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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 10, 2025

Graphic

Hallador Energy Company

(Exact name of registrant as specified in its charter)

Colorado

001-34743

84-1014610

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

1183 East Canvasback Drive, Terre Haute, Indiana 47802

(Address, including zip code, of principal executive offices)

Registrant’s telephone number, including area code: (812) 299-2800

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading Symbol

 

Name of each exchange
on which registered

Common Shares, $.01 par value

 

HNRG

 

Nasdaq

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 - Results of Operations and Financial Condition

On November 10, 2025, Hallador Energy Company issued a press release announcing its third quarter 2025 financial and operating results.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The information included in this Current Report on Form 8-K, including Exhibit 99.1 hereto, that is furnished pursuant to this Item 2.02 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.  In addition, the information included in this Current Report on Form 8-K, including Exhibit 99.1 hereto, that is furnished pursuant to this Item 2.02 shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference into such filing.

Item 9.01 – Financial Statements and Exhibits

(d)  Exhibits

99.1 – Hallador Energy Company Reports Third Quarter 2025 Financial and Operating Results

104 – Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

November 10, 2025

By:

/s/ TODD E. TELESZ

 

 

Todd E. Telesz

CFO

EX-99.1 2 hnrg-20251110xex99d1.htm EX-99.1

EXHIBIT 99.1

Graphic

Hallador Energy Company Reports Third Quarter 2025 Financial and Operating Results

- Q3 Total Revenue up 40% YoY to $146.8 Million -

- Q3 Net Income Increases to $23.9 Million or $0.56 Earnings per Share -

- Q3 Operating Cash Flow of $23.2 Million -

- Q3 Adjusted EBITDA up 1.6x to $24.9 Million -

- Filed ERAS Application for 525MW Gas Generation Expansion -

TERRE HAUTE, Ind., November 10, 2025 – Hallador Energy Company (Nasdaq: HNRG) (“Hallador” or the “Company”) today reported its financial results for the third quarter ended September 30, 2025. 

“This was an exceptional quarter for Hallador as we delivered significant gains across all key financial metrics, including material growth in revenue, net income, Adjusted EBITDA and cash flow from operations,” said Brent Bilsland, President and Chief Executive Officer. “Favorable summer weather, increased energy demand, and stronger natural gas prices provided a supportive backdrop that drove strong revenue at Hallador Power. Following the completion of our second unit’s planned maintenance early in the quarter, both generating units operated efficiently throughout the summer, while our coal operations continued to deliver solid production, increased shipments, and stable operating costs. The combination of higher dispatch levels and strong operational execution helped reduce inventories and meaningfully enhanced our financial performance.”

 

“We continue to see accelerating demand for accredited capacity, particularly from data center developers and load serving entities seeking dispatchable energy. The strength of this interest led us in early November to file an application seeking to expand our generation capabilities at the Merom site by 525 MWs through MISO’s Expedited Resource Addition Study (ERAS) program. ERAS aims to fast-track critical capacity additions to the grid and we are currently targeting an on-line date for the gas generation in the fourth quarter of 2028.”

Bilsland continued, “the combination of the ERAS application and the positive progress towards a long-term agreement in support of large load development is providing a definitive pathway for meaningful company growth. If we are able to execute on these growth initiatives, adding roughly 50% additional generating capacity to the Merom site should provide exceptional value to our shareholders now and in the future.”

 

Third Quarter 2025 Highlights 

 

A favorable energy-pricing environment for Hallador Power and optimized fuel production, increased shipments and consistent operating costs at Sunrise Coal enabled the Company to generate material growth across all key financial metrics.

oTotal revenue increased 40% year-over-year to $146.8 million. Coal sales increased 62% year-over-year to $51.3 million and electric sales increased 29% year-over-year to $93.2 million.

 

oNet income and adjusted EBITDA increased year-over-year to $23.9 million and $24.9 million, respectively. 

 

●The Company generated $23.2 million in operating cash flow during the third quarter, which was used to partially fund capital expenditures and debt service. 

oTotal bank debt was $44.0 million at September 30, 2025, compared to $45.0 million at June 30, 2025, and $44.0 million at December 31, 2024.

