Ameresco {Q1} {2026} Earnings Call - Transformative Neogenyx JV Unlocks $1.8B Biofuels Value While Core Business Posts 14% Revenue Growth

Craig Shere, Analyst, Roth Capital Partners4: Thank you. I would now like to turn the call over to Leila Dillon, Chief Marketing Officer. Please go ahead.

Leila Dillon, Chief Marketing Officer, Ameresco: Thank you. Good afternoon, everyone. We appreciate you joining us for today’s call. Our speakers on the call today will be George Sakellaris, Ameresco’s Chairman and Chief Executive Officer, Mike Bakas, who will become the CEO of Neogenyx Fuels, Nicole Bulgarino and Lou Maltezos, newly appointed Co-Presidents of Ameresco, and Mark Chiplock, Chief Financial Officer. In addition, Josh Baribeau, our Chief Investment Officer, will also be available during Q&A to help answer questions. Before I turn the call over to George, I would like to make a brief statement regarding forward-looking remarks. Today’s earnings materials contain forward-looking statements, including statements regarding our expectations. All forward-looking statements are subject to risks and uncertainties. In particular, some of the commentary is predicated on the expected closing of the Neogenyx Fuels transaction.

Please refer to today’s earnings materials, the safe harbor language on slide 2 of our supplemental information, and our SEC filings for a discussion of the major risk factors that could cause our actual results to differ from those in our forward-looking statements. We use several non-GAAP measures when presenting our financial results. We have included the reconciliations of these measures and additional information in our supplemental slides that were posted to our website. Please note that all comparisons that we will be discussing today are on a a year-over-year basis, unless otherwise noted. I will now turn the call over to George. George?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you, Leila, and good afternoon, everyone. I am pleased to report that we had a solid start to the year, with the Ameresco team delivering 14% revenue growth, despite experiencing adverse weather conditions affecting several of our RNG facilities. New business also remained quite strong, with 20% growth in awarded backlog against a backdrop of significant activity, especially with the federal government. We also announced several important corporate actions which we have taken to better position ourselves for substantial future growth opportunities while also maximizing shareholder value. Today, after the market close, we announced the signing of a transformational agreement with HASI for a $400 million strategic investment in our biofuels business. This agreement will create a newly formed joint venture named Neogenyx Fuels. Ameresco has been a leader in the biofuels industry for the last 25 years.

When completed, this transaction will enable us to monetize a portion of the $1.8 billion enterprise value that we have created in our biogas business. Of the $400 million commitment from HASI, $300 million will be directly invested in Neogenyx Fuels to drive business growth, and $100 million will be direct compensation to Ameresco for the existing business, which will be used for strategic opportunities, working capital, and deleveraging throughout the year. I would like to turn the call over to Mike Bakas, a member of my management team for nearly 30 years and who will become Chief Executive Officer of Neogenyx Fuels, to comment on this exciting transaction. Mike?

Craig Shere, Analyst, Roth Capital Partners1: Thank you, George. Good afternoon, everyone. First and foremost, I very much appreciate the confidence and trust that George and HASI leadership have bestowed on me to take the helm of what we see as a transformative business. As many of you are aware, I have been leading Ameresco’s biogas business since the founding of the company, helping to create one of the country’s largest greenfield developers of biogas projects. We are thrilled to be taking the next step in this evolution, along with our long-term partner, HASI, with the creation of Neogenyx Fuels, which will be 70% owned by Ameresco and 30% by HASI. As part of the transaction, Ameresco will contribute its operating biogas assets, along with one of the most robust development pipelines in the industry. The organization will be staffed by Ameresco’s seasoned team of biogas veterans.

Both Ameresco and HASI recognize the tremendous opportunities to deliver resilient energy and biofuel solutions while building the foundation for renewable molecules and next-generation drop-in fuels of the future. This transaction represents a combination of Ameresco’s proven history and expertise in successful biogas development with HASI’s deep sector financial knowledge and scalable capital platform. We see this partnership as positioning Neogenyx to become a global industry leader in the next generation of fuels as our addressable market continues to expand. As noted, we have a signed agreement and expect a timely close to the transaction. George, I’ll turn the call back to you.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you, Mike. We are very excited about this transaction, which I believe not only recognizes the tremendous tangible value of our energy assets, but also positions Ameresco to better drive long-term profitable growth. Also during the quarter, we strengthened our corporate structure to position us to fully execute on our great growth opportunities. We recently promoted proven leaders, Nicole Bulgarino and Louis Maltezos, to Co-Presidents of Ameresco, and Peter Christakis to Chief Operating Officer. Lou and Nicole both came to Ameresco 22 years ago with our successful Exelon Solutions acquisition. As Co-Presidents, Nicole and Lou will work closely with me on Ameresco’s continued growth strategy, while at the same time maintaining clear and distinct areas of operational focus. The easiest way to understand the operational alignment is to look at our current project business, which is split evenly between energy infrastructure and building efficiency.

