |
|
2024 |
|
2025 |
|
2024 |
|
2025 |
||||||||
|
Net loss attributable to fuel distribution |
|
$ |
(15,026 |
) |
|
$ |
(18,137 |
) |
|
$ |
(42,969 |
) |
|
$ |
(163,099 |
) |
|
Income tax expense (benefit) |
|
|
50 |
|
|
|
75 |
|
|
|
630 |
|
|
|
(2,785 |
) |
|
Interest expense |
|
|
8,357 |
|
|
|
7,782 |
|
|
|
24,040 |
|
|
|
23,045 |
|
|
Interest income |
|
|
(3,600 |
) |
|
|
(2,876 |
) |
|
|
(10,818 |
) |
|
|
(8,863 |
) |
|
Depreciation and amortization |
|
|
11,350 |
|
|
|
9,614 |
|
|
|
33,796 |
|
|
|
31,183 |
|
|
Accelerated depreciation expense associated with station equipment removal |
|
|
— |
|
|
|
5,068 |
|
|
|
— |
|
|
|
55,728 |
|
|
Impairment of goodwill |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
64,328 |
|
|
Gain on extinguishment of loan receivable and equity security |
|
|
— |
|
|
|
(2,058 |
) |
|
|
— |
|
|
|
(2,058 |
) |
|
Amazon warrant charges |
|
|
15,766 |
|
|
|
16,776 |
|
|
|
42,742 |
|
|
|
51,510 |
|
|
Stock-based compensation expense |
|
|
2,863 |
|
|
|
2,193 |
|
|
|
8,354 |
|
|
|
6,373 |
|
|
Loss from Rimere equity method investment |
|
|
1,850 |
|
|
|
1,088 |
|
|
|
4,394 |
|
|
|
3,695 |
|
|
Loss from SAFE S.p.A. equity method investment |
|
|
16 |
|
|
|
785 |
|
|
|
1,884 |
|
|
|
1,534 |
|
|
Loss (gain) from change in fair value of derivative instruments |
|
|
1,416 |
|
|
|
319 |
|
|
|
(267 |
) |
|
|
1,420 |
|
|
Adjusted EBITDA attributable to fuel distribution |
|
$ |
23,042 |
|
|
$ |
20,629 |
|
|
$ |
61,786 |
|
|
$ |
62,011 |
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
|
|
September 30, |
|
September 30, |
||||||||||||
|
(in thousands) |
|
2024 |
|
2025 |
|
2024 |
|
2025 |
||||||||
|
Net loss from RNG equity method investments attributable to Clean Energy Fuels Corp. |
|
$ |
(3,149 |
) |
|
$ |
(5,682 |
) |
|
$ |
(9,942 |
) |
|
$ |
(15,927 |
) |
|
Depreciation and amortization from RNG equity method investments |
|
|
1,927 |
|
|
|
2,694 |
|
|
|
3,485 |
|
|
|
8,187 |
|
|
Interest expense from RNG equity method investments |
|
|
664 |
|
|
|
215 |
|
|
|
1,212 |
|
|
|
644 |
|
|
Interest income from RNG equity method investments |
|
|
(936 |
) |
|
|
(428 |
) |
|
|
(3,142 |
) |
|
|
(1,564 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
(268 |
) |
|
|
(115 |
) |
|
|
(367 |
) |
|
|
(1,445 |
) |
|
Adjusted EBITDA of RNG equity method investments attributable to Clean Energy Fuels Corp. |
|
$ |
(1,762 |
) |
|
$ |
(3,316 |
) |
|
$ |
(8,754 |
) |
|
$ |
(10,105 |
) |
Fuel and Service Volume
The following table presents, for the three and nine months ended September 30, 2024 and 2025; the amount of total fuel volume the Company sold to customers with particular focus on RNG volume as a subset of total fuel volume.