 

oTotal liquidity was $46.4 million at September 30, 2025, compared to $42.0 million at June 30, 2025, and $37.8 million at December 31, 2024. 

 

oCapital expenditures in the third quarter were $19.5 million, bringing the year-to-date capital expenditures to $44.3 million. 


 

●Hallador continues to focus on forward sales to secure its energy position. 

 

oThe Company signed a 5-month, $20.0 million prepaid forward sales contract during the quarter which is scheduled to be delivered between January 2027 and May 2027.

oAt quarter-end, Hallador had total forward energy, capacity and coal sales to 3rd party customers of $921.7 million through 2029. 

Financial Summary ($ in Millions and Unaudited)

    

Q3 2025

    

Q3 2024

Electric Sales

$

93.2

$

72.1

Coal Sales - 3rd Party

$

51.3

$

31.7

Other Revenue

$

2.3

$

1.4

Total Sales and Operating Revenue

$

146.8

$

105.2

Net Income

$

23.9

$

1.6

Operating Cash Flow

$

23.2

$

(12.9)

Adjusted EBITDA*

$

24.9

$

9.6


*   Non-GAAP financial measure, defined as EBITDA plus effects of certain subsidiary and equity method investment activity, less other amortization, plus certain operating activities including stock-based compensation, asset retirement obligations accretion, less gain on disposal or abandonment of assets, plus other reclassifications such as special non-recurring project expenses.

Adjusted EBITDA should not be considered an alternative to net income, income from operations, cash flows from operating activities or any other measure of financial performance presented in accordance with GAAP. Our method of computing Adjusted EBITDA may not be the same method used to compute similar measures reported by other companies. Management believes the non-GAAP financial measure, Adjusted EBITDA, is an important measure in analyzing our liquidity.


Reconciliation of GAAP "Income (Loss) before Income Taxes" to non-GAAP "Adjusted EBITDA"

(In $ Thousands and Unaudited)

    

Three Months Ended

    

Nine Months Ended

    

September 30, 

    

September 30, 

    

2025

    

2024

    

2025

    

2024

NET INCOME (LOSS)

$

23,884

$

1,554

$

42,111

$

(10,346)

Interest expense

 

4,927

 

2,692

 

12,469

 

10,364

Income tax expense (benefit)

 

 

232

 

 

(3,389)

Depreciation, depletion and amortization

 

9,142

13,838

 

29,661

42,930

EBITDA

 

37,953

 

18,316

 

84,241

 

39,559

Other operating revenue

 

 

6

 

13

Stock-based compensation

 

585

 

1,073

 

2,144

 

3,320

Asset retirement obligations accretion

 

446

 

410

 

1,310

 

1,208

Other amortization (1)

 

(12,212)

 

(10,192)

 

(36,578)

 

(36,510)

Gain on disposal or abandonment of assets, net

 

(2,334)

 

(290)

 

(2,410)

 

(536)

Loss on extinguishment of debt

2,790

Equity method loss

248

234

287

740

Other reclassifications

180

(1,420)

Adjusted EBITDA

$

24,866

$

9,557

$

47,574

$

10,584

(1)
Other amortization relates to the non-cash amortization of the Hoosier PPA entered into in connection with the acquisition of the Merom Power Plant in 2022.

Solid Forward Sales Position - Segment Basis, Before Intercompany Eliminations (unaudited):

    

Q4 2025

    

2026

    

2027

    

2028

    

2029

    

Total

Power

 

  

 

  

 

  

 

  

 

  

 

  

Energy

 

  

 

  

 

  

 

  

 

  

 

  

Contracted MWh (in millions)

 

1.15

 

4.00

 

2.31

 

1.09

 

0.27

 

8.82

Average contracted price per MWh

$

38.07

$

43.09

$

50.78

$

52.94

$

51.33

 

Contracted revenue (in millions)

$

43.78

$

172.36

$

117.30

$

57.70

$

13.86

$

405.00

Capacity

 

  

 

  

 

  

 

  

 

  

 

  

Average daily contracted capacity MW

 

668

 

733

 

623

 

454

 

100

 

Average contracted capacity price per MWd

$

211

$

230

$

226

$

225

$

230

 