Nicole is responsible for the energy infrastructure half of the business while continuing to guide the company’s Federal Solutions Business. Lou focuses on the building efficiency side, overseeing the core non-federal projects. Now I will ask each of them to comment on some of the market dynamics in their respective areas. Nicole?

Craig Shere, Analyst, Roth Capital Partners2: Thank you, George, and good afternoon, everyone. Ameresco’s federal business continues to be a core strength of the company. We see strong demand across our traditional federal programs, including energy efficiency, infrastructure modernization with long-term ESPC and design build work. Ameresco’s military and civilian federal government customers remain focused on upgrading buildings, improving reliability, reducing life cycle cost, and hardening critical facilities. I am pleased to note a nice uptick in federal government proposal activity over the last year. Ameresco’s long-standing relationships, technical expertise, and proven execution track record position us well to continue delivering strong re-results in this important market. In parallel, we are seeing great demand for our energy infrastructure solutions. We have built a strong pipeline of large and complex projects, including transformational data center opportunities.

This activity is being driven by growing demand for on-site reliable power solutions where access to utility power is constrained or delayed. We are approaching this market with discipline, focusing on larger experienced developers and projects where Ameresco’s behind-the-meter capabilities can provide clear value. While still disciplined in that, in what we advance, we are encouraged by the quality and the scope of opportunities we are pursuing and how they are progressing. I will now turn the call over to Lou.

Lou Maltezos, Co-President, Ameresco: Thank you, Nicole. It’s been a very exciting time for our project business with our long history and expertise in providing building efficiency solutions. For many of our customers, energy represents one of their single largest operating expenditures. More and more, our customers are experiencing spiking electricity prices, leading to heightened interest in energy efficiency solutions. In addition to these challenges, many customers have older, often outdated buildings with limited capital budgets to pursue new construction. Upgrading their existing facility is not only the best economic option, but it’s often their only option. The cost savings generated from our energy efficiency upgrades can then be reinvested in a laundry list of facility improvements, all done by Ameresco. As electricity prices rise, energy efficiency investments drive much faster returns, allowing our customers to tackle more and more improvement. This enables Ameresco to execute larger, more comprehensive projects.

As one of the largest energy services companies in North America, Ameresco should be a main beneficiary of increasing energy costs for years to come. I’ll now turn the call back over to George for a few brief comments before Mark covers our financials.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you, Lou. Before we turn to the financials, I want to step back and connect the themes you have heard over the last few minutes. We see the creation of Neogenyx Fuels with HASI as a clear validation of the scale and value we have created in our biofuels platform, while also bringing in a strong long-term partner in incremental capital to accelerate the next phase of growth. At the same time, the leadership updates we announced reflect the depth of our bench and our focus on continuity and execution as we scale, positioning Mike to lead Neogenyx Fuels and elevating Nicole and Lou as co-presidents to sharpen execution across our energy infrastructure and building efficiencies of business.

Together, we see these actions as strengthening our operating model, enhancing our ability to deploy capital and talent where returns are most attractive, and keeping Ameresco firmly on the same strategic path, delivering durable growth while creating long-term shareholder value. With that, I will turn it over to Mark to walk through the quarter’s financial results and guidance reflecting the Neogenyx Fuels transaction. Mark?

Craig Shere, Analyst, Roth Capital Partners0: Thank you, George. We had a solid start to the year with total revenue of $401 million, up 14% year-over-year, reflecting broad-based growth across our core businesses and led by continued strength in projects in O&M. Project revenue increased 16% to $291 million, driven by solid execution across Federal and key geographies, as well as continued demand for both building efficiency and energy infrastructure solutions. Importantly, business development activity remained very strong. Awarded project backlog grew 20% to $2.8 billion, with over half a billion dollars of new awards during the quarter, bringing our total project backlog to $5.3 billion. We continue to see a healthy pipeline of opportunities and strong proposal activity, particularly in the Federal market.

Energy asset revenue grew 7% to $61 million, supported by the continued expansion of our operating portfolio. We did see some weather-related impacts at certain RNG facilities during the quarter, but the underlying performance of the portfolio remains strong. Our operating energy asset base now stands at 838 megawatts, with 568 megawatts in development and construction, positioning us well for continued long-term growth. As we continue to scale this platform, we’re increasingly focused on both the operational performance and the capital efficiency of our asset strategy. In line with that strategy, and as George highlighted, we entered into an agreement to sell a 30% equity interest in our biofuels business.

