资料显示，Via Transportation成立于2012年，总部位于美国纽约。该公司为公共交通机构和运营商开发 技术，用于规划、管理和优化包括微交通、校车运输、辅助交通在内的服务。其平台整合了排班、调 度、合规管理、乘客订票和数据分析等功能，并提供可选服务，例如车队采购与呼叫中心支持。 提供拼车与公共交通服务平台的Via Transportation周三公布了其首次公开募股(IPO)条款。该公司计划以 每股40-44美元的价格发行1070万股股票，以筹集4.5亿美元。该公司计划在纽交所上市，股票代码 为"VIA"。该公司预计将在2025年9月8日当周完成IPO定价。 目前，Via Transportation服务于30多个国家的689个客户。其中，北美市场贡献约70%收入，欧洲市场贡 献约30%。客户主要是政府机构(占收入90%以上)，其中包括佛罗里达州萨拉索塔和北卡罗来纳州罗利 的公共交通服务。该公司认为，其市场渗透率仅约1%，而其可触及市场规模估计为5450亿美元。数据 显示，该公司截至2025年6月30日的12个月收入为3.81亿美元。 ...

Group 1 - The article discusses the services provided by IPO Edge, which includes actionable information on growth stocks, first-look IPO filings, previews on upcoming IPOs, an IPO calendar, a database of U.S. IPOs, and a comprehensive guide to IPO investing [1]

Group 1: Recent IPO Activity - Eight companies went public in the US last week, including two SPACs, with seven IPOs and eight SPACs filing initial applications [1][4] - Bullish, a cryptocurrency exchange, raised $1.1 billion at a valuation of $5.8 billion, with a first-day return of 84% and a closing increase of 88% [1][4] - Miami International Holdings raised $345 million at a valuation of $2.3 billion, with a first-day return of 34% and a closing increase of 35% [1][4] Group 2: Performance of Other IPOs - NusaTrip, an Indonesian online travel agency, raised $15 million at a valuation of $75 million, closing down 2% [2][4] - Nasus Pharma, an Israeli biotech company, raised $10 million at a valuation of $74 million, closing up 1% [2][4] - Magnitude International, a Singapore-based electrical installation company, raised $9 million at a valuation of $140 million, closing down 63% [2][4] Group 3: Upcoming IPOs and Market Outlook - No IPOs are scheduled for the current week, but some smaller issuers may still price [7] - Major issuers like Gemini and Via Transportation have joined the IPO pipeline, with expectations for larger listings after Labor Day [7]

Core Viewpoint - Via Transportation has filed for an IPO with the SEC, aiming to raise up to $500 million and plans to list on the NYSE under the ticker "VIA" [1] Company Overview - Via Transportation develops technology for public transportation agencies and operators to plan, manage, and optimize services including micro-mobility, school bus transport, and paratransit [1] - The platform integrates scheduling, dispatching, compliance management, passenger booking, and data analytics, with optional services like fleet procurement and call center support [1] Market Presence - The company serves 689 clients across over 30 countries, with North America contributing approximately 70% of its revenue and Europe about 30% [1] - Government agencies account for over 90% of the company's revenue, including public transportation services in Sarasota, Florida, and Raleigh, North Carolina [1] Market Potential - Via Transportation estimates its market penetration at only about 1%, with a total addressable market size of approximately $545 billion [1] - The company's revenue for the 12 months ending June 30, 2025, is projected to be $381 million [1]

PART I. FINANCIAL INFORMATION [ITEM 1. FINANCIAL STATEMENTS](index=6&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) The unaudited condensed consolidated financial statements detail the company's financial position, operations, equity changes, and cash flows for recent periods [Condensed Consolidated Balance Sheets](index=7&type=section&id=CONDENSED%20CONSOLIDATED%20BALANCE%20SHEETS) Total assets and liabilities decreased from December 31, 2024, to June 30, 2025, while total equity slightly increased | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :--- | :--- | :--- | | Total Assets | $316,343 | $344,939 | | Total Liabilities | $156,247 | $180,757 | | Total Equity | $81,664 | $80,961 | | Cash and cash equivalents | $62,142 | $53,150 | | Accounts receivable, net | $47,972 | $65,442 | | Total current assets | $178,103 | $203,771 | | Total current liabilities | $56,094 | $74,702 | | Long-term portion of Senior Credit Facility | $100,000 | $106,000 | [Condensed Consolidated Statements of Operations](index=8&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20OPERATIONS) Net income decreased for the three and six months ended June 30, 2025, despite higher revenues, due to increased costs | Metric (in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $90,029 | $86,696 | $232,286 | $200,752 | | Retail cost of revenues | $63,055 | $42,997 | $158,448 | $111,959 | | Operating income | $6,052 | $20,627 | $30,896 | $46,348 | | Net income | $3,151 | $15,695 | $21,618 | $34,759 | | Net income attributable to Via Renewables, Inc. stockholders | $2,739 | $7,624 | $11,537 | $16,191 | | Basic EPS (Class A common stock) | $0.09 | $1.51 | $1.86 | $3.32 | | Diluted EPS (Class A common stock) | $0.09 | $1.51 | $1.86 | $3.32 | [Condensed Consolidated Statement of Changes in Equity](index=9&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENT%20OF%20CHANGES%20IN%20EQUITY) Total equity increased from December 31, 2024, to June 30, 2025, driven by net income offset by distributions and dividends | Metric (in thousands) | Balance at Dec 31, 2024 | Consolidated Net Income | Distributions to Non-controlling Unit Holders | Dividends Paid to Preferred Stockholders | Balance at June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Stockholders' Equity | $66,733 | $11,537 | — | $(4,727) | $68,205 | | Non-controlling Interest | $14,228 | $10,081 | $(12,780) | — | $13,459 | | Total Equity | $80,961 | $21,618 | $(12,780) | $(4,727) | $81,664 | - The Company's equity ownership in Spark HoldCo increased by **2.82% on December 31, 2024**, and by **3.59% on March 31, 2025**, due to cash distributions to non-controlling interest holders and subsequent share transfers[67](index=67&type=chunk)[68](index=68&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=13&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) Net cash from operating activities increased significantly, while cash used in investing and financing activities also rose | Metric (in thousands) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $43,948 | $28,327 | | Net cash used in investing activities | $(14,952) | $(730) | | Net cash used in financing activities | $(32,388) | $(14,303) | | Increase in Cash, cash equivalents and Restricted cash | $(3,392) | $13,294 | | Cash, cash equivalents and Restricted cash—end of period | $66,867 | $55,889 | [Notes to the Condensed Consolidated Financial Statements](index=14&type=section&id=NOTES%20TO%20THE%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) These notes provide detailed disclosures on accounting policies, financial instruments, debt, equity, and other significant financial aspects [1. Formation and Organization](index=14&type=section&id=1.%20Formation%20and%20Organization) Via Renewables, Inc is an independent retail energy services company providing natural gas and electricity across the U.S - Via Renewables, Inc is an independent retail energy services company offering natural gas and electricity to residential and commercial customers in competitive markets across the United States[39](index=39&type=chunk) - The Company operates through several brands including **Electricity Maine, Electricity N.H., Major Energy, Provider Power Massachusetts, Spark Energy, and Verde Energy**[39](index=39&type=chunk) [2. Basis of Presentation and Summary of Significant Accounting Policies](index=14&type=section&id=2.%20Basis%20of%20Presentation%20and%20Summary%20of%20Significant%20Accounting%20Policies) The financial statements are prepared under GAAP and SEC rules, consolidating all controlled subsidiaries and disclosing related party transactions - The condensed consolidated financial statements are prepared in accordance with GAAP and SEC rules for interim financial statements, consolidating all wholly-owned and controlled subsidiaries[40](index=40&type=chunk) - **W. Keith Maxwell, III**, the CEO, director, and owner of all common stock voting power, controls affiliates with which the company engages in transactions to reduce risk and administrative expense[44](index=44&type=chunk)[45](index=45&type=chunk)[46](index=46&type=chunk) - The company is evaluating the impact of new accounting standards: **ASU No. 2023-09 (Income Taxes)** effective for annual periods after December 15, 2024, and **ASU 2024-03 (Expense Disaggregation Disclosures)** effective for annual periods after December 15, 2026[47](index=47&type=chunk)[48](index=48&type=chunk) [3. Revenues](index=16&type=section&id=3.