# Excelerate Energy, Inc.: Form 10-Q for the period ended Jun 30, 2025

- Company: [Excelerate Energy, Inc.](/companies/ee.md) (CIK 1888447)
- Form: 10-Q
- Filed: 2025-08-11
- Accepted by EDGAR: Aug 11, 2025, 10:29 ET
- Period: 2025-06-30
- Accession: 0000950170-25-106284
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1888447/000095017025106284/ee-20250630.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1888447/000095017025106284/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2025-06-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2025-04-01 to 2025-06-30 | $204.6m | us-gaap:Revenues |
| Revenue | 6 months, 2025-01-01 to 2025-06-30 | $519.6m | us-gaap:Revenues |
| Operating income | 3 months, 2025-04-01 to 2025-06-30 | $43.4m | us-gaap:OperatingIncomeLoss |
| Operating income | 6 months, 2025-01-01 to 2025-06-30 | $109.1m | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months, 2025-04-01 to 2025-06-30 | $5.6m | us-gaap:IncomeTaxExpenseBenefit |
| Income tax | 6 months, 2025-01-01 to 2025-06-30 | $11.6m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2025-04-01 to 2025-06-30 | $4.7m | us-gaap:NetIncomeLossAvailableToCommonStockholdersBasic |
| Net income | 6 months, 2025-01-01 to 2025-06-30 | $16.1m | us-gaap:NetIncomeLossAvailableToCommonStockholdersBasic |
| Diluted EPS | 3 months, 2025-04-01 to 2025-06-30 | $0.15 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months, 2025-01-01 to 2025-06-30 | $0.57 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2025-04-01 to 2025-06-30 | $0.15 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months, 2025-01-01 to 2025-06-30 | $0.58 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2025-04-01 to 2025-06-30 | 32,162,826 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months, 2025-01-01 to 2025-06-30 | 28,470,434 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months, 2025-01-01 to 2025-06-30 | $241.9m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Dividends paid | 6 months, 2025-01-01 to 2025-06-30 | $3.4m | us-gaap:PaymentsOfDividends |
| Cash and equivalents | at 2025-06-30 | $426.0m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2025-06-30 | $609.3m | us-gaap:AssetsCurrent |
| Total assets | at 2025-06-30 | $4.01bn | us-gaap:Assets |
| Current liabilities | at 2025-06-30 | $234.0m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2025-06-30 | $1.86bn | us-gaap:Liabilities |
| Long-term debt | at 2025-06-30 | $926.1m | us-gaap:LongTermDebtNoncurrent |
| Current portion of debt | at 2025-06-30 | $20.1m | us-gaap:LongTermDebtCurrent |
| Shareholders' equity | at 2025-06-30 | $2.15bn | us-gaap:StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest |

## Management's discussion and analysis

As filed, 52,929 characters.

*The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and notes thereto included in this Form 10-Q and included in the 2024 Annual Report. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed below. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed in the section titled “Risk Factors” included in the 2024 Annual Report, this Form 10-Q and our other filings with the Securities and Exchange Commission (“SEC”). Please also see the section titled “Forward-Looking Statements.”*

### Overview

Excelerate Energy, Inc. (“Excelerate” and together with its subsidiaries, “we,” “us,” “our” or the “Company”) owns and operates liquefied natural gas (“LNG”) and natural gas infrastructure assets. Once natural gas is liquefied, it needs an inlet into the countries where it will be consumed – and Excelerate provides that home for LNG. Our assets are the receiving point across the globe for LNG, which we convert back into natural gas through the process of regasification. That natural gas is then used by us, our customers, or other end users further downstream for lower carbon emitting power generation or direct energy consumption. At Excelerate, we believe that access to energy sources such as LNG is critical to assist countries in growing their economies, enhancing their energy security, and advancing their decarbonization efforts.

Our business is substantially supported by long-term, take-or-pay agreements, which provide consistent revenue and cash flow from our high-quality customer base. Under these agreements, we either provide regasification services or utilize our assets to directly provide natural gas, LNG, power, or steam to our customers. As of June 30, 2025, we control or operate 11 floating regasification terminals, one onshore regasification terminal and a combined heat and power plant. We have one new floating regasifiation terminal currently being constructed by Hyundai Heavy Industries in South Korea, which we expect to bring online in 2026 to support our expansion plans and to meet the growing need for floating regasification capacity.

Our business spans the globe, with regional presences in 12 countries and an operational presence in Argentina, Bangladesh, Brazil, Finland, Germany, Jamaica, Pakistan, the United Arab Emirates (“UAE”), and the United States. Since we began operations, we have completed more than 3,100 ship-to-ship transfers of LNG with over 50 LNG operators and have safely delivered more than 7,600 billion cubic feet of natural gas through 19 LNG regasification terminals. We are the largest provider of regasified LNG capacity in Argentina, Bangladesh, Finland, Jamaica and the UAE. We are also one of the largest providers of regasified LNG in Brazil as well as in Pakistan, where we have regasified more LNG than any other provider in the past 10 years.

For the three months ended June 30, 2025, we generated revenues of $204.6 million, net income of $20.8 million and adjusted earnings before income tax, depreciation and amortization (“Adjusted EBITDA”) of $107.1 million. For the three months ended June 30, 2024, we generated revenues of $183.3 million, net income of $33.3 million and Adjusted EBITDA of $89.0 million. For more information regarding our non-GAAP measure Adjusted EBITDA and a reconciliation to net income, the most comparable U.S. Generally Accepted Accounting Principles (“GAAP”) measure, see “How We Evaluate Our Operations.”

### Acquisition

In May 2025, we closed the acquisition of 100% of the interests in New Fortress Energy Inc.’s business in Jamaica for approximately $1.055 billion in cash, which was subject to certain adjustments for cash, indebtedness, transaction expenses, working capital and liquefied natural gas and fuel inventory (the “Acquisition”). Under the terms of the purchase agreement, we acquired 100% of the operating interests in three facilities, as well as the operations, pipelines and infrastructure associated therewith: the Montego Bay LNG Terminal, the Old Harbour LNG Terminal and the Clarendon combined heat and power plant. The Acquisition was funded with the Debt Offering (as defined herein), the Equity Offering (as defined herein), and cash on hand.