Of the $400 million commitment from HASI, $300 million will be directly invested in Neogenyx Fuels to drive business growth, and $100 million will be direct compensation to Ameresco for the existing business, which will be used for strategic opportunities, working capital, and deleveraging throughout the year. This transaction implies a post-money enterprise value of approximately $1.8 billion and recognizes the tremendous value embedded within our energy asset portfolio. In addition, it will allow us to retain control of the platform and bring in a trusted partner to help fund future growth, which will allow us to continue scaling the business in a capital-efficient manner. Turning back to the financials, O&M had another strong quarter, with revenue up 22%, driven by the continued additions of new long-term contracts.

Our long-term O&M backlog now exceeds $1.5 billion, reinforcing the visibility and durability of this revenue stream. Gross margin of 14.1% reflects project mix along with the impact from adverse weather conditions at certain RNG sites. We continued to make targeted investments in people, project development, and execution capabilities to support future growth. These investments drove operating expenses to $46 million during the quarter. Net interest and other expenses were slightly higher than expected, driven primarily by $1.8 million of non-cash mark-to-market impact and approximately $1 million in foreign exchange losses. Net loss attributable to common shareholders was $18.3 million, with a GAAP EPS loss of $0.35 per diluted share and non-GAAP loss per share of $0.33. Adjusted EBITDA of $40.5 million was in line with the company’s expectations.

Turning to our balance sheet, we ended the quarter with $104 million of unrestricted cash. Total corporate debt was $417 million, reflecting our investment in working capital to support continued growth across both our project and energy asset businesses. In the quarter, our senior secured lenders reaffirmed their confidence and commitment to Ameresco by increasing our term loan by $45 million. Our corporate leverage was 3.2 times, which remains below our 3.5 times covenant. Our cash generation remained solid this quarter, with adjusted cash flows from operations of approximately $62 million. On a longer-term basis, our 8-quarter rolling average adjusted cash from operations was approximately $57 million. Now turning to guidance. Given our solid start to the year and strong visibility, we would have been reaffirming our 2026 guidance.

In anticipation of the closing of the Neogenyx Fuels transaction, we are updating our full year guidance to reflect the expected impact on our reported results. Given the structure of the transaction, we plan to consolidate Neogenyx Fuels and therefore our revenue guidance remains unchanged. 30% of adjusted EBITDA and net income from the biofuels business will be attributable to HASI and reflected as non-controlling interest. Consistent with this, our operating assets and assets and development metrics will reflect our 70% ownership in the JV. On the balance sheet, we plan to consolidate 100% of Neogenyx Fuels assets and liabilities, including all related project-level debt. HASI’s 30% ownership will be reflected as a non-controlling interest within shareholders’ equity, representing their share of the JV’s net assets.

We continue to anticipate placing approximately 100 to 120 megawatts of total energy assets in service, including 2 RNG plants. Expected CapEx is $300 million-$350 million, the majority of which is expected to be funded with a combination of energy asset debt, HASI’s investment, tax equity, and tax credit sales. The revenue cadence for the remainder of the year is expected to follow our historical seasonal pattern, with results weighted towards the second half. We expect the second half to contribute approximately 60% of total 2026 revenue, consistent with recent year performance. Finally, for the second quarter, with the expectation that the Neogenyx Fuels transaction will close in the quarter, we expect adjusted EBITDA of $58 million-$62 million and non-GAAP EPS of $0.18-$0.23.

Now I’d like to turn the call back to George for closing comments.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you, Mark. As you have heard today, we are not only off to a solid start in 2026, but we are also taking the decisive steps to position the company to thrive long term and build shareholder value. We look forward to seeing many of you at upcoming meetings and conferences. In closing, I would like to once again thank our employees, customers, and stockholders for their continued support. Operator, we would like to open the call to questions now.

Craig Shere, Analyst, Roth Capital Partners4: We start the question and answer session. In order to ask a question, press star followed by one on your telephone keypad. Please limit yourself to one question and one follow-up question. Your first question comes from the line of Craig Shere from Roth Capital Partners. Your line is live.

Craig Shere, Analyst, Roth Capital Partners: Good evening, George. Congratulations on another, you know, really foundational move for the company with this, the investment in Neogenyx here. You know, we’ve advocated for this for years, and it’s really just a fantastic thing that I think will generate a lot of value for your company. Congratulations.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you. Thank you, Greg.

Craig Shere, Analyst, Roth Capital Partners: As we look at the value of Neogenyx, you know, a lot of people know that Mike has been, you know, incredibly loyal to your company, having built your asset portfolio, you know, from his early days at, I guess, at DukeSolutions, right? You know, it seems that the multiple that you’re using for the enterprise value might be kind of at the low end of the range versus what some of the other public competitors are trading at.

You know, if you were to, you know, use a public mark for the valuation of this business, you know, what are the features of this business that you would point people to that would have you compare this to some of your peers that seem to trade at a better than 15x multiple?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Well, we went out, we spent over a year in evaluating the company and looking, getting various proposals and so on. We think we got a very fair valuation for the company. The fact that we only selling only 30% is because with the additional investment that we will make in the company, the $300 million coming into it, we will accelerate development. We have almost 10 projects under development right now. It will help us accelerate the development. At the end of the day, we will substantially increase the value and become much more significant. Josh did lots of the analysis, and I think you might wanna add some color to that.