%20Revenues) Revenues are primarily from energy sales recognized upon delivery and are disaggregated by market, customer type, and credit risk - Revenues are primarily derived from the sale of natural gas and electricity, recognized when the product is delivered and control passes to the customer[50](index=50&type=chunk)[52](index=52&type=chunk) - The company's credit risk is substantially linked to utilities in **POR programs**, which generally have investment-grade ratings[59](index=59&type=chunk)[60](index=60&type=chunk)[61](index=61&type=chunk) Total Reportable Segments Revenue (in thousands) | Period | Total Reportable Segments Revenue | | :--- | :--- | | Three Months Ended June 30, 2025 | $90,635 | | Three Months Ended June 30, 2024 | $86,960 | | Six Months Ended June 30, 2025 | $235,138 | | Six Months Ended June 30, 2024 | $201,348 | Accounts Receivable and Bad Debt Expense (in thousands) | Metric | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Beginning balance accounts receivables | $70,442 | $55,852 | | Ending balance of accounts receivables | $47,972 | $49,085 | | Bad debt expense (six months) | $833 | $1,321 | | Allowance for credit losses (June 30, 2025) | $(2,606) | | [4. Equity](index=20&type=section&id=4.%20Equity) The company's ownership in Spark HoldCo increased, and following a merger, all common stock is now privately held - The Company's equity ownership in Spark HoldCo increased by **2.82% on December 31, 2024**, and by **3.59% on March 31, 2025**, due to cash distributions to non-controlling interest holders and subsequent share transfers[67](index=67&type=chunk)[68](index=68&type=chunk) - Following the **June 13, 2024 merger**, Mr. Maxwell and his affiliates own all Class A and Class B common stock, and Class A common stock ceased trading on NASDAQ[72](index=72&type=chunk) - Spark HoldCo is identified as a **variable interest entity (VIE)**, with Via Renewables, Inc. as the primary beneficiary, consolidating its financial results[76](index=76&type=chunk) Economic Interests in Spark HoldCo | Entity | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | The Company | 51.79 % | 48.20 % | | Affiliated Owners | 48.21 % | 51.80 % | Basic and Diluted EPS (Class A Common Stock) (in thousands, except per share data) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net income attributable to stockholders of Class A common stock | $340 | $4,911 | $6,810 | $10,768 | | Basic earnings per share | $0.09 | $1.51 | $1.86 | $3.32 | | Diluted earnings per share | $0.09 | $1.51 | $1.86 | $3.32 | [5. Preferred Stock](index=23&type=section&id=5.%20Preferred%20Stock) Series A Preferred Stock dividends are based on a floating rate, and the company has recently repurchased and redeemed shares - Series A Preferred Stock dividends accrue at an annual rate equal to **Three-Month CME Term SOFR plus 6.578%** (or 0.26161% tenor spread)[79](index=79&type=chunk)[80](index=80&type=chunk) - The company repurchased **6,353 shares** of Series A Preferred Stock in February 2025 at $22.50 per share and **13,924 shares** in April 2025 at $24.00 per share[83](index=83&type=chunk)[84](index=84&type=chunk) - **168,008 shares** of Series A Preferred Stock were redeemed on June 9, 2025, at $25.00 per share, and **319,216 shares** were announced for redemption on August 15, 2025[85](index=85&type=chunk)[86](index=86&type=chunk) Series A Preferred Stock Dividends Paid (in millions) | Period | Dividends Paid | | :--- | :--- | | Three Months Ended June 30, 2025 | $2.3 | | Six Months Ended June 30, 2025 | $4.8 | Preferred Equity Balance (in thousands) | Metric | Amount | | :--- | :--- | | Balance at December 31, 2024 | $83,221 | | Repurchase of Series A Preferred Stock | $(493) | | Redemption of Series A Preferred Stock | $(4,081) | | Accumulated dividends on Series A Preferred Stock | $(215) | | Balance at June 30, 2025 | $78,432 | [6. Derivative Instruments](index=24&type=section&id=6.%20Derivative%20Instruments) The company uses derivative instruments to manage commodity price exposure, with changes in fair value impacting revenues - Derivative instruments are used to manage cash flow exposure to market fluctuations in electricity and natural gas prices, basis differences, storage charges, RECs, and capacity charges[88](index=88&type=chunk) - Derivative assets and liabilities are presented net in the condensed consolidated balance sheets when executed with the same counterparty under a master netting arrangement[89](index=89&type=chunk) Net Notional Volumes of Open Derivative Financial Instruments (in thousands) | Commodity | Notional | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | :--- | | Natural Gas (Non-trading) | MMBtu | 5,634 | 5,716 | | Electricity (Non-trading) | MWh | 937 | 987 | | Natural Gas (Trading) | MMBtu | 1,194 | 2,988 | Gains (Losses) on Derivative Instruments (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | (Loss) gain on non-trading derivatives, net | $(6,400) | $3,160 | $154 | $(1,136) | | (Loss) gain on trading derivatives, net | $(12) | $20 | $(2,180) | $111 | | Total current period settlements on derivatives | $1,288 | $7,767 | $(2,612) | $23,192 | [7. Property and Equipment](index=27&type=section&id=7.%20Property%20and%20Equipment) Property and equipment consist primarily of information technology assets, with a net value of $6.4 million - Depreciation expense was **$0.4 million** for the three months ended June 30, 2025 (vs. $0.3 million in 2024) and **$0.7 million** for the six months ended June 30, 2025 (vs. $0.6 million in 2024)[98](index=98&type=chunk) Property and Equipment (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Information technology | $10,108 | $8,141 | | Total | $10,177 | $8,210 | | Accumulated depreciation | $(3,733) | $(2,979) | | Property and equipment—net | $6,444 | $5,231 | [8. Intangible Assets](index=28&type=section&id=8.%20Intangible%20Assets) Intangible assets primarily include goodwill and customer relationships, with ongoing amortization for the latter Intangible Assets (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Goodwill | $120,343 | $120,343 | | Customer relationships—Other, net | $11,396 | $11,520 | | Trademarks, net | $1,818 | $2,020 | Estimated Future Amortization Expense (in thousands) | Year ending December 31, | Amount | | :--- | :--- | | 2025 (remaining six months) | $5,772 | | 2026 | $6,230 | | 2027 | $404 | | 2028 | $404 | | 2029 | $404 | | > 5 years | — | | Total | $13,214 | [9. Debt](index=29&type=section&id=9.%20Debt) The company's long-term debt consists of a Senior Credit Facility, which was recently increased and matures in June 2027 - The Senior Credit Facility's borrowing capacity was increased to **$250.0 million** from $205.0 million on June 25, 2025, and it matures on June 30, 2027[103](index=103&type=chunk)[104](index=104&type=chunk) - The weighted average interest rate on the Senior Credit Facility was **7.58%** at June 30, 2025[100](index=100&type=chunk) - The Subordinated Debt Facility, with a principal amount of up to **$25.0 million**, had zero outstanding borrowings as of June 30, 2025, and December 31, 2024[115](index=115&type=chunk)[118](index=118&type=chunk) Debt (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Senior Credit Facility | $100,000 | $106,000 | | Subordinated Debt | — | — | | Total long-term debt | $100,000 | $106,000 | Financial Covenants Compliance (as of June 30, 2025) | Covenant | Required Ratio | Company's Ratio | | :--- | :--- | :--- | | Minimum Fixed Charge Coverage Ratio | Not less than 1.10 to 1.00 | 1.54 to 1.00 | | Maximum Total Leverage Ratio | No more than 3.00 to 1.00 | 1.51 to 1.00 | [10. Fair Value Measurements](index=32&type=section&id=10.