|
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
Fuel volume, GGEs(1) sold (in millions), |
|
September 30, |
|
September 30, |
||||||||||||
|
correlating to total volume-related product revenue |
|
2024 |
|
2025 |
|
2024 |
|
2025 |
||||||||
|
RNG |
|
|
59.6 |
|
|
|
61.3 |
|
|
|
174.7 |
|
|
|
173.2 |
|
|
Conventional natural gas |
|
|
13.9 |
|
|
|
15.3 |
|
|
|
44.2 |
|
|
|
46.3 |
|
|
Total fuel volume |
|
|
73.5 |
|
|
|
76.6 |
|
|
|
218.9 |
|
|
|
219.5 |
|
The following table shows the Company’s sources of revenue for the three and nine months ended September 30, 2024 and 2025:
|
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||
|
|
|
September 30, |
|
September 30, |
||||||||||||
|
Revenue (in millions) |
|
2024 |
|
2025 |
|
2024 |
|
2025 |
||||||||
|
Product revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Volume-related (1) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Fuel sales(2) (4) |
|
$ |
64.1 |
|
|
$ |
69.9 |
|
|
$ |
189.7 |
|
|
$ |
214.0 |
|
|
Change in fair value of derivative instruments(3) |
|
|
(1.4 |
) |
|
|
(0.3 |
) |
|
|
0.3 |
|
|
|
(1.4 |
) |
|
RIN Credits |
|
|
11.1 |
|
|
|
8.3 |
|
|
|
29.4 |
|
|
|
22.7 |
|
|
LCFS Credits |
|
|
1.9 |
|
|
|
3.1 |
|
|
|
6.0 |
|
|
|
9.7 |
|
|
AFTC |
|
|
6.4 |
|
|
|
— |
|
|
|
17.8 |
|
|
|
— |
|
|
Total volume-related product revenue |
|
|
82.1 |
|
|
|
81.0 |
|
|
|
243.2 |
|
|
|
245.0 |
|
|
Station construction sales |
|
|
7.8 |
|
|
|
9.9 |
|
|
|
19.1 |
|
|
|
23.3 |
|
|
Total product revenue |
|
|
89.9 |
|
|
|
90.9 |
|
|
|
262.3 |
|
|
|
268.3 |
|
|
Service revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
O&M services (5) |
|
|
14.4 |
|
|
|
14.6 |
|
|
|
42.5 |
|
|
|
42.2 |
|
|
Other services |
|
|
0.6 |
|
|
|
0.6 |
|
|
|
1.7 |
|
|
|
2.0 |
|
|
Total service revenue |
|
|
15.0 |
|
|
|
15.2 |
|
|
|
44.2 |
|
|
|
44.2 |
|
|
Total revenue |
|
$ |
104.9 |
|
|
$ |
106.1 |
|
|
$ |
306.5 |
|
|
$ |
312.5 |
|
| ____________________ | ||
|
(1) |
The Company’s volume-related product revenue primarily consists of sales of RNG and conventional natural gas, in the form of CNG and LNG, and sales of RINs and LCFS Credits in addition to changes in fair value of our derivative instruments. |
|
|
|
||
|
(2) |
Includes $15.8 million and $42.7 million of Amazon warrant non-cash stock-based sales incentive contra-revenue charges for the three and nine months ended September 30, 2024, respectively. Includes $16.8 million and $51.5 million of Amazon warrant non-cash stock-based sales incentive contra-revenue charges for the three and nine months ended September 30, 2025, respectively. |
|
|
|
||
|
(3) |
The change in fair value of unsettled derivative instruments is related to the Company’s commodity swap and customer fueling contracts. The amounts are classified as revenue because the Company’s commodity swap contracts are used to economically offset the risk associated with the diesel-to-natural gas price spread resulting from customer fueling contracts under the Company’s truck financing program. |
|
|
|
||
|
(4) |
Includes net settlement of the Company’s commodity swap derivative instruments. For the three and nine months ended September 30, 2024, net settlement payments recognized in fuel revenue were $0.0 and $2.4 million, respectively. For the three and nine months ended June 30, 2025, there were no net settlement payments recognized in fuel revenue, as the swap expired in June 2024. |
|
|
|
||
|
(5) |
O&M services revenue includes revenues earned from providing operating and maintenance services on natural gas fueling stations owned by our customers for fixed fees or per gallon fees based on the volume of fuel dispensed at the customer station. If we provide the fuel in addition to the O&M services, we include the revenues associated with providing the fuel in volume-related product revenue. |
|
2025 Outlook
Our GAAP net loss for 2025 is expected to range from approximately $(217) million to $ (212) million, assuming no unrealized gains or losses on customer contracts relating to the Company’s truck financing program and including up to approximately $55 million in accelerated depreciation expense from the removal of certain LNG station assets located at 55 Pilot Flying J locations, $64.3 million representing the one-off, non-cash charge to Goodwill, and Amazon warrant charges estimated to be approximately $63 million. Changes in diesel and natural gas market conditions resulting in unrealized gains or losses on the Company’s customer fueling contracts relating to the Company’s truck financing program, and significant variations in the vesting of the Amazon warrant could significantly affect the Company’s estimated GAAP net loss for 2025. Adjusted EBITDA for 2025 is estimated to range from approximately $60 million to $65 million. These expectations exclude the impact of any acquisitions, divestitures, new joint ventures, transactions and other extraordinary events; and macroeconomic conditions and global supply chain issues. Additionally, the expectations regarding 2025 Adjusted EBITDA assume the calculation of this non-GAAP financial measure in the same manner as described above and adding back the estimated Amazon warrant charges described above and without adjustments for any other items that may arise during 2025 that management deems appropriate to exclude. These expectations are forward-looking statements and are qualified by the statement under “Safe Harbor Statement” below.