Josh Baribeau, Chief Investment Officer, Ameresco: Sure. Yeah. One of the reasons we did this transaction and of course, got a board approval and we had a lot of brainpower behind the advisors we used, is because this actually we believe this is in line, if not above market multiples. We’re at over 20 times post money valuation on the $1.8 billion. Again, I think that’s we believe that’s significantly greater than Ameresco was trading prior to this, as well as what a lot of the prior transactions in the market, either public comps or transaction multiples in the past 3, 4 years in the space have been. We’re very comfortable that we created a lot of value here and unlocked a lot of value.

Craig Shere, Analyst, Roth Capital Partners: No, congratulations on that.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you, Craig Shere.

Craig Shere, Analyst, Roth Capital Partners: The next question is also not really about the quarter. For the last many years, how long it’s been, I guess 10, 15 years, investors have had a hard time separating out the debt related with your ESPC receivables financing. You know, there’s been constant debate about, you know, do we take it out? Do we leave it in? We’ve been squarely in the camp that you take it out because it’s non-recourse debt. It’s debt where the federal government is the agency of recourse there, and you’ve never had a project not accepted by the federal government. You know, you handled one of the biggest issues today with Neogenyx that I think will drive value for the company over the long run.

This is another key thing that, you know, I know that you’ve been bringing some creative ideas to over the last many years. Is it possible that we see this other point of sort of structural, you know, confusion in the market? You know, is it possible that we see, you know, similar changes that might allow a cleaner valuation on Ameresco versus its peers so people can see, you know, how clearly your company is undervalued?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah. Go back and convince the SEC to change the way we were doing it before. You know, and you got a good point, Greg. No question about it. You know, it’s non-recourse debt, and it shouldn’t show up as people combine it, and they indicate that the company will be over-leveraged, where indeed it’s not. Mark, you might wanna add more color to that.

Craig Shere, Analyst, Roth Capital Partners0: Yeah. We won’t geek out on any accounting or GAAP accounting, but I mean, this is the federal ESPC. I mean, it’s a contract structure I think that the federal government likes to use. Certainly, Nicole can speak more to that. Yeah, I think, you know, we’re constrained a little bit, and I think some of the complexity is just really how we need to report this not only on the balance sheet, but coming through the cash flows.

Craig Shere, Analyst, Roth Capital Partners: Yeah, we don’t consider this to be debt. So we don’t include it in our, in our reported debt, in our, you know, metrics. You know, I don’t, you know, I guess you’ll be able to tell us if, you know, we see that changing of the contract structure.

I can’t see any.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: You know, it might not be a bad idea to start, think about it and see if maybe we can do something.

Craig Shere, Analyst, Roth Capital Partners: Yeah. Excellent. Excellent.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: We have become large enough. I’m sort of-

Craig Shere, Analyst, Roth Capital Partners: Yeah. Sorry, George. If I could squeeze in one last question. Your EBITDA, you know, $1 million ahead of consensus, you know, $2 million ahead of us in this quarter. You know, you mentioned some weather headwinds that impacted things a little bit in the first quarter. Clearly the federal business is not facing some of the potential issues from the shutdown. Everything’s tracking in line. Were there any particular close outs or big wins or big pieces of book and burn business that maybe contributed to the strength in the quarter? Or is this just indicative of a strong start to the year?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: It was a strong start for the year. Probably, I would say $20 million-$30 million of next quarter revenue that were pulled into this quarter. The weather, though, did have a major impact. We had a freeze up on three of our RNG plants. That was for at least a couple of weeks, Mike?

Craig Shere, Analyst, Roth Capital Partners1: More.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: More. We would have an excellent quarter if that hadn’t happened. Of course, the snow cover. We had more snow this season than we did the last couple of seasons, and that didn’t help some of the solar farms that we had. Even on the construction side, some of the solar farms we couldn’t get in. We had to demobilize, remobilize. Not one time pickup.

Craig Shere, Analyst, Roth Capital Partners: Right. I think it was purely mix.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah

Craig Shere, Analyst, Roth Capital Partners: in a way helped to offset some of the winter impacts.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: That’s right.

Craig Shere, Analyst, Roth Capital Partners: Nothing unusual or one time from a close out perspective.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah.

Craig Shere, Analyst, Roth Capital Partners: Great. Well, thanks for taking my questions, and congratulations on, you know, these big changes.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you.

Craig Shere, Analyst, Roth Capital Partners: Thank you.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: That’s great.

Craig Shere, Analyst, Roth Capital Partners4: The next question comes from the line of George Gianarikas from Canaccord Genuity. Your line is live.

