株探米国株
日本語 英語
エドガーで原本を確認する
FALSE000148813900014881392025-08-042025-08-04


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): August 4, 2025
Ameresco, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware   001-34811   04-3512838
(State or Other Juris-
diction of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
111 Speen Street, Suite 410, Framingham, MA 1701
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (508) 661-2200
(Former Name or Former Address, if Changed Since Last Report)
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 exchange on which registered
Class A Common Stock, par value $0.0001 per share AMRC New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1033 (§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 August 4, 2025, Ameresco, Inc. (“we” or the “Company”) announced its financial results for the quarter ended June 30, 2025. The Company also posted supplemental information with respect to its quarter ended June 30, 2025 results on the Investor Relations section of its website at www.ameresco.com. The press release and the supplemental information issued in connection with the announcement are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K.
The information in this Form 8-K (including Exhibit 99.1 and Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Index
Exhibit No. Description
99.1
99.2
104 Cover Page Interactive Data File (formatted as Inline XBRL)
# Certain portions of this exhibit are considered confidential and have been omitted as permitted under SEC rules and regulations. Schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K.



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.
AMERESCO, INC.
August 4, 2025 By: /s/ Mark Chiplock
Mark Chiplock
Executive Vice President, Chief Financial Officer and Chief Accounting Officer
(duly authorized and principal financial officer)


EX-99.1 2 amrc_20250630x8-kxexx991.htm EX-99.1 Document


Exhibit 99.1





imagea.jpg


Ameresco Reports Second Quarter 2025 Financial Results

Ameresco Delivered Strong Q2 Results
Total Revenue and Adj. EBITDA Growth of 8% and 24%, Respectively
Energy Infrastructure Opportunities Drive Total Project Backlog Above $5 billion
Reiterates 2025 Guidance

Second Quarter 2025 Financial Highlights:
•Revenues of $472.3 million
•Net income attributable to common shareholders of $12.9 million
•GAAP EPS of $0.24
•Non-GAAP EPS of $0.27
•Adjusted EBITDA of $56.1 million

FRAMINGHAM, MA – August 4, 2025 – Ameresco, Inc. (NYSE:AMRC), a leading energy solutions provider dedicated to helping customers navigate the energy transition, today announced financial results for the second quarter ended June 30, 2025. 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, “This was another strong quarter for Ameresco as the team continued its excellent execution across our broad operating footprint. Revenue growth of 8% exceeded our expectations, particularly considering the strong first quarter results during which we executed on projects worth approximately $30 million faster than anticipated. Second quarter revenue performance reflected strength across our business lines and was driven by continued growth in Europe and our Energy Asset business. Adjusted EBITDA increased 24%, demonstrating the significant operating leverage we believe is inherent in our Company’s unique business model, while Non-GAAP EPS was $0.17 higher from a year ago. In the second quarter, we also continued to further strengthen our foundation for future profitable growth with successful business development activities. The Company added over $550.0 million of new project awards during the quarter.




Total Project Backlog stands at a record of $5.1 billion, with Energy Infrastructure and resiliency projects accounting for almost half.

“Rapidly increasing demand for electricity, rising utility rates and growing grid instability continue to drive tremendous interest and demand for our broad portfolio of Energy Infrastructure solutions. Our diverse portfolio of solutions includes natural gas-powered engines, co-gen equipment, hydroelectric power, other power generation technologies, as well as renewables, BESS and microgrid offerings. And to ensure we are active participants in the evolving Small Modular Reactor, or SMR market, we recently added a seasoned executive to lead the development of our Nuclear Partner Program. Our significant growth in Europe furthered our ongoing geographic diversification. To support this growth, we hired a key executive in Continental Europe. We believe this diversification and our continued investments in executive talent and leading-edge technologies allow us to thrive,” Mr. Sakellaris concluded.

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


(in millions) Q2 2025 Q2 2024
Revenue
Net Income (1)
Adj. EBITDA Revenue
Net (Loss) Income (1)
Adj. EBITDA
Projects $358.1 $4.9 $16.3 $330.8 ($2.5) $7.1
Energy Assets $62.9 $3.4 $33.8 $53.4 $2.9 $31.2
O&M $28.0 $2.6 $3.4 $26.2 $3.1 $3.9
Other $23.3 $1.9 $2.6 $27.6 $1.5 $2.9
Total (2)
$472.3 $12.9 $56.1 $438.0 $5.0 $45.1
(1) Net Income represents net income attributable to common shareholders.
(2) Numbers in table may not sum due to rounding.