%20Fair%20Value%20Measurements) Fair value is measured using a three-level hierarchy, with most commodity derivatives valued using Level 2 inputs - Fair value measurements are categorized into three levels: **Level 1** (quoted prices in active markets), **Level 2** (observable inputs other than Level 1 quoted prices), and **Level 3** (unobservable inputs)[122](index=122&type=chunk) Fair Value of Commodity Derivative Instruments (in thousands) | Metric | Level 1 | Level 2 | Level 3 | Total | | :--- | :--- | :--- | :--- | :--- | | **June 30, 2025** | | | | | | Total commodity derivative assets | $567 | $2,709 | $— | $3,276 | | Total commodity derivative liabilities | $— | $(528) | $— | $(528) | | **December 31, 2024** | | | | | | Total commodity derivative assets | $445 | $8,718 | $— | $9,163 | | Total commodity derivative liabilities | $(180) | $(1,576) | $— | $(1,756) | [11. Income Taxes](index=33&type=section&id=11.%20Income%20Taxes) The company's effective tax rate is influenced by state taxes and the partnership tax treatment of its primary subsidiary - The company reports federal and state income taxes for its share of Spark HoldCo's partnership income and for CenStar and Verde Corp, while Spark HoldCo is generally treated as a flow-through entity[125](index=125&type=chunk)[126](index=126&type=chunk) - As of June 30, 2025, the company had a net deferred tax asset of **$4.8 million**, primarily from the initial step-up in tax basis from the Spark HoldCo unit purchase[129](index=129&type=chunk) Effective U.S. Federal and State Income Tax Rates | Period | Effective Tax Rate | | :--- | :--- | | Three Months Ended June 30, 2025 | 30.5% | | Three Months Ended June 30, 2024 | 17.0% | | Six Months Ended June 30, 2025 | 21.7% | | Six Months Ended June 30, 2024 | 18.6% | [12. Commitments and Contingencies](index=34&type=section&id=12.%20Commitments%20and%20Contingencies) The company is involved in various legal and regulatory proceedings, with accrued liabilities of $10.2 million as of June 30, 2025 - The **Glikin v. Major Energy** class action lawsuit in Maryland was dismissed by the PSC in May 2025, finding no fraudulent conduct, and the company intends to seek federal court dismissal[134](index=134&type=chunk) - Two **TCPA-based lawsuits** (Clark v. Via Renewables, Inc. and Grant v. Via Renewables, Inc.) are pending, which the company is vigorously defending[135](index=135&type=chunk) - Two class action complaints (**Amburgey Action and Taylor Action**) were filed in Delaware Chancery Court alleging breaches of fiduciary duties related to the June 2024 Merger[138](index=138&type=chunk)[139](index=139&type=chunk) - Regulatory matters include a lawsuit by the **Illinois Attorney General** against Spark Energy, LLC, a settlement with the **Maine Commission** involving customer refunds and a fine, and new legislative/regulatory proposals in Maryland and Massachusetts impacting retail energy providers[141](index=141&type=chunk)[142](index=142&type=chunk)[143](index=143&type=chunk)[144](index=144&type=chunk)[145](index=145&type=chunk) Accrued Liabilities for Litigation and Regulatory Matters (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Accrued liabilities related to litigation and regulatory matters | $10,200 | $11,900 | | Accrued liabilities related to indirect tax audits | $0 | $800 | [13. Transactions with Affiliates](index=37&type=section&id=13.%20Transactions%20with%20Affiliates) The company engages in transactions with commonly controlled affiliates for operational efficiency and risk reduction - Transactions with affiliates, commonly controlled by Mr. Maxwell, include shared employee benefits, insurance, office space, administrative salaries, and energy sales/purchases[150](index=150&type=chunk) - Net amount direct billed and allocated to/(from) affiliates was **$(0.5) million** for the three months ended June 30, 2025, and **$(1.0) million** for the six months ended June 30, 2025[153](index=153&type=chunk) Asset and Liability Balances with Affiliates (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Accounts Receivable - affiliates | $3,941 | $4,119 | | Accounts Payable - affiliates | $478 | $157 | | Subordinated Debt - affiliates | — | — | Net Asset Optimization (NAO) Revenue from Affiliates (in thousands) | Period | Net NAO - affiliates | | :--- | :--- | | Three Months Ended June 30, 2025 | $102 | | Three Months Ended June 30, 2024 | $126 | | Six Months Ended June 30, 2025 | $760 | | Six Months Ended June 30, 2024 | $607 | [14. Segment Reporting](index=39&type=section&id=14.%20Segment%20Reporting) The company operates in retail electricity and retail natural gas segments, with performance assessed using retail gross margin - The company's reportable business segments are **retail electricity** (electricity sales and transmission) and **retail natural gas** (natural gas sales, transportation, and distribution) to residential and commercial customers[161](index=161&type=chunk) - **Retail gross margin**, a key performance metric, is defined as gross profit less net asset optimization, net gains/losses on non-trading derivative instruments, and current period cash settlements on non-trading derivatives[162](index=162&type=chunk) Retail Gross Margin by Segment (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Retail Electricity | $23,531 | $25,311 | $44,945 | $44,222 | | Retail Natural Gas | $9,170 | $8,016 | $34,214 | $24,213 | | Total Retail Gross Margin | $32,722 | $33,387 | $79,181 | $69,132 | [15. Customer Acquisitions](index=42&type=section&id=15.%20Customer%20Acquisitions) The company has recently completed several customer book acquisitions to expand its customer base - Approximately **9,300 RCEs** were transferred from an April 2024 acquisition, with the escrow balance returned in Q1 2025[175](index=175&type=chunk) - From October 2024 agreements, approximately **99,000 RCEs** were transferred by June 30, 2025, with $1.0 million remaining in escrow[176](index=176&type=chunk) - New agreements in April and May 2025 to acquire up to 16,800 gas RCEs resulted in approximately **9,300 transfers** by June 30, 2025, with $1.4 million in escrow[177](index=177&type=chunk) [16. Subsequent Events](index=43&type=section&id=16.%20Subsequent%20Events) Subsequent events include a preferred stock dividend declaration, a partial redemption, and the signing of new tax legislation - A quarterly cash dividend of **$0.69732 per share** for Series A Preferred Stock was declared on July 16, 2025, payable October 15, 2025[178](index=178&type=chunk) - The company announced the redemption of **319,216 shares** of Series A Preferred Stock at $25.00 per share, effective August 15, 2025[179](index=179&type=chunk) - The **One Big Beautiful Bill Act (OBBB)**, signed July 4, 2025, will provide some reductions in cash taxes but is not anticipated to materially impact income tax expense, with effects reflected in Q3 financial statements[180](index=180&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=44&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management provides its perspective on the company's financial condition, operational results, liquidity, and key performance metrics [Overview](index=44&type=section&id=Overview) Via Renewables is an independent retail energy company operating in two segments, with recent developments including stock redemptions and an increased credit facility - Via Renewables, Inc is an independent retail energy services company providing natural gas and electricity to residential and commercial customers in competitive markets across **21 states and the District of Columbia**[183](index=183&type=chunk) - The company's business consists of two operating segments: **Retail Electricity (74% of retail revenues for Q2 2025)** and **Retail Natural Gas (26% of retail revenues for Q2 2025)**[187](index=187&type=chunk) - Recent developments include the redemption of **168,008 Series A Preferred Stock shares** on June 9, 2025, and an announced redemption of **319,216 shares** on August 15, 2025[184](index=184&type=chunk)[185](index=185&type=chunk) - The company acquired **NGE Texas, LLC** to obtain its Texas retail electricity license[186](index=186&type=chunk) - The borrowing capacity under the Senior Credit Facility was increased to **$250.0 million** from $205.0 million on June 25, 2025[188](index=188&type=chunk) [Residential Customer Equivalents (RCEs)](index=45&type=section&id=Residential%20Customer%20Equivalents) Total RCEs decreased slightly quarter-over-quarter but increased year-to-date, driven by growth in the natural gas segment RCEs by Segment (in thousands) | Segment | March 31, 2025 | Additions (Q2) | Attrition (Q2) | June 30, 2025 | % Change (QoQ) | | :--- | :--- | :--- | :--- | :--- | :--- | | Retail Electricity | 212 | 29 | 29 | 212 | 0% | | Retail Natural Gas | 195 | 8 | 13 | 190 | (3)% | | Total Retail | 407 | 37 | 42 | 402 | (1)% | | Segment | December 31, 2024 | Additions (YTD) | Attrition (YTD) | June 30, 2025 | % Change (YTD) | | :--- | :--- | :--- | :--- | :--- | :--- | | Retail Electricity | 232 | 48 | 68 | 212 | (9)% | | Retail Natural Gas | 156 | 59 | 25 | 190 | 22% | | Total Retail | 388 | 107 | 93 | 402 | 4% | RCEs by Geographic Location (as of June 30, 2025, in thousands) | Geographic Location | Electricity | % of Total | Natural Gas | % of Total | Total | % of Total | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | New England | 47 | 22% | 14 | 7% | 61 | 15% | | Mid-Atlantic | 107 | 50% | 51 | 27% | 158 | 39% | | Midwest | 25 | 12% | 33 | 17% | 58 | 14% | | Southwest | 33 | 16% | 92 | 49% | 125 | 32% | | Total | 212 | 100% | 190 | 100% | 402 | 100% | [Drivers of Our Business](index=46&type=section&id=Drivers%20of%20Our%20Business) Key business drivers include customer growth, attrition management, credit risk, gross profit, weather, and asset optimization - Customer growth is driven by organic acquisitions (approximately **27,700 RCEs** added in Q2 2025) and customer portfolio/business acquisitions (approximately **9,300 RCEs** transferred in Q2 2025 from new agreements)[196](index=196&type=chunk)[197](index=197&type=chunk) - Average monthly customer attrition was **3.5%** for the three months ended June 30, 2025, slightly up from 3.4% in the prior year[200](index=200&type=chunk) - Customer credit loss expense for non-POR revenues decreased to **0.4% for Q2 2025** (from 2.1% in Q2 2024) and **0.8% for YTD 2025** (from 1.4% in YTD 2024) due to decreased sales activities in non-POR markets and focused collection efforts[201](index=201&type=chunk) - Net asset optimization resulted in a loss of **$0.6 million for Q2 2025** (vs. $0.5 million loss in Q2 2024) and a loss of **$2.9 million for YTD 2025** (vs. $2.1 million loss in YTD 2024)[207](index=207&type=chunk) [Non-GAAP Performance Measures](index=47&type=section&id=Non-GAAP%20Performance%20Measures) The company uses Adjusted EBITDA and Retail Gross Margin to evaluate operating results, with both showing year-to-date improvement - **Adjusted EBITDA** is defined as EBITDA adjusted for customer acquisition costs, net gains/losses on derivative instruments (excluding cash settlements), non-cash compensation, and other non-cash/non-recurring items[209](index=209&type=chunk)[210](index=210&type=chunk)[211](index=211&type=chunk)[212](index=212&type=chunk) - **Retail Gross Margin** is defined as gross profit less net asset optimization revenues (expenses), net gains (losses) on non-trading derivative instruments, and net current period cash settlements on non-trading derivative instruments[217](index=217&type=chunk) Adjusted EBITDA and Retail Gross Margin (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Adjusted EBITDA | $13,960 | $12,363 | $41,674 | $27,431 | | Retail Gross Margin | $32,722 | $33,387 | $79,181 | $69,132 | [Consolidated Results of Operations](index=51&type=section&id=Consolidated%20Results%20of%20Operations) Higher revenues were offset by a significant surge in retail cost of revenues, leading to a substantial drop in operating income - Total revenues for Q2 2025 increased by **$3.3 million (4%)** due to higher gas volumes and rates, offset by lower electricity volumes[225](index=225&type=chunk)[226](index=226&type=chunk) - Retail cost of revenues for Q2 2025 increased by **$20.1 million (47%)** due to changes in derivative portfolio value, higher gas volumes, and increased natural gas and electricity costs[227](index=227&type=chunk)[228](index=228&type=chunk) - General and administrative expense for Q2 2025 decreased by **$5.3 million (25%)** due to lower bad debt and legal expenses, and non-recurring stock compensation in 2024[228](index=228&type=chunk) - Depreciation and amortization expense for Q2 2025 increased by **$3.1 million (141%)** due to higher amortization of customer relationship intangibles[229](index=229&type=chunk) Consolidated Financial Performance (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $90,029 | $86,696 | $232,286 | $200,752 | | Retail cost of revenues | $63,055 | $42,997 | $158,448 | $111,959 | | General and administrative expense | $15,631 | $20,862 | $32,623 | $38,195 | | Depreciation and amortization | $5,291 | $2,210 | $10,319 | $4,250 | | Operating income | $6,052 | $20,627 | $30,896 | $46,348 | | Net income | $3,151 | $15,695 | $21,618 | $34,759 | [Operating Segment Results](index=54&type=section&id=Operating%20Segment%20Results) The Retail Electricity segment's gross margin declined, while the Retail Natural Gas segment's gross margin increased in Q2 2025 - Retail Electricity Segment revenues decreased by **$4.3 million (6%)** in Q2 2025 due to lower electricity volumes, offset by higher rates[238](index=238&type=chunk) - Retail Natural Gas Segment revenues increased by **$8.0 million (51%)** in Q2 2025 due to higher gas volumes and rates[242](index=242&type=chunk) Retail Electricity Segment Performance (in thousands, except per MWh) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $66,810 | $71,148 | $147,530 | $148,477 | | Retail Cost of Revenues | $46,607 | $37,127 | $104,809 | $86,258 | | Retail Gross Margin — Electricity | $23,531 | $25,311 | $44,945 | $44,222 | | Volumes — Electricity (MWhs) | 447,662 | 489,369 | 1,005,279 | 993,676 | | Retail Gross Margin — Electricity per MWh | $52.56 | $51.72 | $44.71 | $44.50 | Retail Natural Gas Segment Performance (in thousands, except per MMBtu) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $23,825 | $15,812 | $87,608 | $52,871 | | Retail Cost of Revenues | $16,439 | $5,663 | $53,628 | $24,866 | | Retail Gross Margin — Gas | $9,170 | $8,016 | $34,214 | $24,213 | | Volumes — Gas (MMBtus) | 2,975,132 | 2,074,924 | 10,429,207 | 6,327,869 | | Retail Gross Margin — Gas per MMBtu | $3.08 | $3.86 | $3.28 | $3.83 | [Liquidity and Capital Resources](index=57&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains liquidity through cash from operations and its Senior Credit Facility, with total liquidity at $148.4 million - Primary liquidity sources are cash generated from operations and borrowings under the Senior Credit Facility[256](index=256&type=chunk) - Net cash provided by operating activities increased by **$15.6 million** for the six months ended June 30, 2025, compared to the prior year[260](index=260&type=chunk) - Net cash used in investing activities increased by **$14.2 million** for the six months ended June 30, 2025, primarily due to customer book acquisitions[261](index=261&type=chunk) - Net cash used in financing activities increased by **$18.1 million** for the six months ended June 30, 2025, driven by increased distributions to non-controlling interest, Senior Credit Facility paydowns, and Series A Preferred Stock buybacks[262](index=262&type=chunk) - The Senior Credit Facility has a borrowing capacity of **$250.0 million**, with $131.2 million outstanding (including $31.2 million in letters of credit) as of June 30, 2025[263](index=263&type=chunk)[264](index=264&type=chunk) - Dividends paid to Series A Preferred Stockholders were **$2.3 million for Q2 2025** and **$4.8 million for YTD 2025**[271](index=271&type=chunk) Available Liquidity (as of June 30, 2025, in thousands) | Metric | Amount | | :--- | :--- | | Cash and cash equivalents | $62,142 | | Senior Credit Facility Availability | $61,276 | | Subordinated Debt Facility Availability | $25,000 | | Total Liquidity | $148,418 | [Off-Balance Sheet Arrangements](index=60&type=section&id=Off-Balance%20Sheet%20Arrangements) The company reported no material off-balance sheet arrangements as of June 30, 2025 - As of June 30, 2025, the company had **no material 'off-balance sheet