The Acquisition directly aligns with our strategies of (1) acquiring interests in LNG regasification terminals and integrated LNG infrastructure projects, which we believe will enhance long-term contract revenue and margins, and (2) diversifying the geographic mix of the LNG markets we serve and our customer base.

We believe that the Acquisition is complementary to our existing assets and business strategy and establishes Excelerate as a provider of “last-mile” LNG infrastructure in Jamaica. Additionally, the Acquisition provides an attractive downstream natural gas market for Excelerate’s 20-year Venture Global LNG supply agreement and secures pull through demand and value-accretive offtake for our LNG supply. The Acquisition aligns with our investment thesis in the following ways:

- **The Facilities Serve Attractive and Growing Markets**: The facilities are located in a key Atlantic Basin natural gas market, representing Jamaica’s only two LNG regasification terminals and the first combined heat and power plant in the Caribbean, and supply approximately 30 trillion British thermal units per year of LNG, which directly or indirectly accounts for more than half of Jamaica’s electricity generation. We believe the Acquisition will also position us to capture additional market share as regional demand grows, creating low-cost opportunities to expand.
- **Highly Contracted with Long-Term Agreements**: Sales agreements in place as of December 31, 2024 represent approximately $2.9 billion of cumulative take-or-pay direct margin through 2039, and nearly 100% of contracted revenue includes contractual inflation escalators. As of December 31, 2024, the sales contracts within the business have a weighted average remaining contract tenor of approximately 13 years (or approximately 21 years, if extension options are exercised) and the majority of the contracts are with high-quality investment-grade counterparties. With the effect of the Acquisition, we expect over 90% of our cash flows from customers to be derived from take-or-pay contracts, with such contracts having a remaining weighted average contract life of approximately 10 years (or approximately 13 years, if extension options are exercised for the Acquisition contracts).
- **Highly Complementary Infrastructure Assets**: The facilities expand our size, scale and operating capabilities without requiring significant additional capital expenditures. These assets will expand our ability to provide customers with tailored solutions across the LNG value chain, from procurement to distribution. We believe that the Acquisition will result in our holding an approximately 25% market share of total global floating regasification capacity.

### Recent Trends and Outlook

During the second quarter of 2025, Dutch Title Transfer Facility (“TTF”) prices decreased to $11.76 per million British thermal units (“MMBtu”) from $14.39/MMBtu in the first quarter of 2025. Japan Korea Marker (JKM) reported average second quarter 2025 prices of $13.11/MMBtu, which decreased from first quarter 2025 prices of $14.35/MMBtu.

Global LNG trade volumes reached approximately 101 million tons per annum (“MTPA”) in the second quarter of 2025, a slight decrease from 108 MTPA in the first quarter of 2025. The quarter-over-quarter decline was led by a slowdown in global economic growth, with second quarter of 2025 GDP expansion forecasted to decelerate to 2.9% as compared to the first quarter of 2025 forecast of 3.2%. Japan faced the largest quarter-over-quarter LNG imports decline from 18 MTPA in the first quarter of 2025 to 14.6 MTPA during the second quarter of 2025. This decline in imports was due to the end of winter peak consumption, increased power generation from nuclear and renewables, and softer industrial activity from manufacturing and chemicals.

We believe the evolving LNG market dynamics support our growth strategy. We expect the heightened focus on energy security, coupled with the global shift toward cleaner energy sources, will continue to support demand for LNG. As LNG supply continues to grow, with an estimated 46 MTPA of new capacity coming online worldwide in 2025, we believe there will be an increasing need for more regasification assets to connect this supply with demand centers worldwide. This reinforces our commitment to focusing on the downstream segment of the LNG value chain, where we believe Excelerate is well positioned to be a key player in facilitating the transition to a more secure and diversified energy landscape.

### Components of Our Results of Operations

#### Terminal services revenues

Terminal services revenues are earned via our offshore infrastructure assets that are leased to customers and from the related technical services we provide to operate those assets. These assets provide offshore regasification of LNG to natural gas and are put in place to provide the inlet for LNG into countries around the world under long-term, take-or-pay lease and operations agreements. We generally charge fixed fees for the use of and services provided with our regasification capacity plus additional amounts for certain variable costs.

#### LNG, gas and power revenues

LNG, gas and power revenues are earned through vertically integrated LNG sourcing, transportation, regasification, and power generation. We employ our midstream LNG assets with additional owned assets further downstream in the LNG value chain to deliver products to our customers, ultimately in the form of natural gas, LNG, power, or steam. These products are primarily sold through long-term take-or-pay agreements and, when sourced by us, are primarily done on a back-to-back price basis.

#### Cost of LNG, gas and power

Cost of LNG, gas and power is comprised of expenses incurred in sourcing LNG, transporting LNG and natural gas, regasifying LNG, and generating power and steam. These expenses include purchasing, personnel, and other supporting costs incurred in operating and servicing our infrastructure assets utilized in delivering these products to our customers. We primarily source LNG through long-term offtake agreements from natural gas liquefaction facilities around the world. These offtake agreements allow us to link price terms directly with take-or-pay agreements with our customers, creating continuous take-or-pay margin on a back-to-back price basis.

#### Operating expenses

Operating expenses includes personnel, repair and maintenance, and other supporting costs incurred in operating and servicing our offshore infrastructure assets that are leased to customers.

#### Depreciation and amortization expenses

Depreciation expense is recognized on a straight-line basis over the estimated useful lives of our property and equipment assets, less an estimated salvage value. Certain recurring repairs and maintenance expenditures required by regulators are amortized over the required maintenance period.

#### Selling, general and administrative expenses

Selling, general and administrative expenses consist primarily of compensation and other employee-related costs for personnel engaged in executive management, sales, finance, legal, tax and human resources. Selling, general and administrative expenses also consists of expenses associated with office facilities, information technology, external professional services, business development, legal costs and other administrative expenses.

#### Transition and transaction expenses

We incurred transition and transaction expenses related to consulting, legal and due diligence costs incurred as part of and in preparation for the Acquisition.

#### Other income, net

Other income, net, primarily contains interest income, gains or losses from the effect of foreign exchange rates and gains and losses on asset sales.

#### Interest expense and Interest expense – related party

Our interest expense is primarily associated with our finance leases liabilities and loan agreements with external banks and related parties.

#### Earnings from equity-method investment

Earnings from equity-method investment relate to our 45% ownership interest in the joint venture with Nakilat Excelerate LLC, which we acquired in 2018.