George Gianarikas, Analyst, Canaccord Genuity: Hi, everyone. Good afternoon, and thank you for taking my questions. again, maybe to focus on Neogenyx, what are the plans that you have in place to accelerate growth? Are there any additional plans to maybe go public with this asset as well? Thank you.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah. You know, we always look at the opportunities to maximize value, and then if Craig Shere is right, we grow it, get it to a large enough size, and then we will look at the opportunity, no question about it. As far the money that we will invest, the $300 million, no question about it, we will accelerate the growth. Right now, we’re building a couple of plants a year. I think it will take us probably a couple of years at least to get to about four plants a year, and maybe we could do a little bit better than that as we go down the road. As you know, to permit some of these plants, it takes a couple of years.

You’re not gonna see anything till late 2028 and beyond. The plan is to accelerate the growth, double it up. Mike might want to add some more color, some other opportunities that we are looking at that will help us accelerate the growth.

Craig Shere, Analyst, Roth Capital Partners1: Yeah. George, thanks for just hear from me again. Look, there’s a tremendous amount of opportunity, I think, in our space to see some consolidation. There’s a fair bit of, I think, platform scale that Mike through M&A help us grow the business in addition to our organic growth. As you know, to date, our portfolio has been 100% greenfield. We haven’t acquired anything yet. I also think that the market has really started to transition to a more of a global opportunity. I think the capital allow us to expand our resources to potentially export some of our product that we produce today.

George Gianarikas, Analyst, Canaccord Genuity: Thank you. Maybe as a follow-up on the cash. You’re expecting $100 million of cash from the transaction internally to Ameresco. If I may bring this up, at some point, you’re gonna get, if our math is correct, about another $100 million from the ESPC deal.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah

George Gianarikas, Analyst, Canaccord Genuity: ... you will be, I would argue, at a corporate level at least, relatively under-levered. You know, what are your plans for that?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah

George Gianarikas, Analyst, Canaccord Genuity: About $200 million of cash infusion?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: I can start. Look, we want our business plans to have sufficient cash in order to be able to accelerate the growth of this company. You know, we’ve been growing in the high single digits, and we want to add a few percentage points to that to get over the 10 threshold that we have established as a goal internally. As we know, you know, we’ve added a substantial amount of resources in expanding our what I call the large energy infrastructure project, like data centers and so on and so forth. That’s why the OpEx it picked up for the first quarter. Because so many of these people, they charge into OpEx now rather than capitalizing the cost. Of course, we have Europe.

We have quite a few opportunities that we can expand our market and our reach. Of course, if there are some strategic acquisitions, we will always be looking at them. Of course, rather than hiring one person at a time, once you buy a particular company, especially if they have the human resources that we will need, it will help us accelerate the business.

Go ahead, Keith.

Craig Shere, Analyst, Roth Capital Partners0: I wouldn’t add too much. Like George said, I think we’ll take a balanced approach towards as we look at this. I mean, this is gonna be a great place for us to be when you start talking about that cash and the flexibility that it will give us. Certainly we’ll focus on supporting working capital, but we’ll selectively de-lever throughout the year. We’re gonna wanna give ourselves plenty of dry powder to stay flexible for opportunities. This is gonna be a good place for us to be. We’re looking forward to all of this coming in.

George Gianarikas, Analyst, Canaccord Genuity: Thanks.

Craig Shere, Analyst, Roth Capital Partners4: Your next question comes from the line of Dushyant Alani from Jefferies. Your line is live.

Dushyant Alani, Analyst, Jefferies: Hi, team. Thanks for taking my question. Maybe just to follow up on the prior comment there, maybe could you share the timeline that would, you know, it would take for you guys to kind of cross over that 10%, you know, hurdle threshold that you’ve set for top line? Then maybe specifically, I know you touched on some of the key drivers, but what would be more imminent, if you had to, you know, kind of discuss that?

Craig Shere, Analyst, Roth Capital Partners0: Yeah. Maybe just some clarity on the question. You’re talking about the top line 10% growth?

Dushyant Alani, Analyst, Jefferies: Yeah. Yeah.

Craig Shere, Analyst, Roth Capital Partners0: Yeah. Yeah. I mean, I think that’s just gonna come down to execution. I mean, we feel really comfortable in the plan we’ve put in place for the year and the visibility we have coming out of our backlog, especially with the projects business. Yeah, I mean, I think that’s why, you know, we, like we said in our remarks, we would have reaffirmed guidance. Revenue doesn’t change in any of this with the transactions. I think, you know, our plan this year probably puts us right around that 10% growth year, and we feel pretty confident about that.