Total revenue of $472.3 million increased 8%. Continued growth in Europe combined with our focus on project execution and the conversion of our backlog drove solid growth of 8% in our Projects revenue to $358.1 million. Energy Asset revenue grew 18% to $62.9 million, continuing to benefit from the cumulative impact of long-term contracts associated with our growing portfolio of operating Energy Assets. O&M revenue increased 7%, and Other revenue of $23.3 million was lower due to the sale of AEG at the end of 2024. Gross margin of 15.5% was in line with expectations. Net income attributable to common shareholders was $12.9 million with EPS and Non-GAAP EPS of $0.24 and $0.27, respectively. Q2 net income and EPS were positively impacted by $4.3 million in non-cash, mark-to-market gains on certain unhedged derivatives, and $3.0 million of fx translation gains. Adjusted EBITDA increased 24% to $56.1 million.














Project and Asset Highlights

($ in millions) At June 30, 2025
Awarded Project Backlog (1)
$2,689
Contracted Project Backlog $2,415
Total Project Backlog $5,104
12-month Contracted Backlog (2)
$1,219
O&M Revenue Backlog $1,346
12-month O&M Backlog $101
Energy Asset Visibility (3)
$3,317
Total Revenue Visibility $9,767
Operating Energy Assets 749 MWe
Ameresco's Net Assets in Development (4)
615 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) 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
(4) Net MWe capacity includes only our share of any jointly owned assets

•Ameresco brought 7 MWe of Energy Assets into operation





























Balance Sheet and Cash Flow Metrics

($ in millions) June 30, 2025
Total Corporate Debt (1)
$294.1
Corporate Debt Leverage Ratio (2)
3.4X
Total Energy Asset Debt (3)
$1,502.6
Non-Core Debt, International JVs (4)
$25.8
Energy Asset Book Value (5)
$2,041.3
Energy Debt Advance Rate (6)
74%
Q2 Cash Flows from Operating Activities $(26.9)
Plus: Q2 proceeds from Sales of ITC $70.8
Plus: Q2 Proceeds from Federal ESPC Projects $5.7
Equals: Q2 Adjusted Cash from Operations $49.6
8-quarter rolling average Cash Flows from Operating Activities $3.3
Plus: 8-quarter rolling average Proceeds from Sales of ITC $8.8
Plus: 8-quarter rolling average Proceeds from Federal ESPC Projects $34.7
Equals: 8-quarter rolling average Adjusted Cash from Operations $46.9
(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, net of $58K unamortized debt discount
(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

The Company ended the quarter with $81.6 million in unrestricted cash with total corporate debt including our subordinated debt, term loans and drawn amounts on our revolving line of credit increasing to $294.1 million. Corporate debt increased in order to support our working capital needs given the continued growth of our business. During the quarter the Company successfully executed approximately $175.0 million in project financing commitments and the sale of over $70.0 million in RNG-related tax credits. Our Energy Asset Debt was $1.5 billion with an Energy Debt Advance rate of 74% on the Energy Asset Book Value. Our Adjusted Cash from Operations during the quarter was $49.6 million. Our 8-quarter rolling average Adjusted Cash from Operations was $46.9 million.

Outlook
“We are pleased to note that our business with the Federal Government is returning to a more normalized cadence, and while we continue to evaluate the industry changes brought about by the OBBB Act, we do not believe that these changes will have a material impact on Ameresco in the short term. With our strong first half results together with our visibility into the remainder of the year, we are pleased to reiterate our 2025 revenue and adjusted EBITDA guidance of $1.9 billion and $235 million at the midpoints of our ranges, respectively.”





Our 2025 guidance does not include the potential impact of a change in accounting principle related to sale-leaseback arrangements that continues to be assessed.

FY 2025 Guidance Ranges
Revenue $1.85 billion $1.95 billion
Gross Margin 15.5% 16.0%
Adjusted EBITDA $225 million $245 million
Depreciation & Amortization $103 million $105 million
Interest Expense & Other $85 million $90 million
Effective Tax Rate (50)% (35)%
Income Attributable to Non-Controlling Interest $(5) million $(8) million
Non-GAAP EPS $0.70 $0.90

The Company’s Adjusted EBITDA and Non-GAAP EPS guidance excludes the impact of redeemable non-controlling interest activity, one-time charges, asset 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 2025 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: 2087771, 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.

About Ameresco, Inc.
Founded in 2000, Ameresco, Inc. (NYSE:AMRC) is a leading energy solutions provider dedicated to helping customers reduce costs, enhance resilience, and decarbonize to net zero in the global energy transition. Our comprehensive portfolio includes implementing smart energy efficiency solutions, upgrading aging infrastructure, and developing, constructing, and operating distributed energy resources. As a trusted full-service partner, Ameresco shows the way by reducing energy use and delivering diversified generation solutions to Federal, state and local governments, utilities, educational and healthcare institutions, housing authorities, and commercial and industrial customers. Headquartered in Framingham, MA, Ameresco has more than 1,500 employees providing local expertise in North America and Europe.




