Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______ to ______ Commission file number 001-40503 NET Power Inc. (Exact name of registrant as specified in its charter) Delaware 98-1580612 ( ...

IPO and Trust Account - The company completed its Initial Public Offering (IPO) on June 18, 2021, raising gross proceeds of $345.0 million from the sale of 34,500,000 units at $10.00 per unit, with offering costs of approximately $19.1 million[130]. - Following the IPO, $345,026,000 of net proceeds were placed in a Trust Account, which will be invested in U.S. government securities until a Business Combination is completed or the Trust Account is distributed[133]. - Public Shareholders will have the opportunity to redeem their shares at a pro rata portion of the Trust Account, initially at $10.00 per share, upon completion of a Business Combination[136]. - If a Business Combination is not completed within 24 months from the IPO closing, the company will redeem Public Shares at a price equal to the amount in the Trust Account, subject to certain conditions[137]. - The company has broad discretion regarding the application of net proceeds from the IPO and Private Placement, primarily intended for consummating a Business Combination[135]. Business Combination - The company entered into a Business Combination Agreement on December 13, 2022, with NET Power, which was unanimously approved by the boards of directors of both parties[139][141]. - The company’s management has indicated that it must complete a Business Combination with an aggregate fair market value of at least 80% of the net assets held in the Trust Account[135]. - The company intends to complete a Business Combination before the mandatory liquidation date of June 18, 2023, using funds for transaction costs and evaluating prospective candidates[152]. Financial Performance and Position - As of March 31, 2023, the company had approximately $0.8 million in its operating bank account and a working capital deficit of approximately $4.8 million[150]. - For the three months ended March 31, 2023, the company reported a net loss of approximately $2.3 million, including $4.4 million in non-operating loss from derivative warrant liabilities[156]. - The company has determined that its liquidity needs raise substantial doubt about its ability to continue as a going concern[152]. - The company will not generate operating revenues until the completion of its initial Business Combination[155]. - The company incurred $30,000 in fees under an administrative services agreement for the three months ended March 31, 2023[160]. Share Issuance and Transactions - An aggregate of 22,545,000 newly issued shares of Class A Common Stock will be sold to investors for a total purchase price of $225.45 million prior to the closing of the Business Combination[147]. - OXY agreed to purchase 25,000,000 shares of Class A Common Stock for $250 million, along with 31,328 NET Power units for $10 million, which will convert into Class A Units of Opco and Class B common stock[148]. - Four trusts subscribed for 2,500,000 shares of Class A Common Stock for a total of $25 million[149]. Accounting and Reporting - The FASB issued ASU 2022-03, effective for fiscal years beginning after December 15, 2023, which clarifies that contractual sales restrictions are not considered in measuring equity securities at fair value[169]. - The company does not anticipate that recently issued accounting pronouncements will materially affect its unaudited condensed consolidated financial statements[170]. - As of March 31, 2023, the company had no off-balance sheet arrangements or commitments[171]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[172]. - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[173]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[174].