Dushyant Alani, Analyst, Jefferies: Got it. Maybe just another question on, I know you guys talked about tax equity earlier in your comments. Have you guys seen any slowdown in tax equity in terms of like if there have been any FEOC concerns around tax equity that have been impacting y’all’s projects? I know that we have heard, you know, some comments around FEOC for tax equity, but I don’t know if that’s been maybe impacting you guys or not.

Josh Baribeau, Chief Investment Officer, Ameresco: This is Josh. The compliance around FEOC has been more of the concern, more so than a pullback in availability. We’re probably not large enough to source those mega tax equity funds or syndications that some of the those sort of tier 1 utility scale developers are that we’ve also been hearing have been pulling back. I think you know we use a mix of transferability, which we’re tapping into bank markets as well as corporate. And we use kind of smaller regional banks as well as large life cos. We have a pretty diversified pool of tax investors or tax equity.

So far, given the strength of our pipeline, our reputation, and probably even the fact that our appetite isn’t huge, we have not seen any meaningful pullback because of that.

Dushyant Alani, Analyst, Jefferies: Got it. Thank you.

Craig Shere, Analyst, Roth Capital Partners4: Your next question comes from the line of Ben Kallo from Baird. Your line is live. Ben, your line is live.

Ben Kallo, Analyst, Baird: Hi. Hey, sorry about that, guys. A couple quick ones for me. Congrats on the JV. Just first, if pricing is impacted, could you just maybe talk to it just from the amount of natural gas I think that’s being demanded, you know, to power data centers? Maybe it’s a completely different market, but maybe talk to that, and then I have a follow-up.

Craig Shere, Analyst, Roth Capital Partners1: Is there a question, Peter? Repeat it.

Josh Baribeau, Chief Investment Officer, Ameresco: Well, Ben, this is Josh. Let me see if I can reiterate the question. You’re wondering if the price of natural gas impacts the end market for renewable natural gas based on either data center demand or.

Ben Kallo, Analyst, Baird: Yeah. Well, or if data, the data center, you know, will demand any RNG or if that changes the market at all.

Craig Shere, Analyst, Roth Capital Partners1: I mean, I will say, if you’re tracking some of the stats, I think there was a whole host of projects, I think almost 200 data center projects that have been in jeopardy because of community groups. A lot of data centers are looking to green their power supply to get through the concerns of some of the local community groups. We have seen an uptick in interest in fuel. And I think part of it is it’s a base load security supply. The RNG, it’s all local. That adds a lot of interest versus intermittent resources.

Ben Kallo, Analyst, Baird: Okay. A follow on just on data centers. You guys talked about being targeted and selective. Maybe could you just talk more about where you would play in data centers? Also, if you could just mention, you know, any kind of more work you’re doing with military bases as well and data centers related to the U.S. government. Thank you.

Craig Shere, Analyst, Roth Capital Partners2: Yeah. This is Nicole. To answer your second question first, I mean, we’re continuing our strategy of working on military land because we feel like it’s a great position for data centers to be located on. It has less land permitting requirements that commercial properties do. It’s also on secure, usually, you know, away from communities and on secure military bases, which is another plus in the field. Certainly, the ultimate tenant there serves nicely for the government IT. That’s at top of our strategy. Also, we’ve been working with a lot of commercial developers who do, you know, need to bring power land solutions to the market, and we’re seeing that.

You know, across, you know, lots of states right now because of the constraints from the grid. That’s our specialty is doing these behind the meter microgrid eventually to connect to the grid, future solutions as well.

Ben Kallo, Analyst, Baird: Great. Thank you, guys.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Uh-

Yes, sir.

Craig Shere, Analyst, Roth Capital Partners4: The next question comes from the line of Eric Stine from Craig-Hallum. Your line is live.

Eric Stine, Analyst, Craig-Hallum: Hi, everyone.

Craig Shere, Analyst, Roth Capital Partners2: Hello, Eric.

Eric Stine, Analyst, Craig-Hallum: Hey. I know it’d be in a different form, but, you know, any thoughts about, you know, something like the joint venture that you’re forming for RNG, in doing that in the data center space? I know that your first award, I believe you’re, you know, counting 10% or so of the megawatts in your backlog with the expectation that you would have a partner in some way. Just curious, I mean, is there a, is there a path to having, you know, rather than each project, maybe a separate?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah

Eric Stine, Analyst, Craig-Hallum: ... partnership where you can accelerate that?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah, definitely, Eric. We are looking into it. We are talking to several people. We don’t have anything concrete to announce yet. When we are ready, we will do it. The data centers, as you know, they require a substantial amount of capital, even on the development stage. It will be good to have somebody with deep pockets that will help us accelerate the development of those data centers.

Eric Stine, Analyst, Craig-Hallum: Yep. Yep. Okay.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: The larger infrastructure projects that we are developing and we are building. You know, like we’re doing the hydro plant up in Alaska, the wind farm up there, and so on. That infrastructure business, we’re getting pretty good traction into it in addition to the data centers. It’s a good question, and we are looking into it.