arrangements'**[276](index=276&type=chunk) [Critical Accounting Policies and Estimates](index=60&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) No changes have been made to the company's critical accounting policies and estimates since its 2024 Form 10-K filing - There have been **no changes** to the critical accounting policies and estimates since the 2024 Form 10-K[277](index=277&type=chunk) [Contingencies](index=60&type=section&id=Contingencies) Information regarding legal and regulatory contingencies is detailed in Note 12 of the financial statements - For a discussion of current legal and regulatory matters, refer to **Note 12 'Commitments and Contingencies'** in Part I, Item 1 of this Report[279](index=279&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=61&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company is exposed to commodity price, interest rate, and counterparty credit risks, which it manages through various strategies [Commodity Price Risk](index=61&type=section&id=Commodity%20Price%20Risk) Commodity price risk is managed through derivative instruments, with sensitivity analysis showing minimal impact from a 10% price change - The company hedges energy requirements using derivative and non-derivative instruments (forwards, futures, swaps, options) to manage commodity price risk from natural gas and electricity[281](index=281&type=chunk) - A **10% increase in natural gas market prices** would decrease the fair value of the net non-trading energy portfolio by $0.1 million, while a 10% decrease would increase it by $0.1 million[284](index=284&type=chunk) - A **10% increase in electricity forward market prices** would increase the fair value of the net non-trading energy portfolio by less than $0.1 million, while a 10% decrease would decrease it by less than $0.1 million[284](index=284&type=chunk) Net (Loss)/Gain on Non-Trading Derivative Instruments (in millions) | Period | Net (Loss)/Gain on Non-Trading Derivatives, Net of Cash Settlements | | :--- | :--- | | Three Months Ended June 30, 2025 | $(5.1) | | Three Months Ended June 30, 2024 | $10.8 | | Six Months Ended June 30, 2025 | $(2.5) | | Six Months Ended June 30, 2024 | $21.8 | [Credit Risk](index=61&type=section&id=Credit%20Risk) Credit risk is largely mitigated by Purchase of Receivables programs, with bad debt expense for non-POR markets remaining low - Approximately **56% of retail revenues** for the three months ended June 30, 2025, were derived from POR territories, where credit risk is primarily with investment-grade utilities[285](index=285&type=chunk) - Bad debt expense for non-POR markets was **0.4% of retail revenues** for the three months ended June 30, 2025, and **0.8%** for the six months ended June 30, 2025[288](index=288&type=chunk) - At June 30, 2025, approximately **$0.9 million** of the total $2.2 million wholesale counterparty exposure was with non-investment grade counterparties or unsecured[289](index=289&type=chunk) [Interest Rate Risk](index=62&type=section&id=Interest%20Rate%20Risk) The company is exposed to interest rate fluctuations on its variable-rate debt and preferred stock - A **1.0% increase in interest rates** would result in an additional annual interest expense of approximately **$1.0 million** on the Senior Credit Facility's $100.0 million variable rate indebtedness[291](index=291&type=chunk) - A **1.0% increase in interest rates** would result in additional quarterly dividends of **$0.2 million** on the Series A Preferred Stock[292](index=292&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=63&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls during the period [Evaluation of Disclosure Controls and Procedures](index=63&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2025 - Management concluded that the company's disclosure controls and procedures were **effective** as of June 30, 2025[294](index=294&type=chunk) [Changes in Internal Control over Financial Reporting](index=63&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) No material changes in internal control over financial reporting were identified during the most recent fiscal quarter - **No material changes** in internal control over financial reporting occurred during the three months ended June 30, 2025[295](index=295&type=chunk) PART II. OTHER INFORMATION [ITEM 1. LEGAL PROCEEDINGS](index=64&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) This section refers to Note 12 for a detailed description of the company's legal proceedings and regulatory matters - Legal proceedings and regulatory matters are described in **Note 12 'Commitments and Contingencies'** to Part I, Item 1 of this Report[298](index=298&type=chunk) [ITEM 1A. RISK FACTORS](index=64&type=section&id=ITEM%201A.%20RISK%20FACTORS) The company states there have been no material changes to the risk factors previously described in its 2024 Form 10-K - There has been **no material change** in the company's risk factors from those described in the 2024 Form 10-K[299](index=299&type=chunk) [ITEM 6. EXHIBITS](index=65&type=section&id=ITEM%206.%20EXHIBITS) This section provides an index of all exhibits filed with the Quarterly Report on Form 10-Q - The report includes an index of exhibits, detailing various agreements, certifications, and XBRL data files[300](index=300&type=chunk)[301](index=301&type=chunk) [SIGNATURES](index=67&type=section&id=SIGNATURES) The report is duly signed on behalf of the company by its Chief Financial Officer on July 31, 2025 - The report is signed by **Mike Barajas, Chief Financial Officer** (Principal Financial Officer and Principal Accounting Officer) on July 31, 2025[307](index=307&type=chunk)

Financial Performance - For the three months ended March 31, 2025, the company reported Adjusted EBITDA of $27.7 million, a significant increase from $15.1 million in the same period of 2024, representing an 83.8% year-over-year growth [179]. - The company reported a net income of $18.5 million for the three months ended March 31, 2025, slightly down from $19.1 million in the same period of 2024 [186]. - Total revenues for the three months ended March 31, 2025, were approximately $142.3 million, an increase of approximately $28.2 million, or 25%, from approximately $114.1 million for the same period in 2024 [196]. - Retail gross margin for the three months ended March 31, 2025, was approximately $46.5 million, an increase of approximately $10.7 million, or 30%, from approximately $35.7 million for the same period in 2024 [191]. - Retail cost of revenues for the three months ended March 31, 2025, was approximately $95.4 million, an increase of approximately $26.4 million, or 38%, from approximately $69.0 million for the same period in 2024 [198]. - Net cash provided by operating activities for the three months ended March 31, 2025, was $24.95 million, compared to $17.1 million for the same period in 2024 [188]. Customer Metrics - The company experienced a total of 407,000 Residential Customer Equivalents (RCEs) as of March 31, 2025, reflecting a 5% increase from 388,000 RCEs at the end of 2024 [163]. - Customer attrition averaged 4.3% for the three months ended March 31, 2025, compared to 3.9% in the same period of 2024, primarily due to proactive non-renewals in Maryland [172]. - The company acquired approximately 16,800 RCEs for a cash purchase price of up to $1.8 million, with transfers expected to begin in the second quarter of 2025 [161]. - Average monthly RCE attrition for the three months ended March 31, 2025, was 4.3%, compared to 3.9% for the same period in 2024 [194]. Segment Performance - The Retail Electricity Segment accounted for approximately 56% of retail revenues for the three months ended March 31, 2025, down from 68% in the same period of 2024, while the Retail Natural Gas Segment increased to 44% from 32% [162]. - Retail gross margin for the Retail Electricity Segment for the three months ended March 31, 2025, was approximately $21.4 million, an increase of approximately $2.5 million, or 13%, from approximately $18.9 million for the same period in 2024 [206]. - Retail gross margin for the Retail Natural Gas Segment for the three months ended March 31, 2025, was approximately $25.0 million, an