#### Provision for income taxes

Excelerate is a corporation for U.S. federal and state income tax purposes. Excelerate Energy Limited Partnership (“EELP”) is treated as a pass-through entity for U.S. federal income tax purposes and, as such, has generally not been subject to U.S. federal income tax at the entity level. Instead, EELP’s U.S. income is allocated to its Class A and Class B partners proportionate to their interest. In addition, EELP has international operations that are subject to foreign income tax and U.S. corporate subsidiaries subject to U.S. federal tax. These taxes are also included in our provision for income taxes.

#### Net income (loss) attributable to non-controlling interest

Net income (loss) attributable to non-controlling interests includes earnings allocable to our shares of Class B Common Stock, $0.001 par value per share (“Class B Common Stock”) as well as earnings allocable to the third-party equity ownership interests in our subsidiaries, Excelerate Energy Bangladesh, LLC and Excelerate Albania Holding Sh.p.k.

### Factors Affecting the Comparability of Our Results of Operations

Our historical results of operations may not be comparable from period to period or going forward. Set forth below is a brief discussion of the key factors impacting the comparability of our results of operations.

#### Impact of the Acquisition

We closed on the Acquisition in May 2025; therefore our results of operations for the three and six months ended June 30, 2025, only contain a partial period of Jamaican operating results. Results of operations for the three and six months ended June 30, 2024, do not contain the results of Jamaican operations.

### How We Evaluate Our Operations

We operate in a single reportable segment. However, we use a variety of qualitative, operational and financial metrics to assess our performance and valuation. Among other measures, management considers each of the following in assessing our business:

Adjusted Gross Margin;

Adjusted EBITDA; and

Capital Expenditures.

#### Adjusted Gross Margin

We use Adjusted Gross Margin, a non-GAAP financial measure, which we define as revenues less cost of LNG, gas and power and operating expenses, excluding depreciation and amortization, to measure our operational financial performance. Management believes Adjusted Gross Margin is useful because it provides insight on profitability and true operating performance excluding the implications of the historical cost basis of our assets. Our computation of Adjusted Gross Margin may not be comparable to other similarly titled measures of other companies, and you are cautioned not to place undue reliance on this information.

#### Adjusted EBITDA

Adjusted EBITDA is a non-GAAP financial measure included as a supplemental disclosure because we believe it is a useful indicator of our operating performance. We define Adjusted EBITDA as net income before interest expense, income taxes, depreciation and amortization, accretion, non-cash long-term incentive compensation expense and items such as charges and non-recurring expenses that management does not consider as part of assessing ongoing operating performance.

We adjust net income for the items listed above to arrive at Adjusted EBITDA because these amounts can vary substantially from company to company within our industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP or as an indicator of our operating performance or liquidity. This measure has limitations as certain excluded items are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of Adjusted EBITDA. Our presentation of Adjusted EBITDA should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Our computations of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. For the foregoing reasons, Adjusted EBITDA has significant limitations that affect its use as an indicator of our profitability and valuation, and you are cautioned not to place undue reliance on this information.

#### Capital Expenditures

We incur capital expenditures as part of our regular business operations. Capital expenditures are costs incurred to expand our business operations, increase the efficiency of business operations, extend the life of an existing asset, improve an asset’s capabilities, increase the future service of an asset, maintain the service capability of existing assets, and provide the upkeep required for regulatory compliance. Costs related to prospective projects are capitalized once it is determined to be probable that the related assets will be constructed.

The tables below reconcile the financial measures discussed above to the most directly comparable financial measure calculated and presented in accordance with GAAP:

*(In thousands)*

|  | Three months ended June 30, 2025 | 2024 | Six months ended June 30, 2025 | 2024 |
| --- | ---: | ---: | ---: | ---: |
| Terminal services | $148,833 | $150,987 | $297,198 | $307,981 |
| LNG, gas and power | 55,723 | 32,346 | 222,448 | 75,465 |
| Cost of LNG, gas and power | (40,427) | (31,173) | (201,186) | (71,052) |
| Operating expenses | (46,023) | (46,579) | (87,961) | (117,192) |
| Depreciation and amortization expense | (25,518) | (30,400) | (47,161) | (53,310) |
| **Gross Margin** | **$92,588** | **$75,181** | **$183,338** | **$141,892** |
| Depreciation and amortization expense | 25,518 | 30,400 | 47,161 | 53,310 |
| **Adjusted Gross Margin** | **$118,106** | **$105,581** | **$230,499** | **$195,202** |

### 34

*(In thousands)*

|  | Three months ended June 30, 2025 | 2024 | Six months ended June 30, 2025 | 2024 |
| --- | ---: | ---: | ---: | ---: |
| **Net income** | **$20,765** | **$33,277** | **$72,888** | **$61,417** |
| Interest expense | 23,932 | 15,476 | 38,248 | 31,082 |
| Provision for income taxes | 5,574 | 7,427 | 11,601 | 14,328 |
| Depreciation and amortization expense | 25,518 | 30,400 | 47,161 | 53,310 |
| Accretion expense | 483 | 463 | 960 | 918 |
| Long-term incentive compensation expense | 3,206 | 1,920 | 5,358 | 3,297 |
| Transition and transaction expenses | 27,659 | — | 31,341 | — |
| **Adjusted EBITDA** | **$107,137** | **$88,963** | **$207,557** | **$164,352** |