|
(in thousands) |
|
2025 Outlook |
||
|
Net loss attributable to Clean Energy Fuels Corp. |
|
$ |
(217,200) – (212,200 |
) |
|
Income tax benefit |
|
|
(2,700 |
) |
|
Interest expense |
|
|
31,900 |
|
|
Interest income |
|
|
(10,600 |
) |
|
Depreciation and amortization |
|
|
49,000 |
|
|
Accelerated depreciation expense associated with station equipment removal |
|
|
55,000 |
|
|
Impairment of goodwill |
|
|
64,300 |
|
|
Stock-based compensation |
|
|
9,000 |
|
|
Loss from SAFE S.p.A. and Rimere equity method investments |
|
|
6,000 |
|
|
Loss from change in fair value of derivative instruments |
|
|
– |
|
|
Amazon warrant charges |
|
|
67,000 |
|
|
Depreciation and amortization from RNG equity method investments |
|
|
11,000 |
|
|
Interest expense from RNG equity method investments |
|
|
800 |
|
|
Interest income from RNG equity method investments |
|
|
(500 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
(3,000 |
) |
|
Adjusted EBITDA |
|
$ |
60,000 – 65,000 |
|
The tables below present a further breakdown of the above consolidated Adjusted EBITDA:
|
(in thousands) |
|
2025 Outlook |
||
|
Net loss attributable to fuel distribution |
|
$ |
(196,900) – (194,900 |
) |
|
Income tax benefit |
|
|
(2,700 |
) |
|
Interest expense |
|
|
31,900 |
|
|
Interest income |
|
|
(10,600 |
) |
|
Depreciation and amortization |
|
|
49,000 |
|
|
Accelerated depreciation expense associated with station equipment removal |
|
|
55,000 |
|
|
Impairment of goodwill |
|
|
64,300 |
|
|
Stock-based compensation |
|
|
9,000 |
|
|
Loss from SAFE S.p.A. and Rimere equity method investments |
|
|
6,000 |
|
|
Loss from change in fair value of derivative instruments |
|
|
– |
|
|
Amazon warrant charges |
|
|
67,000 |
|
|
Adjusted EBITDA attributable to fuel distribution |
|
$ |
72,000 – 74,000 |
|
|
(in thousands) |
|
2025 Outlook |
||
|
Net loss attributable to RNG upstream* |
|
$ |
(20,300) – (17,300 |
) |
|
Depreciation and amortization from RNG upstream |
|
|
11,000 |
|
|
Interest expense from RNG upstream |
|
|
800 |
|
|
Interest income from RNG upstream |
|
|
(500 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
(3,000 |
) |
|
Adjusted EBITDA attributable to RNG upstream |
|
$ |
(12,000) – (9,000 |
) |
|
* RNG upstream combines net loss from RNG equity method investments attributable to Clean Energy and the results of RNG production projects owned by Clean Energy |
||||
Today’s Conference Call
The Company will host an investor conference call today at 4:30 p.m. Eastern time (1:30 p.m. Pacific). Investors interested in participating in the live call can dial 1.800.267.6316 from the U.S. (Conference ID: CLEAN) and international callers can dial 1.203.518.9783 (Conference ID: CLEAN). A telephone replay will be available approximately three hours after the call concludes through Thursday, December 4, 2025, by dialing 1.844.512.2921 from the U.S., or 1.412.317.6671 from international locations, and entering Replay Pin Number 11160162. There also will be a simultaneous, live webcast available on the Investor Relations section of the Company’s web site at www.cleanenergyfuels.com, which will be available for replay for 30 days.