For more information, visit www.ameresco.com.

Contact:
Media Relations
Leila Dillon, 508.661.2264, news@ameresco.com
Investor Relations
Eric Prouty, AdvisIRy Partners, 212.750.5800,
eric.prouty@advisiry.com
Lynn Morgen, AdvisIRy Partners, 212.750.5800,
lynn.morgen@advisiry.com

Safe Harbor Statement
Any statements in this press release about future expectations, plans and prospects for Ameresco, Inc., including statements about market conditions, pipeline, visibility, backlog, pending agreements, 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, as well as statements about our financing plans, the impact of the OBBB Act, the impact of other policies and regulatory changes implemented by the new U.S. administration, supply chain disruptions, shortage and cost of materials and labor, and other macroeconomic and geopolitical challenges; the impact from a possible change in accounting principle; our expectations related to our agreement with SCE including the impact of delays and any requirement to pay liquidated damages, and other statements containing the words “projects,” “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward looking statements as a result of various important factors, including: demand for our energy efficiency and renewable energy solutions; the timing of, and ability to, enter into contracts for awarded projects on the terms proposed or at all; the timing of work we do on projects where we recognize revenue on a percentage of completion basis; 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; the fiscal health of the government and the risk of government shutdowns and reductions in the federal workforce; our ability to complete and operate our projects on a profitable basis and as committed to our customers; our cash flows from operations and our ability to arrange financing to fund our operations and projects; our customers’ ability to finance their projects and credit risk from our customers; our ability to comply with covenants in our existing debt agreements; the impact of macroeconomic challenges, weather related events and climate change; our reliance on third parties for our construction and installation work; availability and cost of labor and equipment particularly given global supply chain challenges, tariffs and global trade conflicts; global supply chain challenges, component shortages and inflationary pressures; changes in federal, state and local government policies and programs related to energy efficiency and renewable energy; the ability of customers to cancel or defer contracts included in our backlog; the output and performance of our energy plants and energy projects; cybersecurity incidents and breaches; regulatory and other risks inherent to constructing and operating energy assets; the effects of our acquisitions and joint ventures; seasonality in construction and in demand for our products and services; a customer’s decision to delay our work on, or other risks involved with, a particular project; the addition of new customers or the loss of existing customers; market price of our Class A Common stock prevailing from time to time; the nature of other investment opportunities presented to our Company from time to time; risks related to our international operation and international growth strategy; and other factors discussed in our most recent Annual Report on Form 10-K and our quarterly reports on Form 10-Q.




The forward-looking statements included in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.




AMERESCO, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share amounts)
June 30, December 31,
  2025 2024
  (Unaudited)
ASSETS
Current assets:    
Cash and cash equivalents $ 81,633  $ 108,516 
Restricted cash 88,808  69,706 
Accounts receivable, net 245,852  256,961 
Accounts receivable retainage, net 47,826  39,843 
Unbilled revenue 592,871  644,105 
Inventory, net 12,389  11,556 
Prepaid expenses and other current assets 182,885  145,906 
Income tax receivable 2,868  1,685 
Project development costs, net 25,298  22,856 
Total current assets 1,280,430  1,301,134 
Federal ESPC receivable 609,066  609,128 
Property and equipment, net 10,775  11,040 
Energy assets, net 2,041,247  1,915,311 
Deferred income tax assets, net 70,794  56,523 
Goodwill, net 69,443  66,305 
Intangible assets, net 8,745  8,814 
Right-of-use assets, net 77,181  80,149 
Restricted cash, non-current portion 21,576  20,156 
Other assets 106,023  89,948 
Total assets $ 4,295,280  $ 4,158,508 
LIABILITIES, REDEEMABLE NON-CONTROLLING INTERESTS AND STOCKHOLDERS' EQUITY
Current liabilities:    
Current portions of long-term debt and financing lease liabilities, net $ 160,578  $ 149,363 
Accounts payable 451,571  529,338 
Accrued expenses and other current liabilities 105,305  107,293 
Current portions of operating lease liabilities 7,616  10,536 
Deferred revenue 96,448  91,734 
Income taxes payable 557  744 
Total current liabilities 822,075  889,008 
Long-term debt and financing lease liabilities, net of current portion, unamortized discount and debt issuance costs 1,661,839  1,483,900 
Federal ESPC liabilities 550,631  555,396 
Deferred income tax liabilities, net 2,178  2,223 
Deferred grant income 5,682  6,436 
Long-term operating lease liabilities, net of current portion 57,547  59,479 
Other liabilities 122,914  114,454 