increase of approximately $8.8 million, or 54%, from approximately $16.2 million for the same period in 2024 [210]. Costs and Expenses - Customer acquisition costs for the three months ended March 31, 2025, were $1.5 million, down from $2.4 million in the same period of 2024 [186]. - Customer acquisition costs for the three months ended March 31, 2025, were approximately $1.5 million, a decrease of approximately $0.9 million, or 38%, from approximately $2.4 million for the same period in 2024 [201]. - Depreciation and amortization expense for the three months ended March 31, 2025, was approximately $5.0 million, an increase of approximately $3.0 million, or 150%, from approximately $2.0 million for the same period in 2024 [200]. Cash Flow and Liquidity - The company distributed $6.0 million in cash to the non-controlling interest holder on March 31, 2025 [159]. - As of March 31, 2025, total liquidity amounted to $156.6 million, consisting of $64.7 million in cash and cash equivalents, $66.9 million available under the Senior Credit Facility, and $25.0 million under the Subordinated Debt Facility [214][220]. - Net cash provided by operating activities for the three months ended March 31, 2025, increased by $7.9 million to $24.9 million compared to $17.1 million for the same period in 2024 [216]. - Cash flows used in investing activities rose by $13.5 million to $14.0 million for the three months ended March 31, 2025, primarily due to customer book acquisitions [217]. - Cash flows used in financing activities increased by $4.8 million to $13.6 million for the three months ended March 31, 2025, mainly due to a $6.0 million distribution to non-controlling interest [218]. Debt and Interest Rates - The company had a total commitment of $205.0 million under its Senior Credit Facility, with $136.7 million outstanding as of March 31, 2025 [220]. - The current variable interest rate on the Senior Credit Facility was 7.57% as of March 31, 2025 [223]. - A 1.0% increase in interest rates would lead to an additional annual interest expense of approximately $1.0 million based on the average variable rate indebtedness [244]. - A 1.0% increase in interest rates would result in additional dividends of $0.2 million for the quarter based on the Series A Preferred Stock outstanding [245]. Bad Debt and Credit Risk - Approximately 59% of retail revenues for the three months ended March 31, 2025, were derived from territories where credit risk was primarily with local regulated utility companies [238]. - The company's bad debt expense for the three months ended March 31, 2025, was 0.9% of non-POR market retail revenues, compared to 0.8% for the same period in 2024 [241]. - As of March 31, 2025, the company had approximately $8.4 million of total exposure with non-investment grade counterparties or unsecured [242]. - As of March 31, 2025, the company had $101.0 million of variable rate indebtedness outstanding under the Senior Credit Facility [244].

Financial Performance - Total revenues for the year ended December 31, 2024, were $398.868 million, a decrease of 8.4% compared to $435.192 million in 2023[346]. - Retail revenues decreased to $399.418 million in 2024 from $439.360 million in 2023, reflecting a decline of 9.1%[346]. - Operating income increased significantly to $84.178 million in 2024, compared to $46.472 million in 2023, marking an increase of 80.9%[346]. - Net income attributable to Via Renewables, Inc. stockholders was $28.255 million for 2024, up from $14.975 million in 2023, representing an increase of 88.1%[346]. - The company reported a net income per share of Class A common stock of $5.48 for 2024, compared to $1.36 in 2023[346]. - Consolidated net income for 2024 reached $61,075,000, a significant increase of 134% compared to $26,105,000 in 2023[351]. - Cash flows from operating activities provided $50,484,000 in 2024, slightly up from $49,315,000 in 2023[351]. - The company reported a gain on derivatives of $3,720,000 in 2024, a recovery from a loss of $17,821,000 in 2022[351]. Assets and Liabilities - Total assets increased to $344.939 million as of December 31, 2024, up from $303.834 million in 2023, reflecting a growth of 13.5%[343]. - Total liabilities rose to $180.757 million in 2024, compared to $177.050 million in 2023, indicating a slight increase of 1.5%[343]. - The company reported $106.0 million in outstanding indebtedness and $25.6 million in issued letters of credit under its Senior Credit Facility as of December 31, 2024[136]. - The company issued $586,000,000 in borrowings on notes payable in 2024, up from $377,000,000 in 2023, indicating increased leverage[351]. Customer and Market Risks - Approximately 40% of the company's retail revenues for the year ended December 31, 2024, came from customers in non-POR markets, exposing it to direct credit risk[126]. - The company relies on third parties for natural gas and electricity supply, exposing it to wholesale counterparty credit risk[62]. - The company faces risks related to basis risk when hedging commodities, particularly when physical supply must be delivered to specific utility systems, which can lead to significant price discrepancies[93]. - Weather conditions directly impact the demand for energy commodities, with lower consumption during warmer winters or cooler summers potentially leading to reduced margins or losses[89]. - The company is subject to regulatory changes, such as Maryland SB1, which imposes new green energy requirements and pricing restrictions, affecting its ability to offer energy choice to residential consumers[72][73]. Regulatory and Compliance Issues - Regulatory changes in the retail energy market are increasing, with states imposing stricter regulations and higher fines, which could adversely affect the company's operations and financial condition[99]. - Increased regulatory scrutiny may limit the types of services the company can offer, affecting customer acquisition and renewal revenue[115]. - The company is exploring new technologies for direct marketing efforts to mitigate regulatory compliance risks associated with telemarketing[76]. Operational and Management Risks - The company relies on the accuracy of its information management systems for billing and collections, which subjects it to operational risks[127]. - The company may face challenges in managing growth effectively, particularly in expanding its customer base and entering new markets[114]. - The company is subject to legal and regulatory proceedings that could result in substantial costs and divert management's attention from core business issues[104]. Debt and Equity - The Series A Preferred Stock is subordinated to all existing and future debt obligations, meaning payments to holders will only occur after all debts are settled[148]. - The company cannot guarantee sufficient cash generated from operations to pay dividends on its Series A Preferred Stock due to various financial covenants and capital requirements[142]. - Future dividends will depend on the company's operations, financial condition, capital requirements, and cash flows, with potential reductions or eliminations possible[146]. - The trading price of the Series A Preferred Stock may be highly volatile and influenced by factors such as market interest rates and investor confidence[153]. Customer Acquisition and Marketing - The company’s customer acquisition costs, net, rose to $9.192 million in 2024 from $7.989 million in 2023, an increase of 15.1%[343]. - The company reported a decrease in customer acquisition costs by $9,508,000 in 2024, indicating improved efficiency in marketing expenditures[351]. - The company is exposed to reputational risks from third-party vendors involved in customer acquisition and billing processes[134]. Miscellaneous - The company has not experienced any material loss related to cyber-attacks or information security breaches during 2024[63]. - The company has historically distributed a significant portion of cash through dividends, which may limit its ability to grow and make acquisitions with cash on hand[111]. - The company reported a net gain of $28.4 million on non-trading derivative instruments for the year ended December 31, 2024[317].