Eric Stine, Analyst, Craig-Hallum: Okay. I’ll definitely stay tuned. I guess maybe my follow-up, you know, just curious, you touched on this a little bit last quarter, but you know, after your the award that you made back in, I believe it was September, you know, I come and get the question, you know, "When’s the next order?" I know these projects take time. I know often that these are, you know, greenfield situations where you need to wait for the data center to even be built out before you start your work. Could you maybe just touch on, you know, kind of the typical project you’re going after and why maybe that timeline’s a little longer than other parts of your business?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah. Nicole?

Craig Shere, Analyst, Roth Capital Partners2: Yeah. I mean, I think you’ve already kind of highlighted it, very well. I mean, these are complex projects, and it’s not just the power side, but it’s also the data center side itself and getting the right specs for the tenants that they’re serving, and then matching that with the power, you know, the power that we can put there, matching that with the permitting, the air permitting that’s required, the gas supply, the future interconnection. There’s a lot of complexities there. Our, you know, our pipe-pipeline consists of a lot of projects that are in various stages. Some very far in development that we’ve been brought into for the power specifically, others that we’re developing together on the land side to bring solution there.

You know, again, when you’re talking with the large amount of capital required that George mentioned, I mean, these are complex projects and just require a lot more. I mean, it’s like our normal assets require a lot of development in there. Again, having a diverse pipeline, you know, will help us hedge against when these start coming online.

Eric Stine, Analyst, Craig-Hallum: Got it. That is very helpful. Thank you.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thanks, Eric.

Craig Shere, Analyst, Roth Capital Partners2: Thanks, Eric.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you.

Craig Shere, Analyst, Roth Capital Partners4: Next question comes from the line of Manish Somaiya from Cantor. Your line is live.

Manish Somaiya, Analyst, Cantor: Thank you. Thank you for taking my question. Mark, you mentioned 60% of the earnings out in the second half. Maybe if you can just talk about the biggest execution milestones embedded in the second half outlook.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: I don’t know. I mean, that I point to the biggest, we, you know, we have great visibility coming out of contracted backlog, which, you know, just becomes our ability to execute conversion of that. There’s a portion of that coming out of our awarded backlog that, you know, again, will require us to, you know, to convert that to sales, get to a contract, and then start executing on that revenue. Again, I, you know, we drive that forward-looking view based on, you know, the best visibility we have coming out of the backlog. We feel pretty confident, not only based on the mix of what’s coming out of the backlog with our ability to execute.

Manish Somaiya, Analyst, Cantor: Okay. The $522 million of new awards that you had in the quarter, maybe you can just talk about where do you see the biggest opportunities going forward?

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Nicole?

Craig Shere, Analyst, Roth Capital Partners2: I think certainly a lot of it, just on the federal side, there’s an uptick in activity for infrastructure modernization with GSA, with DoD, even with DoD. We’re seeing new activity that modifications in the federal government. We also, again, the power infrastructure side of this build, you know, providing new projects for electrical distribution, for other generation type projects as well.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Yeah.

Manish Somaiya, Analyst, Cantor: All right.

Lou Maltezos, Co-President, Ameresco: Yeah, I think. This is Lou. In the rest of the projects business, we’re also seeing a lot of increased demand. I mentioned in the comments that electricity prices are increasing pretty dramatically for some of our customers. That’s creating a real motivation for them to get to the table and look at projects that might have been borderline in the past.

Manish Somaiya, Analyst, Cantor: Super helpful. Thank you so much. Congrats again on the JV.

George Sakellaris, Chairman and Chief Executive Officer, Ameresco: Thank you, Manish.

Craig Shere, Analyst, Roth Capital Partners4: As a reminder, if you’d like to ask a question, press star one on your telephone to ask a question or rejoin the queue. Next question comes from the line of Ryan Pfingst from B. Riley Securities. Your line is live.

Craig Shere, Analyst, Roth Capital Partners5: Hey, guys. Thanks for taking my questions.

Josh Baribeau, Chief Investment Officer, Ameresco: Hey, Ryan.

Craig Shere, Analyst, Roth Capital Partners5: Hey there. Michael, would be great to hear your view on the recently finalized RVO, and any expectations you might have for P3 pricing.

Josh Baribeau, Chief Investment Officer, Ameresco: Yeah, I mean, I think, again, the EPA was focused on trying to get a RVO set that kinda meets market conditions. That’s why I think we’ve seen the rates have been pretty steady between 240 and currently, I think today was around 251. I think what you’re gonna see if you think about with the market expansion, you know, what’s going on in the industry, we’re starting to see more gas go to Canada. The California is gonna start seeing more gas go through their program, which is a non-RFS, SB 1440. You’re gonna start seeing more go to Europe. You have this, if you would, some of the gas leaving the RFS program, which will just create more demand to fulfill the RVO.