Contracted capacity revenue (in millions)

$

12.98

$

61.54

$

51.40

$

37.33

$

3.47

$

166.72

Total Energy & Capacity Revenue

 

  

 

  

 

  

 

  

 

 

  

Contracted Power revenue (in millions)

$

56.76

$

233.90

$

168.70

$

95.03

$

17.33

$

571.72

Coal

 

  

 

  

 

  

 

  

 

  

 

  

Priced tons - 3rd party (in millions)

 

0.51

 

2.72

 

2.50

 

0.50

 

 

6.23

Avg price per ton - 3rd party

$

53.08

$

55.72

$

56.74

$

59.00

$

 

Contracted coal revenue - 3rd party (in millions)

$

27.07

$

151.56

$

141.85

$

29.50

$

$

349.98

TOTAL CONTRACTED REVENUE (IN MILLIONS) - CONSOLIDATED

$

83.83

$

385.46

$

310.55

$

124.53

$

17.33

$

921.70

Priced tons - Intercompany (in millions)

 

1.33

 

2.30

 

2.30

 

2.30

 

 

8.23

Avg price per ton - Intercompany

$

51.00

$

51.00

$

51.00

$

51.00

$

 

Contracted coal revenue - Intercompany (in millions)

$

67.83

$

117.30

$

117.30

$

117.30

$

$

419.73

TOTAL CONTRACTED REVENUE (IN MILLIONS) - SEGMENT

$

151.66

$

502.76

$

427.85

$

241.83

$

17.33

$

1,341.43


Forward-Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Statements that are not strictly historical statements constitute forward-looking statements and may often, but not always, be identified by the use of such words such as "expects," "believes," "intends," "anticipates," "plans," "estimates," "guidance," "target," "potential," "possible," or "probable" or statements that certain actions, events or results "may," "will," "should," or "could" be taken, occur or be achieved. Forward-looking statements include, without limitation, those relating to our ability to participate in the ERAS program (which requires acceptance of our application by ERAS) and achieve the expected benefits thereof, our ability to secure a long-term agreement in support of large load development and our expectations with respect to potential accelerating demand for accredited capacity. Forward-looking statements are based on current expectations and assumptions and analyses made by Hallador and its management in light of experience and perception of historical trends, current conditions and expected future developments, as well as other factors appropriate under the circumstances that involve various risks and uncertainties that could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to, those set forth in Hallador’s annual report on Form 10-K for the year ended December 31, 2024, and other Securities and Exchange Commission filings. Hallador undertakes no obligation to revise or update publicly any forward-looking statements except as required by law.

Conference Call and Webcast

Hallador management will host a conference call today, November 10, 2025 at 5:00 p.m. Eastern time to discuss its financial and operational results, followed by a question-and-answer period.

Date: Monday, November 10, 2025

Time: 5:00 p.m. Eastern time

Dial-in registration link: here

Live webcast registration link: here

The conference call will also be broadcast live and available for replay in the investor relations section of the Company’s website at www.halladorenergy.com.

About Hallador Energy Company

Hallador Energy Company (Nasdaq: HNRG) is a vertically-integrated Independent Power Producer (IPP) based in Terre Haute, Indiana. The Company has two core businesses: Hallador Power Company, LLC, which produces electricity and capacity at its one Gigawatt (GW) Merom Generating Station, and Sunrise Coal, LLC, which produces and supplies fuel to the Merom Generating Station and other companies. To learn more about Hallador, visit the Company’s website at http://www.halladorenergy.com/.

Company Contact

Todd E. Telesz

Chief Financial Officer

TTelesz@halladorenergy.com

Investor Relations Contact

Sean Mansouri, CFA

Elevate IR

(720) 330-2829

HNRG@elevate-ir.com


Hallador Energy Company

Condensed Consolidated Balance Sheets

(in thousands, except per share data)

(unaudited)

    

September 30, 

    

December 31, 

2025

2024

ASSETS

Current assets:

Cash and cash equivalents

$

12,663

 

$

7,232

Restricted cash

 

22,819

 

 

4,921

Accounts receivable

 

24,763

 

 

15,438

Inventory

 

28,006

 

 