### Consolidated Results of Operations

### Three and Six Months Ended June 30, 2025 Compared to Three and Six Months Ended June 30, 2024

*(In thousands)*

*(In thousands)*

| Revenues | For the three months ended June 30, 2025 | 2024 | Change | For the six months ended June 30, 2025 | 2024 | Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Terminal services | $148,833 | $150,987 | $(2,154) | $297,198 | $307,981 | $(10,783) |
| LNG, gas and power | 55,723 | 32,346 | 23,377 | 222,448 | 75,465 | 146,983 |
| Total revenues | 204,556 | 183,333 | 21,223 | 519,646 | 383,446 | 136,200 |
| Operating expenses |  |  |  |  |  |  |
| Cost of LNG, gas and power (exclusive of items below) | 40,427 | 31,173 | 9,254 | 201,186 | 71,052 | 130,134 |
| Operating expenses | 46,023 | 46,579 | (556) | 87,961 | 117,192 | (29,231) |
| Depreciation and amortization | 25,518 | 30,400 | (4,882) | 47,161 | 53,310 | (6,149) |
| Selling, general and administrative | 21,543 | 25,300 | (3,757) | 42,895 | 46,852 | (3,957) |
| Transition and transaction expenses | 27,659 | — | 27,659 | 31,341 | — | 31,341 |
| Total operating expenses | 161,170 | 133,452 | 27,718 | 410,544 | 288,406 | 122,138 |
| Operating income | 43,386 | 49,881 | (6,495) | 109,102 | 95,040 | 14,062 |
| Other income (expense) |  |  |  |  |  |  |
| Interest expense | (20,683) | (12,057) | (8,626) | (31,741) | (24,203) | (7,538) |
| Interest expense – related party | (3,249) | (3,419) | 170 | (6,507) | (6,879) | 372 |
| Earnings from equity method investments | 600 | 592 | 8 | 1,196 | 1,123 | 73 |
| Other income, net | 6,285 | 5,707 | 578 | 12,439 | 10,664 | 1,775 |
| Income before income taxes | 26,339 | 40,704 | (14,365) | 84,489 | 75,745 | 8,744 |
| Provision for income taxes | (5,574) | (7,427) | 1,853 | (11,601) | (14,328) | 2,727 |
| Net income | 20,765 | 33,277 | (12,512) | 72,888 | 61,417 | 11,471 |
| Less net income attributable to non-controlling interests | 16,036 | 26,605 | (10,569) | 56,772 | 48,421 | 8,351 |
| Net income attributable to shareholders | $4,729 | $6,672 | $(1,943) | $16,116 | $12,996 | $3,120 |
| **Additional financial data:** |  |  |  |  |  |  |
| Gross Margin | $92,588 | $75,181 | $17,407 | $183,338 | $141,892 | $41,446 |
| Adjusted Gross Margin | 118,106 | 105,581 | 12,525 | 230,499 | 195,202 | 35,297 |
| Adjusted EBITDA | 107,137 | 88,963 | 18,174 | 207,557 | 164,352 | 43,205 |

### Three and Six Months Ended June 30, 2025 Compared to Three and Six Months Ended June 30, 2024

#### Net income

Net income was $20.8 million for the three months ended June 30, 2025, a decrease of $12.5 million, as compared to $33.3 million for the three months ended June 30, 2024. Net income was lower primarily due to transition and transaction costs incurred as a result of the Acquisition ($27.7 million) and an increase in interest expense due to our new 2030 Notes, net of the paydown of the Term Loan ($9.7 million), partially offset by the addition of Jamaica operating income ($10.4 million), extended commissioning time for our power barge assets in Albania in 2024 ($8.6 million) and a decrease in business development expenses ($3.7 million).

Net income was $72.9 million for the six months ended June 30, 2025, an increase of $11.5 million, as compared to $61.4 million for the six months ended June 30, 2024. Net income was higher primarily due to the drydocking of *Summit LNG* and *Excellence* in the first three months of 2024 ($17.1 million), the addition of Jamaica operating income ($10.4 million), extended commissioning time for our power barge assets in Albania in 2024 ($9.7 million), a decrease in personnel costs in Argentina ($5.7 million), an increase in LNG, gas and power sales opportunities ($3.3 million), a decrease in the provision for income taxes ($2.7 million), as discussed below, and a decrease in foreign exchange losses ($2.0 million), partially offset by transition and transaction costs incurred as a result of the Acquisition ($31.3 million) and an increase in interest expense due to our new 2030 Notes, net of the paydown of the Term Loan ($9.7 million).

#### Gross Margin and Adjusted Gross Margin

Gross Margin was $92.6 million for the three months ended June 30, 2025, an increase of $17.4 million, as compared to $75.2 million for the three months ended June 30, 2024. For the three months ended June 30, 2025, Adjusted Gross Margin was $118.1 million, an increase of $12.5 million, as compared to $105.6 million for the three months ended June 30, 2024. Gross Margin and Adjusted Gross Margin were higher primarily due to the Acquisition ($15.2 million). Gross Margin was also higher due to extended commissioning time for our power barge assets in Albania in 2024 ($8.6 million), partially offset by the addition of depreciation and amortization in Jamaica ($4.6 million).

Gross Margin was $183.3 million for the six months ended June 30, 2025, an increase of $41.4 million, as compared to $141.9 million for the six months ended June 30, 2024. For the six months ended June 30, 2025, Adjusted Gross Margin was $230.5 million, an increase of $35.3 million, as compared to $195.2 million for the six months ended June 30, 2024. Gross Margin and Adjusted Gross Margin were higher primarily due to the drydocking of *Summit LNG* and *Excellence* in the first three months of 2024 ($17.1 million), the Acquisition ($15.2 million), a decrease in personnel costs in Argentina ($5.7 million) and an increase in LNG, gas and power sales opportunities ($3.3 million). Gross Margin was also higher due to extended commissioning time for our power barge assets in Albania in 2024 ($9.7 million), partially offset by the addition of depreciation and amortization in Jamaica ($4.6 million).

#### Adjusted EBITDA

Adjusted EBITDA was $107.1 million for the three months ended June 30, 2025, an increase of $18.1 million, as compared to $89.0 million for the three months ended June 30, 2024. Adjusted EBITDA was higher primarily due to the Acquisition ($15.0 million) and a decrease in business development expenses ($3.7 million).

Adjusted EBITDA was $207.6 million for the six months ended June 30, 2025, an increase of $43.2 million, as compared to $164.4 million for the six months ended June 30, 2024. Adjusted EBITDA was higher primarily due to the drydocking of *Summit LNG* and *Excellence* in the first three months of 2024 ($17.1 million), the Acquisition ($15.0 million), a decrease in personnel costs in Argentina ($5.7 million), an increase in LNG, gas and power sales opportunities ($3.3 million), and a decrease in foreign exchange losses ($2.0 million).

For more information regarding our non-GAAP measures Adjusted Gross Margin and Adjusted EBITDA, and a reconciliation to their most comparable GAAP measures, see “—How We Evaluate Our Operations.”

#### Terminal services

Terminal services revenues were $148.8 million for the three months ended June 30, 2025, a decrease of $2.2 million as compared to $151.0 million for the three months ended June 30, 2024. Terminal services revenues were lower primarily due to lower reimbursable costs.