June 30, December 31,
  2025 2024
Redeemable non-controlling interests, net $ 1,543  $ 2,463 
Stockholders' equity:    
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding at June 30, 2025 and December 31, 2024
—  — 
Class A common stock, $0.0001 par value, 500,000,000 shares authorized, 36,805,494 shares issued and 34,703,659 shares outstanding at June 30, 2025, 36,603,048 shares issued and 34,501,213 shares outstanding at December 31, 2024
Class B common stock, $0.0001 par value, 144,000,000 shares authorized, 18,000,000 shares issued and outstanding at June 30, 2025 and December 31, 2024
Additional paid-in capital 386,214  378,321 
Retained earnings 659,888  652,561 
Accumulated other comprehensive income (loss), net 240  (5,874)
Treasury stock, at cost, 2,101,835 shares at June 30, 2025 and December 31, 2024
(11,788) (11,788)
Stockholders' equity before non-controlling interest 1,034,559  1,013,225 
Non-controlling interests 36,312  31,924 
Total stockholders’ equity 1,070,871  1,045,149 
Total liabilities, redeemable non-controlling interests and stockholders' equity $ 4,295,280  $ 4,158,508 





AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(In thousands, except per share amounts) (Unaudited)
  Three Months Ended June 30, Six Months Ended June 30,
  2025 2024 2025 2024
Revenues $ 472,284  $ 437,982  $ 825,113  $ 736,388 
Cost of revenues 398,926  372,813  699,836  624,226 
Gross profit 73,358  65,169  125,277  112,162 
Earnings from unconsolidated entities 150  10  411  565 
Selling, general and administrative expenses 45,734  44,226  84,222  83,781 
Operating income 27,774  20,953  41,466  28,946 
Other expenses, net 15,156  15,759  33,266  29,930 
Income (loss) before income taxes 12,618  5,194  8,200  (984)
Income tax benefit (2,900) —  (1,712) — 
Net income (loss) 15,518  5,194  9,912  (984)
Net (income) loss attributable to non-controlling interests and redeemable non-controlling interests (2,654) (184) (2,531) 3,057 
Net income attributable to common shareholders $ 12,864  $ 5,010  $ 7,381  $ 2,073 
Net income per share attributable to common shareholders:    
Basic $ 0.24  $ 0.10  $ 0.14  $ 0.04 
Diluted $ 0.24  $ 0.09  $ 0.14  $ 0.04 
Weighted average common shares outstanding:  
Basic 52,638  52,355  52,591  52,322 
Diluted 52,821  53,113  52,897  53,016 





AMERESCO, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited)
  Six Months Ended June 30,
  2025  2024
Cash flows from operating activities:
Net income (loss) $ 9,912  $ (984)
Adjustments to reconcile net income (loss) to net cash flows from operating activities:
Depreciation of energy assets, net 46,839  35,685 
Depreciation of property and equipment 1,180  2,452 
Increase in contingent consideration 71  — 
Accretion of ARO liabilities 216  154 
Amortization of debt discount and debt issuance costs 2,849  2,322 
Amortization of intangible assets 1,120  1,076 
Provision for credit losses 1,211 
(Gain) loss on disposal of assets (1,343) 382 
Non-cash project revenue related to in-kind leases (4,509) (2,347)
Earnings from unconsolidated entities (411) (565)
Net gain from derivatives (2,967) (3,968)
Stock-based compensation expense 6,595  6,704 
Deferred income taxes, net (2,916) 687 
Unrealized foreign exchange (gain) loss (3,224) 1,027 
Changes in operating assets and liabilities:
Accounts receivable 12,721  5,943 
Accounts receivable retainage (4,447) (5,525)
Federal ESPC receivable (36,661) (85,788)
Inventory, net (832) 1,153 
Unbilled revenue 18,479  (27,779)
Prepaid expenses and other current assets (17,241) 24,698 
Income taxes receivable, net (1,314) 21 
Project development costs (2,509) (3,719)
Other assets (4,472) (3,118)
Accounts payable, accrued expenses and other current liabilities (84,147) 72,777 
Deferred revenue 7,207  46,969 
Other liabilities 4,618  4,663 
Cash flows from operating activities
(55,177) 74,131 
Cash flows from investing activities:
Purchases of property and equipment (569) (2,066)
Capital investments in energy assets (208,126) (227,383)
Capital investments in major maintenance of energy assets (10,080) (10,527)
Proceeds from sale of investment tax credits 70,788  — 
Net proceeds from equity method investments —  12,956 
Contributions to equity method investments (24,074) (6,192)
Acquisitions, net of cash received (3,972) — 
Cash flows from investing activities
(176,033) (233,212)
Cash flows from financing activities:    
Payments on long-term corporate debt financings (15,500) (67,500)
Proceeds from long-term corporate debt financings 100,000  100,000 
Payments on senior secured revolving credit facility, net (32,000) (34,900)
Proceeds from long-term energy asset debt financings 290,159  259,331 
Payments on long-term energy asset debt and financing leases (154,223) (139,474)
Proceeds from termination of interest rate swaps 2,808  — 
Payment on seller's promissory note —  (29,441)
Payments of debt discount and debt issuance costs (6,763) (6,008)
Proceeds from Federal ESPC projects 35,415  120,128 
Net (payments) proceeds from energy asset receivable financing arrangements (207) 5,280 
Proceeds from exercises of options and ESPP 1,298  1,494 
Contributions from non-controlling interests 3,799  30,792 