About Clean Energy Fuels Corp.
Clean Energy Fuels Corp. is the country’s largest provider of the cleanest fuel for the transportation market. Our mission is to decarbonize transportation through the development and delivery of renewable natural gas (“RNG”), a sustainable fuel derived from organic waste. Clean Energy allows thousands of vehicles, from airport shuttles to city buses to waste and heavy-duty trucks, to reduce their amount of climate-harming greenhouse gas. We operate a vast network of fueling stations across the U.S. and Canada. Visit www.cleanenergyfuels.com and follow @ce_renewables on X (formerly known as Twitter).
Non-GAAP Financial Measures
To supplement the Company’s unaudited consolidated financial statements presented in accordance with GAAP, the Company uses non-GAAP financial measures that it calls non-GAAP income (loss) per share (“non-GAAP income (loss) per share”) and adjusted EBITDA (“Adjusted EBITDA”). Management presents non-GAAP income (loss) per share and Adjusted EBITDA because it believes these measures provide meaningful supplemental information about the Company’s performance for the following reasons: (1) they allow for greater transparency with respect to key metrics used by management to assess the Company’s operating performance and make financial and operational decisions; (2) they exclude the effect of items that management believes are not directly attributable to the Company’s core operating performance and may obscure trends in the business; and (3) they are used by institutional investors and the analyst community to help analyze the Company’s business. In future quarters, the Company may adjust for other expenditures, charges or gains to present non-GAAP financial measures that the Company’s management believes are indicative of the Company’s core operating performance.
Non-GAAP financial measures are limited as an analytical tool and should not be considered in isolation from, or as a substitute for, the Company’s GAAP results. The Company expects to continue reporting non-GAAP financial measures, adjusting for the items described below (and/or other items that may arise in the future as the Company’s management deems appropriate), and the Company expects to continue to incur expenses, charges or gains like the non-GAAP adjustments described below. Accordingly, unless expressly stated otherwise, the exclusion of these and other similar items in the presentation of non-GAAP financial measures should not be construed as an inference that these costs are unusual, infrequent, or non-recurring. Non-GAAP income (loss) per share and Adjusted EBITDA are not recognized terms under GAAP and do not purport to be an alternative to GAAP income (loss), GAAP income (loss) per share or any other GAAP measure as an indicator of operating performance. Moreover, because not all companies use identical measures and calculations, the Company’s presentation of non-GAAP income (loss) per share and Adjusted EBITDA may not be comparable to other similarly titled measures used by other companies.
Non-GAAP Income (Loss) Per Share
Non-GAAP income (loss) per share, which the Company presents as a non-GAAP measure of its performance, is defined as net income (loss) attributable to Clean Energy Fuels Corp. plus Amazon warrant charges, plus stock-based compensation expense, plus the accelerated depreciation expense from the abandonment of certain LNG station assets located at 55 Pilot Flying J locations, plus (minus) loss (income) from Rimere equity method investment, plus (minus) loss (income) from the SAFE S.p.A. equity method investment, plus (minus) any loss (gain) from changes in the fair value of derivative instruments, plus one-off, non-cash charge to Goodwill, (minus) gain on extinguishment of loan receivable and equity security and minus amortization of investment tax credit from RNG equity method investments, the total of which is divided by the Company’s weighted-average common shares outstanding on a diluted basis. The Company’s management believes excluding non-cash expenses related to the Amazon warrant charges provides useful information to investors regarding the Company’s performance because the Amazon warrant charges are measured based upon a fair value determined using a variety of assumptions and estimates, and the Amazon warrant charges do not affect the Company’s operating cash flows related to the delivery and sale of vehicle fuel to its customer. The Company’s management believes excluding non-cash expenses related to stock-based compensation provides useful information to investors regarding the Company’s performance because of the varying available valuation methodologies, the volatility of the expense (which depends on market forces outside of management’s control), the subjectivity of the assumptions and the variety of award types that a company can use, which may obscure trends in a company’s core operating performance.
Contacts
Media Contact:
Gary Foster
(949) 437-1113
Gary.Foster@cleanenergyfuels.com
Investor Contact:
Thomas Driscoll
(949) 437-1191