Terminal services revenues were $297.2 million for the six months ended June 30, 2025, a decrease of $10.8 million as compared to $308.0 million for the six months ended June 30, 2024. Terminal services revenues were lower primarily due lower reimbursable costs and to the recognition of deferred revenue for the drydocking of *Summit LNG* in the first quarter of 2024, which occurs when we drydock either of our two floating regasification terminals accounted for as a sales-type lease.

#### LNG, gas and power revenues

LNG, gas and power revenues were $55.7 million for the three months ended June 30, 2025, an increase of $23.4 million, as compared to $32.3 million for the three months ended June 30, 2024. The increase was primarily due to the Acquisition, partially offset by LNG, gas and power revenues in Asia Pacific the second quarter of 2024.

LNG, gas and power revenues were $222.4 million for the six months ended June 30, 2025, an increase of $146.9 million, as compared to $75.5 million for the six months ended June 30, 2024. The increase was primarily due to increased LNG, gas and power revenues in Asia Pacific and the Atlantic Basin in the first quarter of 2025 and the Acquisition.

#### Cost of LNG, gas and power

Cost of LNG, gas and power was $40.4 million for the three months ended June 30, 2025, an increase of $9.2 million, as compared to $31.2 million for the three months ended June 30, 2025 and 2024. The increase was primarily due to the Acquisition, partially offset by increased LNG, gas and power revenues in Asia Pacific in the second quarter of 2024.

Cost of LNG, gas and power was $201.2 million for the six months ended June 30, 2025, an increase of $130.1 million, as compared to $71.1 million for the six months ended June 30, 2024. The increase was primarily due to increased LNG, gas and power revenues in Asia Pacific and the Atlantic Basin in the first quarter of 2025 and the Acquisition.

#### Operating expenses

Operating expenses were $46.0 million for the three months ended June 30, 2025, a decrease of $0.6 million, as compared to $46.6 million for the three months ended June 30, 2024. Operating expenses were essentially flat.

Operating expenses were $88.0 million for the six months ended June 30, 2025, a decrease of $29.2 million, as compared to $117.2 million for the six months ended June 30, 2024. The decrease in operating expenses was primarily due to drydock costs on *Summit LNG* in the first quarter of 2024 and decreased personnel costs in Argentina.

#### Depreciation and amortization expenses

Depreciation and amortization expenses were $25.5 million for the three months ended June 30, 2025, a decrease of $4.9 million, as compared to $30.4 million for the three months ended June 30, 2024. Depreciation and amortization decreased primarily due to the extended commissioning time on our power barge assets in Albania during 2024, partially offset by the Acquisition.

Depreciation and amortization expenses were $47.2 million for the six months ended June 30, 2025, a decrease of $6.1 million, as compared to $53.3 million for the six months ended June 30, 2024. Depreciation and amortization decreased primarily due to the extended commissioning time on our power barge assets in Albania during 2024, partially offset by the Acquisition.

#### Selling, general and administrative expenses

Selling, general and administrative expenses were $21.5 million for the three months ended June 30, 2025, a decrease of $3.8 million, as compared to $25.3 million for the three months ended June 30, 2025 and 2024. Selling, general and administrative expenses decreased primarily due to lower business development expenses.

Selling, general and administrative expenses were $42.9 million for the six months ended June 30, 2025, a decrease of $4.0 million, as compared to $46.9 million for the six months ended June 30, 2024. Selling, general and administrative expenses decreased primarily due to lower business development expenses.

#### Transition and transaction expenses

Transition and transaction expenses were $27.7 million for the three months ended June 30, 2025. Transition and transaction expenses relate to due diligence, legal, and integration costs for the Acquisition.

Transition and transaction expenses were $31.3 million for the six months ended June 30, 2025. Transition and transaction expenses relate to due diligence, legal, and integration costs for the Acquisition.

#### Interest expense

Interest expense was $20.7 million for the three months ended June 30, 2025, an increase of $8.6 million, as compared to $12.1 million for the three months ended June 30, 2024. The increase was primarily due to our new 2030 Notes (as defined herein), lower balances remaining on our finance leases and long-term debt and decreases in interest rates.

Interest expense was $31.7 million for the six months ended June 30, 2025, an increase of $7.5 million, as compared to $24.2 million for the six months ended June 30, 2024. The increase was primarily due to our new 2030 Notes (as defined herein), partially offset by the pay down of the Term Loan Facility (as defined herein) during the second quarter of 2025, lower balances remaining on our finance leases and long-term debt and decreases in interest rates.

#### Other income, net

Other income, net was $6.3 million for the three months ended June 30, 2025, an increase of $0.6 million, as compared to $5.7 million for the three months ended June 30, 2024. Other income, net, was essentially flat.

Other income, net was $12.4 million for the six months ended June 30, 2025, an increase of $1.7 million, as compared to $10.7 million for the six months ended June 30, 2024. Other income, net increased primarily due to a decrease in foreign exchange losses.

#### Provision for income taxes

The provision for income taxes for the three months ended June 30, 2025 and 2024 was $5.6 million and $7.4 million, respectively. The provision for income taxes for the six months ended June 30, 2025 and 2024 was $11.6 million and $14.3 million, respectively. The decrease was primarily attributable to the year-over-year change in the geographical distribution of income.

The effective tax rate for the three months ended June 30, 2025 and 2024, was 21.2% and 18.2%, respectively. The effective tax rate for the six months ended June 30, 2025 and 2024, was 13.7% and 18.9%, respectively. The decrease was primarily driven by the geographical distribution of income and the varying tax regimes of jurisdictions.

Excelerate is a corporation for U.S. federal and state income tax purposes. EELP is treated as a pass-through entity for U.S. federal income tax purposes and, as such, has generally not been subject to U.S. federal income tax at the entity level.

We have international operations that are also subject to foreign income tax and U.S. corporate subsidiaries subject to U.S. federal tax. Therefore, its effective income tax rate is dependent on many factors, including the geographical distribution of income, a rate benefit attributable to the portion of our earnings not subject to corporate level taxes, and the impact of nondeductible items and foreign exchange impacts as well as varying tax regimes of jurisdictions. In one jurisdiction, our tax rate is significantly less than the applicable statutory rate as a result of a tax holiday that was granted. This tax holiday will expire in 2033 at the same time that our contract with and revenue from our customer ends.