  Six Months Ended June 30,
  2025  2024
Distributions to non-controlling interest (2,851) (1,004)
Distributions to redeemable non-controlling interests, net —  (263)
Cash flows from financing activities
221,935  238,435 
Effect of exchange rate changes on cash 2,914  70 
Net (decrease) increase in cash, cash equivalents, and restricted cash (6,361) 79,424 
Cash, cash equivalents, and restricted cash, beginning of period 198,378  153,676 
Cash, cash equivalents, and restricted cash, end of period $ 192,017  $ 233,100 




Non-GAAP Financial Measures (Unaudited, in thousands)
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: 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  %
Three Months Ended June 30, 2024
Adjusted EBITDA: Projects Energy Assets O&M Other Consolidated
Net (loss) income attributable to common shareholders $ (2,485) $ 2,892  $ 3,141  $ 1,462  $ 5,010 
Plus: Other expenses, net 5,383  9,590  296  490  15,759 
Plus: Depreciation and amortization 1,038  18,242  314  781  20,375 
Plus: Stock-based compensation 2,799  441  212  226  3,678 
Plus: Contingent consideration, restructuring and other charges 232  68  309 
Adjusted EBITDA $ 6,967  $ 31,233  $ 3,968  $ 2,963  $ 45,131 
Adjusted EBITDA margin 2.1  % 58.5  % 15.2  % 10.7  % 10.3  %












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: 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  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  %
Six Months Ended June 30, 2024
Adjusted EBITDA: Projects Energy Assets O&M Other Consolidated
Net (loss) income attributable to common shareholders $ (8,450) $ 2,396  $ 6,801  $ 1,326  $ 2,073 
Impact from redeemable non-controlling interests —  (2,855) —  —  (2,855)
Plus: Other expenses, net 11,039  16,835  841  1,215  29,930 
Plus: Depreciation and amortization 2,033  35,089  636  1,455  39,213 
Plus: Stock-based compensation 4,871  879  469  485  6,704 
Plus: Contingent consideration, restructuring and other charges 712  84  10  91  897 
Adjusted EBITDA $ 10,205  $ 52,428  $ 8,757  $ 4,572  $ 75,962 
Adjusted EBITDA margin 1.9  % 54.3  % 17.0  % 8.6  % 10.3  %











Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
Non-GAAP net income (loss) and EPS:
Net income attributable to common shareholders $ 12,864  $ 5,010  $ 7,381  $ 2,073 
Adjustment for accretion of tax equity financing fees (27) (27) (54) (54)
Impact from redeemable non-controlling interests (450) —  (975) (2,855)
Plus: Contingent consideration, restructuring and other charges 2,528  309  3,088  897 
Less: Income tax effect of Non-GAAP adjustments (657) (80) (657) (233)
Non-GAAP net income (loss) $ 14,258  $ 5,212  $ 8,783  $ (172)
Diluted net income per common share $ 0.24  $ 0.09  $ 0.14  $ 0.04 
Effect of adjustments to net income (loss) 0.03  0.01  0.02  (0.04)
Non-GAAP EPS $ 0.27  $ 0.10  $ 0.16  $ — 
Adjusted cash from operations:
Cash flows from operating activities $ (26,874) $ 53,314  $ (55,177) $ 74,131 
Plus: proceeds from sales of ITC 70,788  —  70,788  — 
Plus: proceeds from Federal ESPC projects 5,684  100,547  35,415  120,128 
Adjusted cash from operations $ 49,598  $ 153,861  $ 51,026  $ 194,259 

Other Financial Measures (Unaudited, in thousands)
Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
New contracts and awards:
New contracts $ 177,132  $ 513,583  $ 510,866  $ 848,116 
New awards (1)
$ 558,102  $ 715,601  $ 925,390  $ 1,055,399 
(1) Represents estimated future revenues from projects that have been awarded, though the contracts have not yet been signed

Non-GAAP Financial Guidance
Adjusted earnings before interest, taxes, depreciation and amortization (adjusted EBITDA):
Year Ended December 31, 2025
Low High
Operating income (1)
$113 million $132 million
Depreciation and amortization $103 million $105 million
Stock-based compensation $14 million $16 million
Restructuring and other charges $(5) million $(8) million
Adjusted EBITDA $225 million $245 million

(1) Although net income is the most directly comparable GAAP measure, this table reconciles adjusted EBITDA to operating income because we are not able to calculate forward-looking net income without unreasonable efforts due to significant uncertainties with respect to the impact of accounting for our redeemable non-controlling interests and taxes.