Financial Data and Key Metrics Changes - In 2024, the company reported total revenues of approximately $14.7 billion, reflecting a 2% growth on a divestiture adjusted operational basis compared to 2023 [7][36] - Adjusted EBITDA for 2024 was approximately $4.7 billion, with adjusted gross margins of 58% [7][36] - Free cash flow for 2024 was approximately $2.6 billion, excluding divestiture-related taxes and transaction costs [8][36] - The company anticipates a negative impact of approximately $500 million on total revenues and $385 million on adjusted EBITDA for 2025 due to the remediation efforts at the Indore facility [12][40] Business Line Data and Key Metrics Changes - New product revenues increased to $582 million in 2024, setting a target range of $450 million to $550 million for 2025 [6][17] - The global generics business grew by 2% in 2024, driven by new product launches and complex products [37] Market Data and Key Metrics Changes - North America is expected to decline year over year due to the impact of the Indore facility and expected competition on certain generics [31] - Emerging markets are projected to grow year over year, primarily driven by the expansion of the cardiovascular portfolio in Latin America and key markets such as Turkey and India [32][33] Company Strategy and Development Direction - The company aims to balance capital return and business investment over the next three to five years, with a focus on returning capital to shareholders in 2025 [14][45] - The company is prioritizing new product launches and expects several notable launches in 2025, including complex injectables [12][28] - An enterprise-wide initiative has been launched to review global infrastructure and identify additional cost savings, expected to deliver operational expense savings in 2026 and beyond [15][39] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to drive base business growth and execute on the pipeline, despite challenges from the Indore facility [15][39] - The company is committed to quality and is making progress on the remediation plan at the Indore facility, with expectations for completion in a few months [10][40] Other Important Information - The company has engaged independent third-party experts to support remediation efforts at the Indore facility [10] - The company expects to maintain a strong focus on advancing its innovative pipeline, with several Phase III readouts anticipated in 2025 [19][26] Q&A Session Summary Question: Concerns about quality control at other facilities - Management confirmed that only the Indore facility received a warning letter, while other facilities are in compliance [50][52] Question: Timing of Phase III data for Sinerimod and Solatogrel - Management indicated that data is expected in late 2026, but enrollment is progressing well [56] Question: Long-term vision for the company - Management stated that the capital allocation plan remains unchanged, with a focus on returning capital to shareholders while also pursuing business development opportunities [53][54] Question: Impact of Indore facility issues on revenues outside the U.S. - Management explained that remediation efforts could cause supply issues for certain products, affecting revenues in other markets [73] Question: Gross margin expectations and factors affecting them - Management noted that the primary impact on gross margins is from the Indore facility, along with normal price erosion and increased supply costs [68][70]

Company Operations - As of September 30, 2024, the company operated in 103 utility service territories across 20 states and the District of Columbia[173]. - The company added approximately 22,900 residential customer equivalents (RCEs) during the three months ended September 30, 2024, primarily through organic sales channels[186]. - The total number of RCEs decreased by 3% from June 30, 2024, to September 30, 2024, with attrition of 40 RCEs[180]. Revenue and Financial Performance - For the three months ended September 30, 2024, approximately 88% of retail revenues were derived from electricity sales, while 12% came from natural gas sales[174][175]. - Total revenues for Q3 2024 were approximately $93.8 million, a decrease of approximately $16.4 million, or 15%, from $110.2 million in Q3 2023[208]. - Adjusted EBITDA for Q3 2024 was $10.3 million, down from $12.8 million in Q3 2023, representing a decrease of approximately 19%[208]. - Net income for Q3 2024 was $1.7 million, compared to $14.7 million in Q3 2023, reflecting a decline of approximately 88%[208]. - Total revenues for the nine months ended September 30, 2024 were approximately $294.5 million, a decrease of approximately $39.0 million, or 12%, from approximately $333.5 million for the same period in 2023[216]. Margins and Expenses - Retail gross margin for the three months ended September 30, 2024, was $30.0 million, down from $31.9 million in the prior year[195]. - Customer acquisition costs increased to $2.1 million in Q3 2024 from $1.7 million in Q3 2023, marking an increase of approximately 25%[208]. - General and administrative expense for the nine months ended September 30, 2024 was approximately $55.9 million, an increase of approximately $4.8 million, or 9%, compared to $51.1 million for the same period in 2023[218]. Cash Flow and Investments - Net cash provided by operating activities for Q3 2024 was $20.1 million, significantly up from $6.2 million in Q3 2023[202]. - The company reported a net cash used in investing activities of $2.2 million for Q3 2024, compared to $0.4 million in Q3 2023[202]. - Cash flows provided by operating activities increased by $7.6 million for the nine months ended September 30, 2024, compared to the same period in 2023, primarily due to changes in working capital[245]. Credit and Risk Management - The company has experienced an increase in credit loss expense, which was 1.4% for the three months ended September 30, 2024, compared to 1.3% in the prior year[190]. - Approximately 60% of retail revenues for the nine months ended September 30, 2024, were derived from territories where credit risk was with local regulated utility companies[264]. - Company is exposed to credit risk related to payment for services rendered during the transition period with local regulated utilities[266]. - Economic conditions may increase customer delinquencies, impacting bad debt expense[267]. - Company manages customer credit risk through formal credit reviews and credit score screenings[267]. Segment Performance - Total revenues for the Retail Electricity Segment for the three months ended September 30, 2024 were approximately $82.6 million, a decrease of approximately $15.2 million, or 16%, from approximately $97.8 million for the same period in 2023[223]. - Retail gross margin for the Retail Electricity Segment for the three months ended September 30, 2024 was approximately $24.6 million, a decrease of approximately $1.4 million, or 5%, from approximately $26.0 million for the same period in 2023[225]. - Total revenues for the Retail Natural Gas Segment for the three months ended September 30, 2024 were approximately $11.6 million, a decrease of approximately $0.3 million, or 2%, from approximately $11.9 million for the same period in 2023[228]. - Retail gross margin for the Retail Natural Gas Segment for the three months ended September 30, 2024 was approximately $5.5 million, an increase of approximately $0.3 million, or 6%, from approximately $5.2 million for the same period in 2023[230]. Debt and Interest Rates - The current variable interest rate on the Senior Credit Facility was 8.09% as of September 30, 2024[248]. - As of September 30, 2024, $89.0 million of variable rate indebtedness was outstanding under the Senior Credit Facility[270]. - A 1.0% increase in interest rates would result in an additional annual interest expense of approximately $0.9 million based on average variable rate indebtedness[270]. - A 1.0% increase in interest rates would lead to an additional $0.2 million in dividends for the quarter based on Series A Preferred Stock outstanding[271]. Dividends - The Board of Directors declared a quarterly cash dividend of $0.71847 per share for Series A Preferred Stock, totaling $2.7 million for Q3 2024[271].