I think we were happy with where it ended up on the volume.

Craig Shere, Analyst, Roth Capital Partners5: Appreciate that. Then turning to the data center opportunity. Are there any updates or milestones that we should look for around the CyrusOne project as that one moves forward?

Craig Shere, Analyst, Roth Capital Partners2: I mean, I think we’re continuing to develop that and work with the timing of when the data center can be built and constructed as well, because that needs to match up with the energy build as well. We’re continuing to refine those dates and when they can be come online together. In the meantime.

Craig Shere, Analyst, Roth Capital Partners5: Makes sense.

Craig Shere, Analyst, Roth Capital Partners2: ... we’re continuing to work with Cyrus on other opportunities as well.

Craig Shere, Analyst, Roth Capital Partners5: Great. Thanks, Nicole. I’ll turn it back.

Craig Shere, Analyst, Roth Capital Partners2: Okay.

Craig Shere, Analyst, Roth Capital Partners4: Your final question comes from the line of Noah Kaye from Oppenheimer. Your line is live.

Craig Shere, Analyst, Roth Capital Partners3: All right. Great. Thanks for taking the questions. I wanna start by congratulating Nicole and Lou and Mike on your new roles and responsibilities. Just great to see and how you all and how the company has kinda continued to grow over the years. Wish you all a lot of success. Let me ask a question on or two questions on the JV. I just wanna make sure I got this right. I guess the comments imply something like $90 million EBITDA profile for the platform. That’s where it’s running for 2026. First of all, is that right?

Josh Baribeau, Chief Investment Officer, Ameresco: It is.

Craig Shere, Analyst, Roth Capital Partners3: I guess with 74 megawatt equivalent in the development pipeline, where does that kind of grow to, do you think, over the next 3 years? Because that pipeline is usually what you expect to bring online in the next 3 years.

Josh Baribeau, Chief Investment Officer, Ameresco: Noah, this is Josh. I’ll start with the valuation. If you just look at what we have to back out for non-controlling interest, at 30%, so $22.5 million at the midpoint divided by 0.3, it’s more of like a $75 million type of number at the midpoint for this year. Mike, in terms of growth and pipeline.

Craig Shere, Analyst, Roth Capital Partners1: I mean, you’re pretty spot on. It typically represents we have typically visibility on 3 years out on our pipeline, which is what we have now with the 11 projects in development, and we continue to add to that pipeline. Right now, we have good visibility through 2029. We’re working on some new awards right now that we would expect to build into that 2030 timeframe view.

Craig Shere, Analyst, Roth Capital Partners3: Okay, thanks. Then I guess the follow-up is as the platform kinda continues to grow in size, I mean, just how should we think about the ability to, you know, further recycle capital or monetize? You know, is this gonna stay a 70-30 split? Is there any kind of a option to adjust ownership percentages going forward? Just curious about the mechanics.

Josh Baribeau, Chief Investment Officer, Ameresco: This is Josh. I’ll start again. I think what’s important to note is that Ameresco does not have to put another dollar into this business until HASI’s $300 million commitment is exhausted, and we think that’ll last us a few years, unless something kind of really material and exciting comes along from a acquisition standpoint. Pure CapEx, this is multiple years worth of cash that Ameresco does not have to put in. Just to be absolutely clear, those dollars will not dilute us further. We’re at 70-30 for this $400 million commitment.

The natural other side of that is that all the dollars we would have normally had to put into that business ourselves are now back at Ameresco, Inc., where we can invest in Lou’s business, Nicole’s business, and just the rest of what we’re doing at a corporate level, including potential acquisitions, if they’re accretive. I wanted to just make sure that’s clear for everyone listening as well as yourself. I think that’s our key message. After that $300 is exhausted, then the partnership, if there’s further capital calls, it could be pro rata or depending on how the partners choose to fund, that’s kind of when you’ll get maybe a change in ownership.

As of right now, we don’t have to put $1 into this business for the foreseeable future.

Craig Shere, Analyst, Roth Capital Partners3: Yeah. You marry up the pipeline visibility with now kind of the funding visibility. Just great to hear. Congratulations to all.

Josh Baribeau, Chief Investment Officer, Ameresco: Thanks. Actually, sorry, I’ll add a comment just to be also clear. This doesn’t change any of the strategy around non-recourse debt or tax equity, and that’s how we’re able to stretch these dollars so far. We’ll still be levering the assets probably somewhere between 60%-70% if we can get it on a loan to value on a non-recourse basis and monetize the majority of the tax credits themselves through partnerships or tax transfer. That’s why we’re able to stretch this $300 very far and really pull in the build and potential acquisitions.

Craig Shere, Analyst, Roth Capital Partners4: There are no further questions in the question and answer session. That concludes today’s meeting.