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 redeemable non-controlling interests, before income tax (benefit) provision, other expenses net, depreciation, 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.

Adjusted Cash from Operations
We define 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 a 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 adjusted cash from operations as a measure of liquidity because it captures all sources of cash associated with our operations.

EX-99.2 3 a2025q2supplementalslide.htm EX-99.2 a2025q2supplementalslide
© 2025 Ameresco, Inc. All rights reserved. ameresco.com Q2 2025 Supplemental Information August 4, 2025


 
2 Safe Harbor Forward Looking Statements Any statements in this presentation about future expectations, plans and prospects for Ameresco, Inc., including statements about market conditions, pipeline, visibility, backlog, pending agreements, 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, as well as statements about our financing plans, the impact of the OBBB Act, the impact of other policies and regulatory changes implemented by the new U.S. administration, supply chain disruptions, shortage and cost of materials and labor, and other macroeconomic and geopolitical challenges, the impact from a possible change in accounting principle; our expectations related to our agreement with SCE including the impact of delays and any requirement to pay liquidated damages, and other statements containing the words “projects,” “believes,” “anticipates,” “plans,” “expects,” “will” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward looking statements as a result of various important factors, including: demand for our energy efficiency and renewable energy solutions; the timing of, and ability to, enter into contracts for awarded projects on the terms proposed or at all; the timing of work we do on projects where we recognize revenue on a percentage of completion basis; 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; the fiscal health of the government and the risk of government shutdowns and reductions in the federal workforce; our ability to complete and operate our projects on a profitable basis and as committed to our customers; our cash flows from operations and our ability to arrange financing to fund our operations and projects; our customers’ ability to finance their projects and credit risk from our customers; our ability to comply with covenants in our existing debt agreements; the impact of macroeconomic challenges, weather related events and climate change; our reliance on third parties for our construction and installation work; availability and cost of labor and equipment particularly given global supply chain challenges, tariffs and global trade conflicts; global supply chain challenges, component shortages and inflationary pressures; changes in federal, state and local government policies and programs related to energy efficiency and renewable energy; the ability of customers to cancel or defer contracts included in our backlog; the output and performance of our energy plants and energy projects; cybersecurity incidents and breaches; regulatory and other risks inherent to constructing and operating energy assets; the effects of our acquisitions and joint ventures; seasonality in construction and in demand for our products and services; a customer’s decision to delay our work on, or other risks involved with, a particular project; the addition of new customers or the loss of existing customers; market price of our Class A Common stock prevailing from time to time; the nature of other investment opportunities presented to our Company from time to time; risks related to our international operation and international growth strategy; and other factors discussed in our most recent Annual Report on Form 10-K and our quarterly reports on Form 10-Q. The forward-looking statements included in this presentation represent our views as of the date of this presentation. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this presentation. Use of Non-GAAP Financial Measures This presentation 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 in the back of this presentation titled “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 the table at the end of this presentation titled “GAAP to Non-GAAP Reconciliation.”


 
Sources of Revenue – Q2 2025 3 Projects Energy efficiency and renewable energy projects Recurring Energy & incentive revenue from owned energy assets; plus recurring O&M from projects Other Services, software and integrated PV $358.1M $90.9M $23.3M


 
Projects 74% Assets 15% O&M 6% Other 5% $825M Revenue Projects 26% Assets 66% O&M 5% Other 3% $97M Adjusted EBITDA* 71% of Adjusted EBITDA Came From Recurring Lines of Business 4 * Adjusted EBITDA percentages allocate corporate expenses according to revenue shareYear to Date 2025 71% Recurring 21% Recurring


 
Energy Asset Portfolio – 6/30/2025 5 749 MWe of Energy Assets in Operation: 83 MWe of non-RNG biogas, 70 MWe of RNG, 421 MW of Solar, 166 MW of Battery, 9 MW of Other 615 MWe of Energy Assets in Development; No minority partners in pipeline currently. Operating Energy Assets, 749 MWe Other, 1% Battery, 22% Solar, 56% Biogas: RNG, 9% Biogas: Non-RNG, 11% Energy Assets in Development & Construction, 615 MWe Firm Generation*, 23% Battery, 40% Solar, 22% Biogas, 15% Numbers may not sum due to rounding *Energy as a Service renamed to Firm Generation. This metric now only includes Puuloa and Ukiu Energy engine plants Ameresco’s Ownership