#### Net income attributable to non-controlling interest

Net income attributable to non-controlling interest was $16.0 million for the three months ended June 30, 2025, a decrease of $10.6 million, as compared to $26.6 million for the three months ended June 30, 2024. The decrease in net income attributable to non-controlling interest was primarily due to lower net income attributable to owners of our Class B Common Stock and a decrease in the Class B ownership as a result of the Equity Offering (as defined herein).

Net income attributable to non-controlling interest was $56.8 million for the six months ended June 30, 2025, an increase of $8.4 million, as compared to $48.4 million for the six months ended June 30, 2024. The increase in net income attributable to non-controlling interest was primarily due to higher net income attributable to owners of our Class B Common Stock, partially offset by a decrease in the Class B ownership as a result of the Equity Offering (as defined herein).

### Liquidity and Capital Resources

Based on our cash positions, cash flows from operating activities and borrowing capacity on our debt facilities, we believe we will have sufficient liquidity for the next 12 months for ongoing operations, planned capital expenditures, other investments, debt service obligations, payment of tax distributions and our announced and expected quarterly dividends and distributions, as described in Part II, Item 5 – Our Dividend and Distribution Policy in the 2024 Annual Report. For more information regarding our planned dividend payments, see Note 12 – Equity. As of June 30, 2025, we had $426.0 million in unrestricted cash and cash equivalents.

We have historically funded our business, including meeting our day-to-day operational requirements, repaying our indebtedness and funding capital expenditures, through debt financing, capital contributions and our operating cash flows as discussed below. We expect that our future principal uses of cash will also include additional capital expenditures to fund our growth strategy, pay income taxes and make distributions from EELP to fund income taxes, fund our obligations under the Tax Receivable Agreement (“TRA”), and pay cash dividends and distributions. Any determination to pay dividends to holders of our common stock and distributions to holders of EELP’s Class B interests will be at the discretion of our board of directors and will depend upon many factors, including our financial condition, results of operations, projections, liquidity, earnings, legal requirements, covenant compliance, restrictions in our existing and any future debt and other factors that our board of directors deems relevant. In the future we may enter into arrangements to grow our business or acquire or invest in complementary businesses which could decrease our cash and cash equivalents and increase our cash requirements. As a result of these and other factors, we could use our available capital resources sooner than expected and may be required to seek additional equity or debt.

### Equity Offering

On March 31, 2025, the Company and EELP entered into an underwriting agreement (the “Underwriting Agreement”) relating to an underwritten public offering (the “Equity Offering”) of 6,956,522 shares (the “Shares”) of our Class A common stock, par value $0.001 per share (the “Class A Common Stock”). The offering price of the Shares to the public was $26.50 per share, and the underwriters agreed to purchase the Shares from us pursuant to the Underwriting Agreement at a price of $25.308 per share. Under the terms of the Underwriting Agreement, we granted the underwriters an option, exercisable for 30 days, to purchase up to an additional 1,043,478 shares of Class A Common Stock at the same price per share as the Shares. The Equity Offering closed on April 2, 2025. The underwriters’ option was fully exercised and subsequently closed on May 1, 2025. The net proceeds from the Equity Offering to us from the sale of the Shares, after deducting underwriting discounts and commissions and estimated offering expenses, were approximately $201.8 million.

### Repurchase of Equity Securities

During the year ended December 31, 2024, we repurchased 2,473,787 shares of our outstanding Class A Common Stock at a weighted average price of $20.41 per share, for a total net cost, including commission fees and taxes, of approximately $50.0 million. As indicated under the EELP Limited Partnership Agreement, for each Class A Common Stock we repurchased, EELP, immediately prior to the repurchase, redeemed an equal number of Class A interests held by us, upon the same terms and at the same price, as the shares of our Class A Common Stock were repurchased.

### Cash Flow Statement Highlights

#### Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024

*(In thousands)*

| Net cash provided by (used in): | Six months ended June 30, 2025 | 2024 | Change |
| --- | ---: | ---: | ---: |
| Operating activities | $241,949 | $155,040 | $86,909 |
| Investing activities | (1,125,499) | (38,268) | (1,087,231) |
| Financing activities | 773,048 | (63,082) | 836,130 |
| Effect of exchange rate on cash, cash equivalents, and restricted cash | 88 | (6) | 94 |
| **Net increase (decrease) in cash, cash equivalents, and restricted cash** | **$(110,414)** | **$53,684** | **$(164,098)** |

#### Operating Activities

Cash flows provided by operating activities increased by $86.9 million for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, primarily due to differences in the timing of collections and payments related to gas purchases and sales, collections received after our power barge assets went into service, 2024 drydock expenditures and an increase in our deferred tax liability, partially offset by costs related to the Acquisition.

#### Investing Activities and Capital Expenditures

Cash flows used in investing activities were primarily comprised of capital expenditures made for the purchases of property and equipment, which increased by $1,087.2 million for the six months ended June 30, 2025, as compared to the same period in 2024. The increase was primarily due to the Acquisition and the 2025 milestone payments under the Newbuild Agreement (as defined herein), partially offset by 2024 upgrades on *Excelsior.*

#### Financing Activities

Financing cash flows increased by $836.1 million for the six months ended June 30, 2025, as compared to the six months ended June 30, 2024, primarily due to $800.0 million in borrowings as a result of the Debt Offering (as defined herein), $201.9 million in proceeds from the Equity Offering and $20.3 million paid in 2024 to repurchase Class A Common Stock, partially offset by a $155.5 increase in repayments on long-term debt and finance leases and payments of $19.4 million for debt issuance costs in 2025.

### Capital Expenditures

The following table summarizes our cash outlays for capital projects for the three and six months ended June 30, 2025 and 2024:

*(In thousands)*

*(In thousands)*

| Capital expenditures | For the three months ended June 30, 2025 | 2024 | Change | For the six months ended June 30, 2025 | 2024 | Change |
| --- | ---: | ---: | ---: | ---: | ---: | ---: |
| Growth | $21,161 | $15,208 | $5,953 | $56,646 | $18,602 | $38,044 |
| Maintenance | 13,991 | 18,799 | (4,808) | 26,066 | 37,843 | (11,777) |
| Gross capital expenditures | 35,152 | 34,007 | 1,145 | 82,712 | 56,445 | 26,267 |
| Change in capital project payables and accruals, net | (1,867) | (8,508) | 6,641 | (5,304) | (18,177) | 12,873 |
| Cash outlays for capital projects | $33,285 | $25,499 | $7,786 | $77,408 | $38,268 | $39,140 |

### 39

### Debt Facilities

#### Revolving Credit Facility and Term Loan Facility

On April 18, 2022, EELP entered into a senior secured revolving credit agreement, by and among EELP, as borrower, Excelerate, as parent, the lenders party thereto, the issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent, pursuant to which the lenders and issuing banks thereunder made available a revolving credit facility (the “EE Revolver”), including a letter of credit sub-facility, to EELP. The EE Revolver enabled us to borrow up to $350.0 million over a three-year term originally set to expire in April 2025.