36,685

Parts and supplies

 

44,002

 

 

39,104

Prepaid expenses

 

4,293

 

 

1,478

Total current assets

 

136,546

 

 

104,858

Property, plant and equipment:

 

  

 

 

  

Land and mineral rights

 

69,961

 

 

70,307

Buildings and equipment

 

454,040

 

 

429,857

Mine development

 

99,852

 

 

92,458

Finance lease right-of-use assets

 

13,034

 

 

13,034

Total property, plant and equipment

 

636,887

 

 

605,656

Less - accumulated depreciation, depletion and amortization

 

(370,903)

 

 

(347,952)

Total property, plant and equipment, net

 

265,984

 

 

257,704

Equity method investments

 

2,713

 

 

2,607

Other assets

 

4,218

 

 

3,951

Total assets

$

409,461

 

$

369,120

LIABILITIES AND STOCKHOLDERS' EQUITY

 

  

 

 

  

Current liabilities:

 

  

 

 

  

Current portion of bank debt, net

$

42,698

 

$

4,095

Accounts payable and accrued liabilities

 

44,010

 

 

44,298

Current portion of lease financing

 

7,395

 

 

6,912

Contract liabilities - current

 

113,244

 

 

97,598

Total current liabilities

 

207,347

 

 

152,903

Long-term liabilities:

 

  

 

 

  

Bank debt, net

 

 

 

37,394

Long-term lease financing

 

3,140

 

 

8,749

Asset retirement obligations

 

16,268

 

 

14,957

Contract liabilities - long-term

 

34,362

 

 

49,121

Other

 

2,156

 

 

1,711

Total long-term liabilities

 

55,926

 

 

111,932

Total liabilities

 

263,273

 

 

264,835

Commitments and contingencies (Note 16)

 

  

 

 

  

Stockholders' equity:

 

  

 

 

  

Preferred stock, $.10 par value, 10,000 shares authorized; none issued

 

 

 

Common stock, $.01 par value, 100,000 shares authorized; 42,978 and 42,621 issued and outstanding, as of September 30, 2025 and December 31, 2024, respectively

 

430

 

 

426

Additional paid-in capital

 

189,086

 

 

189,298

Retained deficit

 

(43,328)

 

 

(85,439)

Total stockholders’ equity

 

146,188

 

 

104,285

Total liabilities and stockholders’ equity

$

409,461

 

$

369,120


Hallador Energy Company

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)

    

Three Months Ended September 30, 

Nine Months Ended September 30, 

2025

    

2024

    

2025

    

2024

 

SALES AND OPERATING REVENUES:

 

  

 

  

 

  

 

  

 

Electric sales

$

93,235

$

72,116

$

239,154

$

192,996

Coal sales

51,256

31,662

119,588

114,093

Other revenues

 

2,355

 

1,377

 

8,780

 

3,685

Total sales and operating revenues

 

146,846

 

105,155

 

367,522

 

310,774

EXPENSES:

 

  

 

  

 

  

 

  

Fuel

27,119

13,755

57,392

34,684

Other operating and maintenance costs

44,415

32,741

101,759

103,704

Cost of purchased power

2,074

3,149

11,086

7,694

Utilities

4,543

3,586

13,202

12,090

Labor

27,574

26,721

81,402

88,444

Depreciation, depletion and amortization

 

9,142

 

13,838

 

29,661

 

42,930

Asset retirement obligations accretion

 

446

 

410

 

1,310

 

1,208

Exploration costs

 

38

 

62

 

157

 

179

General and administrative

 

4,770

 

6,471

 

19,096

 

20,218

Gain on disposal or abandonment of assets, net

(2,334)

(290)

(2,410)

(536)

Total operating expenses

 

117,787

 

100,443

 

312,655

 

310,615

INCOME FROM OPERATIONS

 

29,059

 

4,712

 

54,867

 

159

Interest expense (1)

 

(4,927)

 

(2,692)

 

(12,469)

 

(10,364)

Loss on extinguishment of debt

 

 

 

 

(2,790)

Equity method investment (loss)

 

(248)

 

(234)

 

(287)

 

(740)

NET INCOME (LOSS) BEFORE INCOME TAXES

 