 
Energy Asset Balance Sheet – 6/30/2025 6 1 Non-Core Debt associated with our international joint ventures, net of $58K unamortized debt discount 2 Debt to EBITDA, as calculated under our Sr. Secured Credit agreement 3 Net of unamortized debt discount and debt issuance costs of $6.4M on Corporate Debt and $41.7M on Energy Debt $0.99B3 of our Energy Asset Debt is associated with operating energy assets. $0.51B3 of our Energy Asset Debt is associated with energy assets still in development & construction. $1.50B of the $1.82B3 of total debt on our balance sheet is debt associated with our energy assets (“Energy Asset Debt”). Total Debt $1.82B Corporate Debt $0.29B Non-Core Debt, International JVs1 $0.03B ▼ Energy Asset Debt $1.50B 3.4x2 leverage $0.63B $0.51B $1.41B $0.99B Energy Asset Book Value Energy Asset Debt 70% advance rate Operating Development & Construction 82% advance rate


 
Adjusted Cash from Operations Trend 7


 
$0 $500,000,000 $1,000,000,000 $1,500,000,000 $2,000,000,000 $2,500,000,000 $3,000,000,000 $3,500,000,000 Awarded Project Backlog Contracted Project Backlog Operating Energy Assets O&M Backlog Tremendous Forward Visibility: Backlog & Recurring Revenue Business 8 $2.4 billion $3.3 billion ~ 12-24 months to contract ~ 12-36 months of revenue 16.4 year weighted average lifetime $2.7 billion $1.3 billion 15.1 year weighted average PPA remaining 1 $1.86B Additional estimated revenue from market price RNG 2 $1.45B 1 Estimated contracted revenue and incentives during PPA period 2 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


 
Diversified Total Project Backlog of $5.1B 9 As of 06/30/2025 1 Energy Efficiency includes solutions such as: Building Envelope, Lighting, HVAC, Controls, Central Plant, etc. 2 Thermal Energy includes solutions such as: Cogeneration (CHP), Natural Gas Power Plant, etc. 3 IPP = Independent Power Producer, or similar Energy Efficiency1 46% Domestic Solar + BESS 10% International Solar + BESS 17% Thermal Energy2 13% Hydropower 4% Microgrid with Distributed Resources 4% Other 6% Total Project Backlog by Solution Energy Infrastructure 48% Civilian Agency 9% Defense Dept. and Related 23% Public Sector 15% K-12 Schools 4% Higher Education 8% Public Housing 1% Healthcare 2% Commercial & Industrial 12% Domestic Utility / IPP3 6% International Utility / IPP3 17% Other 3% Total Project Backlog by Customer Segment U.S. Federal Government 32% MUSH 30%


 
Sustainable & Profitable Business Model 10 Expected to Expand Earnings at a Faster Rate than Revenue FY 2025 guidance, as reaffirmed August 4, 2025 Revenue ($M) $1,032 $1,216 $1,824 $1,375 $1,770 $1,850 2020 2021 2022 2023 2024 2025 Guidance $1,950 2025 Guidance • High-End 13.6% 5 - Year CAGR • Low-End 12.4% 5 - Year CAGR $118 $153 $205 $163 $225 $225 2020 2021 2022 2023 2024 2025 Guidance Adjusted EBITDA ($M) $245 2025 Guidance • High-End 15.7% 5 - Year CAGR • Low-End 13.8% 5 - Year CAGR


 
Destination: Net Zero Since 2010, Ameresco’s renewable energy assets & customer projects delivered a Carbon Emission Reduction equivalent to: 125+ Million Metric Tons of CO2 11 Carbon dioxide emissions from… ~ 44 billion miles driven by an average passenger vehicle Carbon sequestered by… ~17 million acres of U.S. forests in one year or Ameresco’s 2024 Carbon Emission Reduction of approximately 17M Metric Tons of CO2 is equal to one of… Note: Annual figures rounded from historic reporting. These preliminary data estimates are derived from a methodology that leverages data captured on Ameresco assets owned and operating and customer projects. The annual carbon impact is calculated using these Ameresco inputs and source GHG emission factors published by the US EPA eGrid database to calculate the avoided carbon emissions of any given asset or project. 11


 
ameresco.com © 2025 Ameresco, Inc. All rights reserved. to Our Customers, Employees, and Shareholders Thank You


 
13 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 the table at the end of this presentation titled “GAAP to Non-GAAP Reconciliation.” 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 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 redeemable non-controlling interests, before income tax (benefit) provision, other expenses net, depreciation, 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. Adjusted Cash from Operations We define 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 adjusted cash from operations as a measure of liquidity because it captures all sources of cash associated with our operations.