On March 17, 2023, EELP entered into an amended and restated senior secured credit agreement (“Amended Credit Agreement”), by and among EELP, as borrower, Excelerate, as parent, the lenders party thereto, the issuing banks party thereto and Wells Fargo Bank, N.A., as administrative agent. Under the Amended Credit Agreement, EELP obtained a new $250.0 million term loan facility (the “Term Loan Facility” and, together with the EE Revolver, as amended by the Amended Credit Agreement, the “EE Facilities”). The EE Facilities mature in March 2027. In April 2023, we purchased *Sequoia* for $265.0 million using $250.0 million borrowed through our Term Loan Facility together with cash on hand.

Borrowings under the EE Facilities bear interest at a per annum rate equal to the term Secured Overnight Financing Rate (“SOFR”) reference rate for such period plus an applicable margin, which applicable margin is based on EELP’s consolidated total leverage ratio as defined and calculated under the Amended Credit Agreement and can range from 2.75% to 3.50%. The unused portion of the EE Revolver commitment is subject to an unused commitment fee calculated at a rate per annum ranging from 0.375% to 0.50% based on EELP’s consolidated total leverage ratio.

In December 2023, we paid off $55.2 million of the principal outstanding on our Term Loan Facility. We also terminated the same notional value of the interest rate swaps we had previously entered into to hedge the fluctuations in the SOFR rates associated with the variable interest rate on the loan.

Proceeds from the EE Revolver may be used for working capital and other general corporate purposes and up to $382.5 million of the EE Revolver may be used for letters of credit. As of June 30, 2025, we had issued no letters of credit under the EE Revolver. In addition to the EE Revolver, we have access of up to $175 million for letters of credit under a bilateral facility.

As a result of the EE Revolver’s financial ratio covenants and after taking into account the outstanding letters of credit issued under the facility, all of the $500.0 million of undrawn capacity was available for additional borrowings as of June 30, 2025.

On March 26, 2025, EELP entered into an amendment to the Amended Credit Agreement, which provided for, among other things (i) additional covenant baskets to permit the Acquisition and the incurrence of debt in connection therewith, and (ii) replacement of the collateral vessel maintenance coverage covenant with a collateral maintenance coverage covenant, which includes the value of the assets acquired in the Acquisition.

On April 21, 2025, EELP and the Company entered into an amendment (the “Fifth Amendment”) to the Amended Credit Agreement. The Fifth Amendment provides for, among other things, (i) the extension of the maturity of the revolving facility thereunder to March 17, 2029 and (ii) an increase in the aggregate commitments under the revolving facility to $500.0 million. As per the conditions of the Fifth Amendment, the remaining outstanding balance on the existing Term Loan Facility was repaid in full using proceeds from the 2030 Notes (as defined herein). The Company also unwound the remaining interest rate swaps associated with the Term Loan Facility.

As of June 30, 2025, we were in compliance with the covenants under our debt facilities.

#### 2030 Notes

On May 5, 2025, EELP closed on an offering (the “Debt Offering”) of $800 million in aggregate principal amount of 8.000% senior unsecured notes due 2030 (the “2030 Notes”). The 2030 Notes were issued pursuant to an Indenture, dated as of May 5, 2025, by and among EELP, the Guarantors a party thereto and U.S. Bank Trust Company, National Association, as trustee, paying agent and registrar, will mature on May 15, 2030 and were issued at par. Interest on the 2030 Notes is payable semi-annually in arrears on each May 15 and November 15, beginning on November 15, 2025. Excelerate intends to use the net proceeds from the Debt Offering, together with the net proceeds from the Equity Offering and cash on hand to (i) fund the consideration payable by the Company in the Acquisition, (ii) repay the outstanding borrowings under the Term Loan Facility, and (iii) pay related fees and expenses. The 2030 Notes are guaranteed by certain direct and indirect restricted subsidiaries of EELP.

For information about our other debt obligations, see Notes 10 and 11 in the Notes to our Consolidated Financial Statements.

### Other Contractual Obligations

#### Operating Leases

We are the lessee to one floating regasification terminal lease and one vessel lease. Additionally, we have operating leases for offices in various locations under noncancelable leases.1 As of December 31, 2024, we had future minimum lease payments totaling $5.6 million. As of June 30, 2025, we had future minimum lease payments totaling $227.9 million and are committed to $17.6 million in year one, $67.0 million for years two and three, $67.7 million for years four and five and $75.6 million thereafter.

#### Finance Leases

Certain enforceable floating regasification terminal leases and pipeline capacity agreements are classified as finance leases, and the right-of-use assets are included in property and equipment. As of December 31, 2024, we had future minimum lease payments totaling $240.4 million. As of June 30, 2025, we had future minimum lease payments totaling $223.8 million and are committed to $16.6 million in payments in year one, $66.5 million for years two and three, $55.2 million for years four and five and $85.6 million thereafter.

#### Newbuild Agreement

In October 2022, we signed a construction agreement (“the Newbuild Agreement”) with HD Hyundai Heavy Industries for a new floating regasification terminal to be delivered in 2026. We made milestone payments of approximately $50 million, $30 million and $20 million in the fourth quarter of 2024, the first quarter of 2025 and the second quarter of 2025, respectively, leaving approximately $210 million in remaining spend. The final installment is due concurrently with the delivery of the floating regasification terminal, which is expected in 2026.

