Advanced Emissions Solutions(ADES) - 2025 Q1 - Quarterly Report

PART I. - FINANCIAL INFORMATION This part provides key financial information and other disclosures for the reporting period Item 1. Condensed Consolidated Financial Statements This section presents Arq, Inc.'s unaudited condensed consolidated financial statements and detailed explanatory notes Condensed Consolidated Balance Sheets This section presents the company's financial position, including assets, liabilities, and equity Condensed Consolidated Balance Sheets (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :----------------------------------- | :--------------- | :---------------- | | Total Assets | $283,671 | $284,368 | | Total Liabilities | $65,498 | $67,092 | | Total Stockholders' Equity | $218,173 | $217,276 | | Cash | $6,336 | $13,516 | Condensed Consolidated Statements of Operations This section details the company's revenues, expenses, and net income or loss Condensed Consolidated Statements of Operations (in thousands, except per share data) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Revenue | $27,247 | $21,740 | | Operating income (loss) | $662 | $(2,980) | | Net income (loss) | $203 | $(3,419) | | Basic Income (loss) per common share | $0.00 | $(0.09) | Condensed Consolidated Statements of Changes in Stockholders' Equity This section outlines changes in stockholders' equity over the reporting period Condensed Consolidated Statements of Changes in Stockholders' Equity (in thousands) | Category | Balances, January 1, 2025 | Balances, March 31, 2025 | | :-------------------------- | :------------------------ | :----------------------- | | Total Stockholders' Equity | $217,276 | $218,173 | | Stock-based compensation | — | $736 | | Net income | — | $203 | Condensed Consolidated Statements of Changes in Stockholders' Equity (in thousands) | Category | Balances, January 1, 2024 | Balances, March 31, 2024 | | :-------------------------- | :------------------------ | :----------------------- | | Total Stockholders' Equity | $178,400 | $175,164 | | Stock-based compensation | — | $782 | | Net loss | — | $(3,419) | Condensed Consolidated Statements of Cash Flows This section summarizes cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows (in thousands) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash (used in) provided by operating activities | $(5,803) | $526 | | Net cash used in investing activities | $(3,598) | $(9,647) | | Net cash provided by (used in) financing activities | $1,969 | $(1,013) | | Decrease in Cash and Restricted Cash | $(7,432) | $(10,134) | | Cash and Restricted Cash, end of period | $14,803 | $44,019 | Notes to Condensed Consolidated Financial Statements Provides detailed explanations and disclosures for the condensed consolidated financial statements Note 1 - Organization and Basis of Presentation Describes the company's business and the basis for financial statement presentation - Arq, Inc. is an environmental technology company primarily engaged in selling activated carbon (AC) products for air, water, and soil treatment, including PAC and GAC, to various markets[23][24] - The company's revenue is generally higher in the first and third fiscal quarters due to weather-dependent power generation and increased demand for water purification products during warmer months[36][38] - The company is currently evaluating the impact of new accounting standards ASU 2023-09 (Income Taxes) and ASU 2024-03 (Income Statement Expenses) on its financial statement disclosures[40][41] Note 2 - Inventories, net Details the composition and valuation of the company's inventory balances Inventories, net (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :------------------ | :--------------- | :---------------- | | Product inventory, net | $13,792 | $11,166 | | Raw material inventory | $7,957 | $8,148 | | Total inventories, net | $21,749 | $19,314 | Note 3 - Revenue Provides details on revenue recognition and related receivables Receivables, net (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :------------------ | :--------------- | :---------------- | | Trade receivables, net | $14,120 | $13,265 | | Other | $1,248 | $1,611 | | Receivables, net | $15,368 | $14,876 | - All material performance obligations related to revenue recognized were satisfied at a point in time for the three months ended March 31, 2025 and 2024[43] - The Company did not have material unbilled receivables or contract liabilities outstanding as of March 31, 2025, and December 31, 2024[45][47] Note 4 - Debt Obligations Outlines the company's various debt instruments and related terms Total Debt Obligations (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :--------------- | :---------------- | | Revolving credit agreement | $16,184 | $13,828 | | CTB Loan due January 2036 | $8,840 | $8,983 | | Finance lease obligations | $1,121 | $1,269 | | Other | $951 | $1,004 | | Unamortized debt discounts & costs | $(256) | $(262) | | Less: Current maturities | $(17,754) | $(15,452) | | Total long-term debt obligations | $9,086 | $9,370 | - The company entered into a five-year $30.0 million secured Revolving Credit Facility in December 2024, with net borrowings of $16.2 million as of March 31, 2025, bearing interest at SOFR + 4.50% (2.50% SOFR floor)[49][50][53] - On May 6, 2025, the Revolving Credit Agreement was amended to decrease minimum liquidity requirements for specific periods in 2025, starting at $1.0 million (May 6 - June 30, 2025) and returning to $5.0 million by December 1, 2025[53] - The CTB Loan, assumed on February 1, 2023, has a principal amount of $10.0 million, matures on January 27, 2036, and bears interest at 6.0% per annum through January 2026[54][55] Note 5 - Leases Details the company's operating and finance lease assets and obligations Lease ROU Assets and Obligations (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :----------------------------------- | :--------------- | :---------------- | | Operating lease ROU assets, net | $10,137 | $9,312 | | Total operating lease obligation | $10,367 | $9,541 | | Finance lease ROU assets, net | $707 | $824 | | Total finance lease obligations | $1,121 | $1,269 | Total Lease Cost (in thousands) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------ | :-------------------------------- | :-------------------------------- | | Finance lease cost | $154 | $261 | | Operating lease cost | $837 | $911 | | Short-term lease cost | $274 | $336 | | Variable lease cost | $9 | $108 | | Total lease cost | $1,274 | $1,616 | - The weighted-average remaining lease term for operating leases was 6.7 years as of March 31, 2025, compared to 7.6 years as of March 31, 2024[66] Note 6 - Commitments and Contingencies Discloses the company's contractual commitments and potential contingent liabilities - As of March 31, 2025, the company had outstanding surety bonds totaling $11.2 million, primarily related to the Five Forks Mine ($7.5M), Corbin Facility ($3.0M), and Mine 4 ($0.7M)[67][68] - The company posted $8.5 million in cash collateral as long-term restricted cash for surety bond providers as of March 31, 2025[69] - The company has a contractual obligation of $1.7 million for its share of certain contingent liabilities of Tinuum Group[73] - The company commenced legal proceedings against the design firm for the GAC Facility, seeking damages for alleged negligence and contractual breaches that led to material cost increases and project delays[75] Note 7 - Supplemental Financial Information Presents additional financial details not covered in primary statements or other notes Prepaid expenses and other current assets (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :--------------- | :---------------- | | Prepaid expenses | $1,945 | $2,021 | | Prepaid lender fees, net | $1,503 | $982 | | Prepaid income taxes and refunds | $159 | $233 | | Other | $1,174 | $1,414 | | Total | $4,781 | $4,650 | Other long-term assets, net (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :--------------- | :---------------- | | Spare parts, net | $11,736 | $11,178 | | Right of use assets, operating leases, net | $10,137 | $9,312 | | Intangible assets, net | $7,464 | $7,569 | | Mine development costs, net | $6,921 | $7,010 | | Upfront Customer Consideration | $5,332 | $5,459 | | Mine reclamation asset, net | $1,591 | $1,620 | | Other | $2,587 | $2,581 | | Total | $45,768 | $44,729 | Asset Retirement Obligations (AROs) (in thousands) | Category | March 31, 2025 | December 31, 2024 | | :-------------------------------- | :--------------- | :---------------- | | AROs, beginning of period | $6,279 | $6,163 | | Accretion | $126 | $666 | | Liabilities settled | $(11) | $(77) | | Changes due to scope and timing | $0 | $(473) | | AROs, end of period | $6,394 | $6,279 | | Less current portion | $1,037 | $1,037 | | AROs, long-term | $5,357 | $5,242 | Note 8 - Stockholders' Equity Details changes in equity, stock repurchase programs, and tax asset protection plans - As of March 31, 2025, the company had $7.0 million remaining under its stock repurchase program; no shares were repurchased during the three months ended March 31, 2025 or 2024[84] - The Tax Asset Protection Plan (TAPP) is designed to protect the company's ability to utilize net operating losses and tax credits by deterring beneficial ownership of 4.99% or more of common stock[85][87] - The TAPP's final expiration date was extended to December 31, 2026, or December 31, 2025, if stockholder approval of the Eighth Amendment is not obtained[88] Note 9 - Stock-Based Compensation Explains the company's stock-based compensation plans and related expenses Total Stock-Based Compensation Expense (in thousands) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | RSA expense | $519 | $446 | | PSU expense | $157 | $276 | | Stock option expense | $60 | $60 | | Total stock-based compensation expense | $736 | $782 | Unrecognized Stock-Based Compensation Cost (in thousands) | Category | Unrecognized Compensation Cost (as of Mar 31, 2025) | Expected Weighted Average Period of Recognition (in years) | | :----------------------------------- | :------------------------------------------ | :------------------------------------------------------- | | RSA expense | $2,837 | 1.9 | | PSU expense | $1,908 | 1.2 | | Stock option expense | $314 | 1.3 | | Total unrecognized stock-based compensation expense | $5,059 | 1.6 | - During Q1 2025, 136,113 RSAs were granted, 185,860 vested, and 15,254 were forfeited, resulting in 667,554 non-vested RSAs at period-end[94] - For Q1 2025, 122,630 PSUs were granted, 28,819 vested/settled, and 5,643 forfeited/canceled, with 965,213 PSUs outstanding at March 31, 2025[95] - As of March 31, 2025, 1,000,000 stock options were outstanding with a weighted-average exercise price of $3.00 and an aggregate intrinsic value of $1,170 thousand[100] Note 10 - Income Taxes Details the company's income tax expense, effective tax rate, and related disclosures Income Tax Expense and Effective Tax Rate (in thousands, except for rate) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :---------------- | :-------------------------------- | :-------------------------------- | | Income tax expense | $0 | $0 | | Effective tax rate | 0% | 0% | - The company recognized zero income tax expense and a zero effective tax rate for Q1 2025 based on its operating forecast for the year, and for Q1 2024 due to a full valuation allowance against the pretax loss[101][102] Note 11 - Segment Reporting Provides financial information by reportable segment and geographic area - The company operates in one reportable segment, Advanced Purification Technologies (APT), which manufactures and sells AC-based environmental remediation products[104] Revenue by Country (in thousands) | Country | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------ | :-------------------------------- | :-------------------------------- | | United States | $24,605 | $19,300 | | Canada | $2,642 | $2,440 | | Total | $27,247 | $21,740 | Note 12 - Subsequent Events Discloses significant events occurring after the balance sheet date - No significant matters occurred subsequent to March 31, 2025, unless disclosed elsewhere in the notes to the Condensed Consolidated Financial Statements[110] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management's perspective on financial condition, operations, and performance factors, including liquidity - The company recognized net income of $0.2 million for Q1 2025, a significant improvement from a net loss of $3.4 million in Q1 2024, primarily due to higher revenue from increased volumes, average selling price, and product mix[117] - Management expects cash on hand and borrowing availability under the Revolving Credit Facility to provide sufficient liquidity to fund operations for the next 12 months[145] Overview Provides a general introduction to the company's business and strategic focus - Arq, Inc. is an environmental technology company focused on selling consumable air, water, and soil treatment solutions primarily based on activated carbon (AC), including PAC and GAC[112][113] - The company expects to begin manufacturing high-quality GAC products using Arq Powder as feedstock during the second half of 2025 and is exploring new markets for Arq Powder as an additive[113] Drivers of Demand and Key Factors Affecting Profitability Analyzes factors influencing demand and profitability, including market and regulatory trends - Profitability is influenced by manufacturing and sales volumes, price and product mix, coal-fired dispatch, water treatment demand, environmental regulations, and GAC product acceptance[114] - Higher natural gas prices in Q1 2025 ($4.15/MMBtu vs $2.13/MMBtu in Q1 2024) led to increased coal-fired generation and higher demand for the company's products[115][120] - New EPA regulations on PFAS in municipal water, phasing in over five years, are anticipated to drive a material increase in GAC demand in the water purification market[116] Results of Operations Analyzes the company's financial performance, including revenue, expenses, and net income - The company reported net income of $0.2 million for Q1 2025, a significant improvement from a net loss of $3.4 million for Q1 2024[117] - The primary factor impacting Q1 2025 results was higher revenue due to increased volumes, average selling price, and favorable product mix[117] Revenue and Cost of revenue Analyzes revenue and cost of revenue, including drivers of change and gross margin Revenue and Cost of Revenue (in thousands, except percentages) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change ($) | Change (%) | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :--------- | :--------- | | Revenue | $27,247 | $21,740 | $5,507 | 25% | | Cost of revenue, exclusive of D&A | $17,332 | $13,713 | $3,619 | 26% | - Revenue increased by $5.5 million (25%) in Q1 2025, driven by increased volumes ($2.2M), higher pricing ($1.6M), and favorable product mix ($1.2M), partly due to higher natural gas prices[120] - Gross margin (exclusive of D&A) remained flat, as higher pricing and favorable customer mix were offset by GAC line start-up costs and a prior year accounting adjustment[121] Operating Expenses Details the components of operating expenses and their period-over-period changes Operating Expenses (in thousands, except percentages) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change ($) | Change (%) | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | :--------- | :--------- | | Selling, general and administrative | $6,053 | $7,666 | $(1,613) | (21)% | | Research and development | $874 | $1,625 | $(751) | (46)% | | Depreciation, amortization, depletion and accretion | $2,181 | $1,716 | $465 | 27% | | Loss on sale of assets | $145 | $0 | $145 | * | | Total operating expenses | $9,253 | $11,007 | $(1,754) | (16)% | Selling, General and Administrative Analyzes selling, general, and administrative expenses and their drivers Selling, General and Administrative Expenses (in thousands, except percentages) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change ($) | Change (%) | | :-------------------------- | :-------------------------------- | :-------------------------------- | :--------- | :--------- | | Payroll and benefits | $1,861 | $2,649 | $(788) | (30)% | | Legal and professional fees | $1,567 | $1,633 | $(66) | (4)% | | General and administrative | $2,625 | $3,384 | $(759) | (22)% | | Total SG&A | $6,053 | $7,666 | $(1,613) | (21)% | - The decrease in payroll and benefits was primarily due to decreased wages, lower stock-based compensation expense, and reduced employer-related payroll tax expense[125] - General and administrative expenses decreased by approximately $0.8 million, mainly due to lower franchise taxes, rent, third-party services, and recruiting expenses[127] Research and development Details research and development expenses and their changes - Research and development expense decreased by $0.751 million (46%) in Q1 2025, primarily due to lower expenses for GAC product qualification testing conducted in the prior year[123][128] Depreciation, amortization, depletion and accretion Analyzes depreciation, amortization, depletion, and accretion expenses - Depreciation, amortization, depletion and accretion expense increased by approximately $0.5 million (27%) in Q1 2025, primarily due to increased absorption in inventory of $0.7 million[123][129] Loss on sale of assets Reports on losses recognized from the disposal of assets - A loss of $0.145 million was recognized in Q1 2025 from the disposal of construction assets no longer in use[123][130] Other (Expense) Income, net Details non-operating income and expenses, including interest and equity method earnings Other (Expense) Income, net (in thousands, except percentages) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | Change ($) | Change (%) | | :-------------------------------- | :-------------------------------- | :-------------------------------- | :--------- | :--------- | | Earnings from equity method investments | $155 | $0 | $155 | * | | Interest expense | $(724) | $(791) | $67 | (8)% | | Other | $110 | $352 | $(242) | (69)% | | Total other expense | $(459) | $(439) | $(20) | 5% | - Earnings from equity method investments of $0.155 million in Q1 2025 represented cash distributions from Tinuum Group, which continued its wind-down operations[132] - Interest expense decreased slightly due to a lower average interest rate, despite a higher average outstanding balance[133] - The decrease in 'Other' income was primarily driven by a $0.3 million decrease in interest income due to lower average balances in cash sweep accounts[134] Income tax expense Analyzes income tax expense and the effective tax rate for the period - The company reported zero income tax expense and a zero effective tax rate for both Q1 2025 (pretax income of $0.2M) and Q1 2024 (pretax loss of $3.4M)[135] - The zero effective tax rate for Q1 2025 was based on the operating forecast for the year, while for Q1 2024, it was due to a full valuation allowance against the pretax loss[135] Non-GAAP Financial Measures Presents and reconciles non-GAAP financial measures like EBITDA and Adjusted EBITDA EBITDA and Adjusted EBITDA (in thousands) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net income (loss) | $203 | $(3,419) | | Depreciation, amortization, depletion and accretion | $2,181 | $1,716 | | Amortization of Upfront Customer Consideration | $127 | $127 | | Interest expense, net | $671 | $432 | | EBITDA (loss) | $3,182 | $(1,144) | | Stock-based compensation expense | $736 | $782 | | Loss on sale of assets | $145 | $0 | | Adjusted EBITDA (loss) | $4,063 | $(362) | - Adjusted EBITDA significantly improved from a loss of $362 thousand in Q1 2024 to a positive $4,063 thousand in Q1 2025[139] Liquidity and Capital Resources Discusses the company's ability to meet short-term and long-term financial obligations - Cash and restricted cash decreased from $22.2 million at December 31, 2024, to $14.8 million at March 31, 2025[140] - Principal liquidity sources include $6.3 million cash on hand (excluding $8.5M restricted cash), $13.8 million available under the $30.0 million Revolving Credit Facility, and cash from operations[146] - Principal liquidity uses include capital expenditures (Red River Plant expansion, Corbin Facility commissioning), business operating expenses, lease obligations, and debt obligations[146] - Management expects current cash on hand and Revolving Credit Facility availability to provide sufficient liquidity to fund operations for the next 12 months[145] Current Resources and Factors Affecting Our Liquidity Identifies current liquidity sources and factors influencing the company's cash position - As of March 31, 2025, principal liquidity sources included $6.3 million cash on hand (excluding $8.5 million restricted cash) and $13.8 million availability under the $30.0 million Revolving Credit Facility[146] - Principal uses of liquidity include capital expenditures, business operating expenses, payments on lease obligations, and payments on debt obligations[146] Cash Flows Summarizes cash flows from operating, investing, and financing activities Cash Flows Summary (in thousands) | Category | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :----------------------------------- | :-------------------------------- | :-------------------------------- | | Cash flow from operating activities | $(5,803) | $526 | | Cash flow from investing activities | $(3,598) | $(9,647) | | Cash flow from financing activities | $1,969 | $(1,013) | | Net change in cash and restricted cash | $(7,432) | $(10,134) | - Cash flow used in operating activities increased by $6.3 million in Q1 2025, primarily due to increased inventory and receivables balances[141] - Cash used in investing activities decreased by $6.0 million in Q1 2025, mainly due to a $5.9 million decrease in property, plant, and equipment additions related to the Red River Plant expansion[142] - Cash provided by financing activities increased by $3.0 million in Q1 2025, driven by net borrowings on the Revolving Credit Facility ($2.4M) and decreased common stock repurchases for tax withholdings ($0.6M)[143] Material Cash Requirements Outlines significant future cash obligations, including capital expenditures and debt - The ability to generate sufficient cash flow depends on executing contracts, increasing market share for APT consumables, expanding the AC business, and improving gross margin from customer and product mix[144] Capital expenditures Details planned and ongoing capital investments and their funding - Capital expenditures are ongoing for the Red River Plant expansion to commence GAC product production, with commissioning expected by the end of Q2 or early Q3 2025[147] - The Corbin Facility was commissioned in January 2025, but operations were reduced in April 2025, with plans to resume normal operations after the Red River Project completion[149] - Project completion is anticipated to be funded by cash on hand, Revolving Credit Facility availability, and ongoing cost reduction initiatives[147] Surety Bonds Discusses outstanding surety bonds and related collateral requirements - As of March 31, 2025, the company had $11.2 million in outstanding surety bonds, primarily for the Five Forks Mine and Corbin Facility, with $8.5 million in restricted cash pledged as collateral[150] Long Term Requirements Refers to long-term cash requirements detailed in the financial statement notes - A discussion of the company's long-term cash requirements can be found in Note 4 of the Condensed Consolidated Financial Statements[151] Critical Accounting Policies and Estimates Discusses accounting policies and estimates requiring significant management judgment - There have been no changes in the company's critical accounting policies and estimates from those reported in the 2024 Form 10-K[152] Recently Issued Accounting Standards Provides information on new accounting standards applicable to the company - Information regarding recently issued accounting standards applicable to the company is provided in Note 1 of the Condensed Consolidated Financial Statements[153] Forward-Looking Statements Found in this Quarterly Report Highlights forward-looking statements and associated risks and uncertainties - This Quarterly Report contains forward-looking statements that involve risks and uncertainties, and actual events or results could differ materially from those discussed[154][155] - Key risk areas include regulatory changes, economic conditions, competition, debt financing, commercialization of new products (GAC), operational difficulties, cybersecurity, intellectual