 
GAAP to Non-GAAP Reconciliation 14 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Adjusted EBITDA: Net income attributable to common shareholders 12,864$ 5,010$ 7,381$ 2,073$ Impact from redeemable non-controlling interests (450)$ -$ (975) (2,855) Plus (Less): Income tax provision (benefit) (2,900)$ - (1,712) - Plus: Other expenses, net 15,156$ 15,759 33,266 29,930 Plus: Depreciation and amortization 25,199$ 20,375 49,139 39,213 Plus: Stock-based compensation 3,750$ 3,678 6,595 6,704 Plus: Contingent consideration, restructuring and other charges 2,528$ 309 3,088 897 Adjusted EBITDA 56,147$ 45,131$ 96,782 75,962$ Adjusted EBITDA margin 11.9% 10.3% 11.7% 10.3% Non-GAAP net income and EPS: Net income attributable to common shareholders 12,864$ 5,010$ 7,381$ 2,073$ Adjustment for accretion of tax equity financing fees (27)$ (27) (54) (54) Impact of redeemable non-controlling interests (450)$ - (975) (2,855) Plus: Contingent consideration, restructuring and other charges 2,528$ 309 3,088 897 Income Tax effect of Non-GAAP adjustments (657)$ (80) (657) (233) Non-GAAP net income 14,258$ 5,212$ 8,783$ (172)$ Earnings per share: Diluted net income per common share 0.24$ 0.09$ 0.14$ 0.04$ Effect of adjustments to net income 0.03 0.01 0.02 (0.04) Non-GAAP EPS 0.27$ 0.10$ 0.16$ -$ Adjusted cash from operations Cash flows from operating activities (26,874)$ 53,314$ (55,177)$ 74,131$ Plus: proceeds from sales of ITC 70,788 - 70,788 - Plus: proceeds from Federal ESPC projects 5,684 100,547 35,415 120,128 Adjusted cash from operations 49,598$ 153,861$ 51,026$ 194,259$ 2025 2024 2025 2024 Six Months Ended June 30,Three Months Ended June 30,


 
GAAP to Non-GAAP Reconciliation (continued) 15 * Adjusted EBITDA by Line of Business includes corporate expenses allocated according to revenue share $000 USD Projects Operating Assets O&M Other Consolidated Adjusted EBITDA: Net income attributable to common shareholders 5,326$ (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: 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: 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% Six Months Ended June 30, 2025


 
GAAP to Non-GAAP Reconciliation (continued) 16 ($ in Thousands) 2016 2017 2018 2019 2020 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Cash Flow from Operations 4,341 (16,919) (15,069) (24,653) (7,654) (10,696) (31,786) (19,633) (39,337) (45,803) (37,071) (20,066) 25,097 (21,160) (58,094) (51,160) (11,471) (75,568) (51,640) (21,955) Proceeds from sales of ITC Proceeds from Federal ESPC projects 20,976 16,125 16,385 22,374 26,316 24,964 35,167 38,869 48,303 42,673 36,582 33,082 43,906 44,667 39,598 43,189 32,769 83,802 61,198 72,402 Adjusted Cash from Operations 25,317 (794) 1,316 (2,279) 18,662 14,268 3,381 19,237 8,966 (3,130) (489) 13,016 69,003 23,506 (18,496) (7,971) 21,298 8,234 9,558 50,447 Rolling 8-quarter Adjusted Cash from Operations 9,981 9,412 7,372 9,595 7,550 8,481 9,888 7,845 7,553 7,327 9,239 15,531 16,686 13,952 10,551 12,092 13,513 14,769 19,447 ($ in Thousands) 2021 2022 2023 2024 2025 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Cash Flow from Operations (10,193) (18,796) (38,724) (57,758) (19,862) (55,952) (276,122) (31,722) 34,674 (65,118) 58,772 (92,621) (6,572) (29,570) 20,817 53,314 25,091 18,376 (28,304) (26,874) Proceeds from sales of ITC 70,788 Proceeds from Federal ESPC projects 60,987 54,331 33,520 36,640 44,026 45,031 64,788 56,943 52,134 64,495 42,309 34,390 30,604 47,035 19,581 100,547 9,271 35,380 29,731 5,684 Adjusted Cash from Operations 50,794 35,535 (5,204) (21,118) 24,163 (10,921) (211,333) 25,220 86,808 (623) 101,081 (58,231) 24,032 17,464 40,398 153,861 34,362 53,756 1,427 49,598 Rolling 8-quarter Adjusted Cash from Operations 17,171 18,675 20,336 18,693 19,051 16,657 (10,955) (14,108) (9,606) (14,126) (840) (5,479) (5,496) (1,948) 29,519 45,599 39,043 45,840 33,384 46,862 1 Starting in 2025, proceeds from the sale of transferable ITCs are classified as investing activities in accordance with recent interpretations under US GAAP. These amounts are added back to non-GAAP Adjusted Cash from Operations to support period-over-period comparability. 1 1