23,884

 

1,786

 

42,111

 

(13,735)

INCOME TAX EXPENSE (BENEFIT):

 

  

 

  

 

  

 

  

Current

 

 

 

 

Deferred

 

 

232

 

 

(3,389)

Total income tax expense (benefit)

 

 

232

 

 

(3,389)

NET INCOME (LOSS)

$

23,884

$

1,554

$

42,111

$

(10,346)

NET INCOME (LOSS) PER SHARE:

 

  

 

  

 

  

 

  

Basic

$

0.56

$

0.04

$

0.98

$

(0.27)

Diluted

$

0.55

$

0.04

$

0.97

$

(0.27)

WEIGHTED AVERAGE SHARES OUTSTANDING

 

  

 

  

 

  

 

  

Basic

 

43,007

 

42,598

 

42,869

 

38,455

Diluted

 

43,434

 

43,018

 

43,287

 

38,455

(1) Interest Expense:

 

  

 

  

 

  

 

  

Interest on bank debt

    

$

1,763

    

$

2,073

    

$

4,661

    

$

7,657

Other interest

 

2,585

 

181

 

6,208

 

1,456

Amortization of debt issuance costs

 

579

 

438

 

1,600

 

1,251

Total interest expense

$

4,927

$

2,692

$

12,469

$

10,364


Hallador Energy Company

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

    

Nine Months Ended September 30, 

    

2025

    

2024

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss)

$

42,111

$

(10,346)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Deferred income tax (benefit)

 

 

(3,389)

Equity method investment loss

 

287

 

740

Depreciation, depletion and amortization

 

29,661

 

42,930

Loss on extinguishment of debt

 

 

2,790

Gain on disposal or abandonment of assets, net

 

(2,410)

 

(536)

Amortization of debt issuance costs

 

1,600

 

1,251

Asset retirement obligations accretion

 

1,310

 

1,208

Cash paid on asset retirement obligation reclamation

 

(455)

 

(820)

Stock-based compensation

 

2,144

 

3,320

Amortization of contract liabilities

 

(82,639)

 

(59,236)

Accretion on contract liabilities

5,659

Other

274

1,352

Change in current assets and liabilities:

 

 

Accounts receivable

 

(9,325)

 

8,029

Inventory

 

8,679

 

(8,002)

Parts and supplies

 

(4,898)

 

(786)

Prepaid expenses

 

1,190

 

(1,098)

Accounts payable and accrued liabilities

 

1,923

 

(7,715)

Contract liabilities

 

77,867

 

57,293

Net cash provided by operating activities

72,978

26,985

CASH FLOWS FROM INVESTING ACTIVITIES:

 

  

 

  

Capital expenditures

(44,277)

(39,606)

Proceeds from sale of equipment

 

2,891

 

3,373

Investment in equity method investments

(394)

Net cash used in investing activities

 

(41,780)

 

(36,233)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

  

 

Payments on bank debt

 

(63,000)

 

(86,500)

Borrowings of bank debt

 

63,000

 

65,000

Payments on lease financing

(5,187)

(4,105)

Proceeds from sale and leaseback arrangement

 

 

3,783

Issuance of related party notes payable

 

 

5,000

Payments on related party notes payable

 

 

(5,000)

Debt issuance costs

 

(330)

 

(654)

ATM offering

 

 

34,515

Taxes paid on vesting of RSUs

 

(2,352)

 

(273)

Net cash (used in) provided by financing activities

 

(7,869)

 

11,766

Increase in cash, cash equivalents, and restricted cash

 

23,329

 

2,518

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

 

12,153

 

7,123

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

$

35,482

$

9,641

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH:

 

  

 

Cash and cash equivalents

$

12,663

$

3,829

Restricted cash

 

22,819

 

5,812

$

35,482

$

9,641

SUPPLEMENTAL CASH FLOW INFORMATION:

 

  

 

Cash paid for interest

$

4,718

$

8,679

SUPPLEMENTAL NON-CASH FLOW INFORMATION:

 

 

Change in capital expenditures included in accounts payable and prepaid expense

$

(5,855)

$

(7,825)

Stock issued on redemption of convertible notes and interest

$

$

22,993