#### Tax Receivable Agreement

In April 2022, we entered into the TRA with Excelerate Energy Holdings, LLC (“EEH”) and the George Kaiser Family Foundation (the “Foundation” and, together with EEH, the “TRA Beneficiaries”). The TRA will provide for payment by us to the TRA Beneficiaries of 85% of the amount of the net cash tax savings, if any, that we are deemed to realize as a result of our utilization of certain tax benefits resulting from (i) certain increases in the tax basis of assets of EELP and its subsidiaries resulting from exchanges of EELP partnership interests in the future, (ii) certain tax attributes of EELP and subsidiaries of EELP (including the existing tax basis of assets owned by EELP or its subsidiaries and the tax basis of certain assets purchased from the Foundation) that existed as of the time of our Initial Public Offering or may exist at the time when Class B interests of EELP are exchanged for shares of Class A Common Stock, and (iii) certain other tax benefits related to us entering into the TRA, including tax benefits attributable to payments that we make under the TRA.

#### LNG purchase commitments

In February 2023, we executed a 20-year LNG sale and purchase agreement (“SPA”) with Venture Global LNG. Under the agreement, we will purchase 0.7 MTPA of LNG on a free-on-board basis from the Plaquemines Phase 2 LNG facility in Plaquemines Parish, Louisiana. Our purchase commitment will be based on the final settlement price of monthly Henry Hub natural gas futures contracts plus a contractual spread. The start of this commitment, however, is dependent on the second phase of the LNG facility becoming operational, which is not expected in the next 12 months.

In January 2024, we executed a 15-year SPA with QatarEnergy. Under the agreement, we have agreed to purchase LNG from QatarEnergy beginning in 2026. QatarEnergy will deliver 0.85 MTPA of LNG in 2026 and 2027 and 1.0 MTPA from 2028 to 2040. Our purchase commitment will be based on a three-month average of Brent Crude prices for the months immediately preceding each delivery, multiplied by a fixed percentage. These LNG volumes are intended to be used to supply sales under the SPA we have with Petrobangla.

In the third quarter of 2024, we signed a medium-term agreement for LNG purchases in one of the Atlantic Basin regions in which we do business. Over the term of this agreement, we will purchase approximately 0.65 million tonnes of LNG, the pricing of which will be based on TTF. The first purchase under this agreement was made during the fourth quarter of 2024.

In May 2025, as part of the Acquisition, we assumed an LNG SPA. Under the agreement, we will purchase approximately 0.32 million tonnes of LNG for the remainder of 2025 and approximately 0.55 MTPA throughout the remainder of the agreement, which ends in January 2030. Our purchase commitment is based on the final settlement price of monthly Henry Hub natural gas futures contracts plus a contractual spread and adjusted for inflation. These LNG volumes are expected to be used to supply customers in Jamaica.

The following table presents our future contractual obligations as of June 30, 2025 (in thousands):

|  | Next Twelve Months | Beyond |
| --- | ---: | ---: |
| LNG purchase and capacity obligations | $487,492 | $12,310,358 |
| Long-term debt obligations | 33,128 | 1,096,452 |
| Lease obligations | 67,666 | 384,069 |
| Other purchase obligations | 284,285 | 725 |
| Total commitments | $872,571 | $13,791,604 |

### Critical Accounting Policies and Estimates

The preparation of our consolidated financial statements in conformity with GAAP requires significant judgments from management in estimating matters for financial reporting that are inherently uncertain. For additional information about our accounting policies and estimates, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in the 2024 Annual Report and the notes to the audited financial statements included therein.

There have been no material changes to our critical accounting policies and estimates as compared to the critical accounting policies and estimates described in the 2024 Annual Report.

### Recent Accounting Pronouncements

Refer to Note 2 – Summary of significant accounting policies, to the notes to Consolidated Financial Statements included in Part I, Item 1 of this Form 10-Q for information regarding recently issued accounting pronouncements.

## Market risk

As filed, 2,500 characters.

In our normal course of business, we are exposed to certain market risks, including changes in interest rates, natural gas and LNG commodity prices and foreign currency exchange rates. In order to manage these risks, we may utilize derivative instruments. Gains or losses on those derivative instruments would typically be offset by corresponding gains or losses on the hedged item.

### Interest Rate Risk

We have entered into long-term interest rate swap agreements in order to hedge a portion of our exposure to changes in interest rates associated with our external bank loans. We are exposed to changes in interest rates on our other debt facilities as well as the portion of our external bank loans that remain unhedged. We may enter into additional derivative instruments to manage our exposure to interest rates.

As of June 30, 2025 and December 31, 2024, the fair value of our interest rate swaps was $1.2 million and $2.3 million, respectively. Based on our hedged notional amount as of June 30, 2025, a hypothetical 100 basis point increase or decrease in the three-month and six-month SOFR forward curves would change the estimated fair value of our existing interest rate swaps by $1.1 million.

### Commodity Price Risk

In the course of our operations, we are exposed to commodity price risk, primarily through our purchases of or commitments to purchase LNG. To reduce our exposure, we may enter into derivative instruments to offset some or all of the associated price risk. As of June 30, 2025 and 2024, we had no financial commodity derivative instruments.

### Foreign Currency Exchange Risk

Our reporting currency is the U.S. dollar. We have one foreign subsidiary that utilizes the euro as its functional currency. Gains or losses due to transactions in foreign currencies are included in other income (expense), net in our consolidated statements of income. Due to a portion of our expenses being incurred in currencies other than the U.S. dollar, our expenses may, from time to time, increase relative to our revenues as a result of fluctuations in exchange rates, particularly between the U.S. dollar and the euro, Argentine peso, Brazilian real and the Bangladesh taka. As of June 30, 2025, the fair value of financial derivatives used to hedge some of our currency exposure was immaterial. For the six months ended June 30, 2025 and 2024, we recorded $(0.5) million and $(2.6) million, respectively, in foreign currency gains/(losses) in our consolidated statements of income.

## Controls and procedures

As filed, 1,393 characters.

### Evaluation of Disclosure Controls and Procedures

The Company’s disclosure controls and procedures are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

As required by Rules 13a-15 and 15d-15 under the Exchange Act, management, including our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2025. Based on their evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were effective as of June 30, 2025.

### Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting during the three months ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 207 characters.

There have been no material changes from the risk factors previously disclosed in “Risk Factors” included in the 2024 Annual Report and the Company’s Form 10-Q for the quarterly period ended March, 31, 2025.

Filed Aug 11, 2025.
Source: SEC EDGAR, the filing index for accession 0000950170-25-106284. Last ingested by Listed: Nov 5, 2026, 20:26 ET. No prices; not investment advice.