Revenue and Sales Performance - For the three months ended June 30, 2024, approximately 82% of retail revenues were derived from electricity sales, while 18% came from natural gas sales [150]. - Total revenues for Q2 2024 were approximately $86.7 million, a decrease of about $4.7 million, or 5%, from $91.4 million in Q2 2023 [177]. - Retail revenues for the first half of 2024 totaled $201.3 million, down from $227.7 million in the first half of 2023, a decline of approximately 11.6% [177]. - Total revenues for the six months ended June 30, 2024 were approximately $200.8 million, a decrease of approximately $22.5 million, or 10%, from $223.3 million for the same period in 2023 [184]. - Total revenues for the Retail Electricity Segment for the three months ended June 30, 2024 were approximately $71.1 million, a decrease of approximately $3.7 million, or 5%, from $74.8 million for the same period in 2023 [191]. - Total revenues for the Retail Natural Gas Segment for the three months ended June 30, 2024 were approximately $15.8 million, a decrease of approximately $2.1 million, or 12%, from $17.9 million for the same period in 2023 [194]. - Total revenues for the Retail Natural Gas Segment decreased by approximately $17.3 million, or 25%, to approximately $52.9 million for the six months ended June 30, 2024, compared to $70.2 million for the same period in 2023 [201]. Customer Metrics - The company added approximately 31,400 residential customer equivalents (RCEs) during the three months ended June 30, 2024, primarily through organic sales channels [158]. - The total number of RCEs remained stable at 338, with a slight decrease of 1% in retail electricity RCEs and a 2% increase in retail natural gas RCEs compared to the previous quarter [154]. - Average monthly customer attrition for the three months ended June 30, 2024, was 3.4%, slightly higher than 3.1% in the same period of 2023 [161]. - Average monthly RCE attrition was 3.4% in Q2 2024, compared to 3.1% in Q2 2023, indicating an increase in customer churn [177]. Financial Performance - Adjusted EBITDA for the three months ended June 30, 2024, was $12.363 million, compared to $12.013 million for the same period in 2023 [165]. - Adjusted EBITDA for Q2 2024 was $12.4 million, compared to $12.0 million in Q2 2023, reflecting an increase of approximately 2.9% [177]. - Net income for Q2 2024 was $15.7 million, down from $19.1 million in Q2 2023, a decrease of approximately 17.5% [177]. - Operating income for Q2 2024 was $20.6 million, a decrease from $26.8 million in Q2 2023, reflecting a decline of approximately 23.1% [177]. - The company reported a net cash provided by operating activities of $11.2 million for Q2 2024, down from $21.6 million in Q2 2023, a decrease of approximately 48.2% [171]. - Cash flows provided by operating activities decreased by $6.4 million to $28.3 million for the six months ended June 30, 2024, compared to $34.7 million for the same period in 2023 [208]. Expenses and Costs - Customer acquisition costs increased to $2.6 million in Q2 2024 from $1.5 million in Q2 2023, marking a rise of approximately 73.5% [177]. - Total operating expenses for Q2 2024 were $66.1 million, an increase from $64.6 million in Q2 2023, representing a rise of approximately 2.3% [177]. - Retail cost of revenues for the six months ended June 30, 2024 was approximately $112.0 million, a decrease of approximately $51.4 million, or 31%, from $163.4 million for the same period in 2023 [184]. - General and administrative expense for the six months ended June 30, 2024 was approximately $38.2 million, an increase of approximately $4.3 million, or 13%, compared to $33.9 million for the same period in 2023 [186]. - Customer acquisition cost for the six months ended June 30, 2024 was approximately $5.0 million, an increase of approximately $1.8 million, or 52%, from $3.3 million for the same period in 2023 [187]. Margins - Retail gross margin for the three months ended June 30, 2024, was $33.387 million, an increase from $30.726 million in the same period of 2023 [165]. - Retail Gross Margin for Q2 2024 was $33.4 million, an increase from $30.7 million in Q2 2023, representing a growth of approximately 8.6% [177]. - Retail gross margin for the Retail Electricity Segment for the three months ended June 30, 2024 was approximately $25.3 million, an increase of approximately $2.3 million, or 10%, from $23.0 million for the same period in 2023 [192]. - Retail gross margin for the Retail Natural Gas Segment for the three months ended June 30, 2024 was approximately $8.0 million, an increase of approximately $0.4 million, or 5%, from $7.6 million for the same period in 2023 [195]. - Retail gross margin for the Retail Natural Gas Segment decreased by approximately $3.3 million, or 12%, to approximately $24.2 million for the six months ended June 30, 2024, compared to $27.5 million for the same period in 2023 [202]. Debt and Liquidity - The first amendment to the senior credit facility increased borrowing capacity to $205.0 million and extended the maturity date to June 30, 2027 [152]. - Total liquidity as of June 30, 2024, was $154.2 million, consisting of cash and cash equivalents of $53.6 million, Senior Credit Facility availability of $75.7 million, and Subordinated Debt Facility availability of $25.0 million [207]. - The current variable interest rate on the Senior Credit Facility was 8.59% as of June 30, 2024 [210]. - At June 30, 2024, $93.0 million of variable rate indebtedness was outstanding under the Senior Credit Facility [228]. - A 1.0% increase in interest rates would result in an additional annual interest expense of approximately $0.9 million based on average variable rate indebtedness for Q2 2024 [228]. - A 1.0% increase in interest rates would lead to an additional $0.2 million in dividends for the quarter based on Series A Preferred Stock outstanding [228]. Dividends and Stock - The company paid $5.4 million in dividends to holders of the Series A Preferred Stock for the six months ended June 30, 2024 [211]. - The company declared a dividend of $0.75881 per share for the Series A Preferred Stock for the second quarter of 2024, to be paid on October 15, 2024 [213]. - The Board of Directors declared a quarterly cash dividend of $0.75881 per share for Series A Preferred Stock, totaling $2.7 million for Q2 2024 [228]. Credit Risk and Derivatives - Approximately 60% of retail revenues for the six months ended June 30, 2024, were derived from territories where credit risk was with local regulated utility companies [222]. - Bad debt expense for Q2 2024 was 2.1% of non-POR market retail revenues, down from 2.4% in Q2 2023 [226]. - For the first half of 2024, bad debt expense was 1.4% of non-POR market retail revenues, compared to 2.1% in the same period of 2023 [226]. - As of June 30, 2024, total exposure to wholesale counterparty credit risk was $1.6 million, with $1.1 million at non-investment grade counterparties or unsecured [227]. - The net gain on non-trading derivative instruments was $21.8 million for the six months ended June 30, 2024, compared to a net loss of $(6.5) million for the same period in 2023 [220].