IPO and Financial Proceeds - The company completed its initial public offering on June 18, 2021, raising gross proceeds of $345.0 million from the sale of 34,500,000 units at $10.00 per unit, with offering costs of approximately $19.1 million[23]. - A private placement of 10,900,000 warrants was executed simultaneously with the IPO, generating proceeds of $10.9 million at a price of $1.00 per warrant[24]. - The company completed its initial public offering in October 2020, generating aggregate proceeds of $237.25 million[53]. - The company has approximately $345 million in net proceeds from its initial public offering, which are placed in a Trust Account and invested in U.S. government securities[65]. - The net proceeds from the IPO and private placement were placed in a trust account, which will be invested in U.S. government securities or money market funds[149]. - The company incurred offering costs of approximately $19.1 million related to the IPO, including $11.7 million for deferred underwriting commissions[145]. Business Combination and Strategy - The proposed business combination with NET Power involves the exchange of equity interests, resulting in the issuance of 135,698,078 Class A Units of Opco and an equivalent number of shares of Class B Common Stock[31]. - The company is focusing on the energy transition market, particularly in renewable fuels and sustainable chemical production, to capitalize on significant market opportunities[33]. - The management team aims to leverage their extensive network and experience in the renewable energy sector to identify and acquire target businesses that align with their sustainability objectives[38]. - The company plans to evaluate prospective targets based on potential growth, improved capital structure, and thorough due diligence processes[41]. - The company anticipates structuring its initial business combination to control 100% of the equity interests or assets of the target business or businesses[45]. - The company must complete one or more business combinations with an aggregate fair market value of at least 80% of the net assets held in trust at the time of the agreement[43]. - The company will only complete an initial business combination with target businesses that have an aggregate fair market value of at least 80% of the net assets held in trust[73]. - The company entered into a Business Combination Agreement on December 13, 2022, with NET Power and related entities[154]. - RONI will change its name to "NET Power Inc." and convert its Class A and Class B ordinary shares on a one-for-one basis to Class A and Class B common stock respectively[155]. - Following the Business Combination, holders of Class A Units of Opco will have the right to exchange RONI Interests for shares of Class A Common Stock or cash[157]. - The Company entered into Subscription Agreements to issue 22,545,000 newly issued shares of Class A Common Stock for a total of $225,450,000 prior to the closing of the Business Combination[161]. Financial Performance and Reporting - As of December 31, 2022, the company had not commenced any operations and generates non-operating income from interest on investments from IPO proceeds[144]. - For the year ended December 31, 2022, the Company reported a net income of approximately $4.2 million, primarily from non-operating gains and interest earned[169]. - The Company had a net loss of approximately $10.2 million for the period from February 2, 2021, through December 31, 2021, mainly due to non-operating losses and general administrative expenses[170]. - The Company has determined that its liquidity needs raise substantial doubt about its ability to continue as a going concern without completing a Business Combination before June 18, 2023[165]. - The company recognizes changes in the redemption value of its shares immediately, adjusting the carrying value to equal the redemption value at the end of the reporting period[178]. - The diluted net income (loss) per share for the year ended December 31, 2022, is the same as the basic net income (loss) per share due to the anti-dilutive effect of warrants[180]. - The company adopted ASU 2020-06 on January 1, 2021, with no material impact on its financial statements[181]. - As of December 31, 2022, the company had no off-balance sheet arrangements or commitments[184]. Shareholder Rights and Redemptions - The company will provide public shareholders with the opportunity to redeem their Class A ordinary shares at a per-share price initially anticipated to be $10.00[79]. - The company will not redeem public shares if it would cause net tangible assets to fall below $5,000,001, to avoid being subject to SEC's "penny stock" rules[80]. - The company intends to conduct redemptions in conjunction with a proxy solicitation or a tender offer, based on various factors[81]. - Public shareholders are restricted from redeeming more than 15% of the shares sold in the initial public offering without prior consent[88]. - The per-share redemption amount upon dissolution is expected to be approximately $10.00, excluding interest earned on the Trust Account[102]. - If the initial business combination is not completed within 24 months from the IPO closing, the company will redeem public shares at a price equal to the aggregate amount in the Trust Account[97]. - The Trust Account may not guarantee a redemption price of $10.00 per public share due to potential claims from creditors and bankruptcy risks[104]. - The company aims to mitigate indemnification obligations by having business partners waive claims to Trust Account funds[105]. - In the event of bankruptcy, the Trust Account proceeds could be subject to claims from third parties, potentially reducing shareholder returns[106]. - Public shareholders can only access Trust Account funds under specific conditions, including failure to complete a business combination within 24 months[107]. Management and Governance - The company has a team of experienced executives with significant backgrounds in finance and energy sectors[201]. - The board of directors is divided into three classes, with each class serving a three-year term, and the first class's term expiring at the first annual meeting of shareholders[208]. - The audit committee consists of three independent directors, ensuring compliance with NYSE listing standards and SEC rules[218]. - James Lytal is designated as the "audit committee financial expert" as per SEC rules, ensuring financial literacy within the committee[219]. - The audit committee is responsible for pre-approving all audit services and monitoring the independence of the independent registered public accounting firm[220]. - The company has not established any limit on the consulting or management fees that may be paid to directors or management after the initial business combination[214]. - Independent directors will hold regularly scheduled meetings to ensure governance and oversight[212]. - The company does not intend to take actions to guarantee management positions post-business combination, although negotiations for employment may occur[215]. - The audit committee will review and approve all payments made to existing shareholders, executive officers, or directors[220]. Compliance and Reporting Requirements - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[61]. - The company will remain an emerging growth company until it has total annual gross revenue of at least $1.07 billion or issues more than $1.0 billion in non-convertible debt securities during the prior three-year period[63]. - The company is also a "smaller reporting company," which permits it to provide only two years of audited financial statements[120]. - The company is evaluating the benefits of relying on reduced reporting requirements under the JOBS Act[186]. - The company has no disagreements with accountants on accounting and financial disclosure[189]. - The company is still evaluating the impact of ASU 2022-03 on its consolidated financial statements, effective for fiscal years beginning after December 15, 2023[182]. - The management does not believe that any recently issued accounting pronouncements would have a material effect on consolidated financial statements[183]. - Management assessed the effectiveness of internal control over financial reporting as of December 31, 2022, concluding it was effective[194]. - There were no changes in internal control over financial reporting that materially affected the company during the fiscal quarter ended December 31, 2022[195].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ RICE ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-40503 98-1580612 (State or o ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ RICE ACQUISITION CORP. II (Exact name of registrant as specified in its charter) | Cayman Islands | 001-40503 | 98-1580612 | | --- | ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ RICE ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-40503 98-1580612 (State or other ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to RICE ACQUISITION CORP. II (Exact name of registrant as specified in its charter) (Address of principal executive offices) (Zip Code) Registrant's telephone number, ...

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ RICE ACQUISITION CORP. II (Exact name of registrant as specified in its charter) Cayman Islands 001-40503 98-1580612 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR (State or o ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 (Address of principal executive offices) (Zip Code) (713) 446-6259 Registrant's telephone number, including area code: OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ RICE ACQUISITI ...

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ RICE ACQUISITION CORP. II For the quarterly period ended March 31, 2021 OR (Exact name of registrant as specified in its charter) Cayman Islands 001-40503 98-1580612 (Commission Fil ...