property, and macroeconomic uncertainty[155][157] - The company disclaims any duty to update forward-looking statements unless required by law[155] Item 3. Quantitative and Qualitative Disclosures About Market Risk Quantitative and qualitative disclosures about market risk are not required for smaller reporting companies - The information under this Item is not required to be provided by smaller reporting companies[156] Item 4. Controls and Procedures Reports on disclosure controls effectiveness and confirms no material changes in internal control over financial reporting Evaluation of Disclosure Controls and Procedures Assesses the effectiveness of the company's disclosure controls and procedures - Management, including the principal executive officer and principal financial officer, concluded that the company's disclosure controls and procedures were effective as of March 31, 2025[158] Changes in Internal Control Over Financial Reporting Reports on any material changes in internal control over financial reporting - There have been no changes in the company's internal control over financial reporting during the fiscal quarter ended March 31, 2025, that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting[159] PART II. - OTHER INFORMATION This part provides key financial information and other disclosures for the reporting period Item 1. Legal Proceedings Refers to Note 6 for information regarding the company's legal proceedings - Information regarding legal proceedings, claims, and other matters related to the conduct of the company's business can be found in Note 6 'Commitments and Contingencies' to the Condensed Consolidated Financial Statements[161] Item 1A. Risk Factors No material updates to risk factors previously disclosed in the 2024 Form 10-K - There have been no material updates to the company's risk factors as disclosed in the 2024 Form 10-K[162] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Updates on the stock repurchase program and details shares withheld for tax obligations Share Repurchases Details the company's stock repurchase program and activity - As of March 31, 2025, $7.0 million remained available under the company's $20.0 million stock repurchase program[163] - No shares were repurchased under the stock repurchase program during the three months ended March 31, 2025 or 2024[163] Tax Withholding Reports on common shares withheld for employee tax obligations related to stock awards Common Shares Withheld for Tax Obligations (Q1 2025) | Period | Total Number of Common Shares Purchased | Average Price Paid per Common Share | | :------------------------------------ | :---------------------------------- | | January 1 to January 31, 2025 | — | $— | | February 1 to February 29, 2025 | — | $— | | March 1 to March 31, 2025 | 214 | $4.68 | Item 4. Mine Safety Disclosures Information concerning mine safety violations or other regulatory matters - Information concerning mine safety violations or other regulatory matters is included in Exhibit 95.1 to this Quarterly Report[166] Item 5. Other Information Discloses Revolving Credit Facility amendment and confirms no Rule 10b5-1 trading plan changes Amendment No. 1 to Revolving Credit Facility Details the amendment to the Revolving Credit Facility, including liquidity covenants - On May 6, 2025, the company entered into the First Amendment to the Revolving Credit Agreement, which amends the borrowing availability calculation and updates the minimum liquidity covenant[167] Revised Minimum Liquidity Requirements | Applicable Dates | Minimum Liquidity Required | | :----------------------------------- | :------------------------- | | May 6, 2025 through June 30, 2025 | $1.0 million | | July 1, 2025 through July 31, 2025 | $0.0 million | | August 1, 2025 through August 31, 2025 | $1.0 million | | September 1, 2025 through September 30, 2025 | $1.5 million | | October 1, 2025 through October 31, 2025 | $2.0 million | | November 1, 2025 through November 30, 2025 | $3.0 million | | December 1, 2025 and at all times thereafter | $5.0 million | Rule 10b5-1 Trading Plans Reports on Rule 10b5-1 trading plans adopted or terminated by directors or officers - No director or officer of the company adopted or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement during the three months ended March 31, 2025[169] Item 6. Exhibits Lists all exhibits filed with the Quarterly Report, including key agreements and certifications - The report includes various exhibits such as Amended and Restated Bylaws, Certificate of Incorporation, Credit, Security and Guaranty Agreement, certifications, and XBRL data[171] - Exhibit 10.2, Amendment No. 1 to Credit, Security and Guaranty Agreement, is filed herewith[171] Signatures Certifies the report with signatures from key executive officers - The report was duly signed on May 7, 2025, by Robert Rasmus, Chief Executive Officer, and Jay Voncannon, Chief Financial Officer[174]