Verde Clean Fuels, Inc. (“Verde” or the “Company”) (Nasdaq:
VGAS), a renewable energy company focused on the development of
commercial production plants to convert syngas derived from diverse
feedstocks into gasoline, today reported full year 2023 GAAP
diluted net loss per share of $(0.45). The full year net loss
consists of ongoing general and administrative and research and
development expenses related to the Company’s continuing focus on
development of its first commercial facility based on Verde’s
proprietary STG+® technology which is designed to produce gasoline
utilizing either stranded natural gas or waste feedstocks.
Business Update Highlights Through March
28, 2024
- Verde and Cottonmouth Ventures announced the execution of a
Joint Development Agreement for the first deployment of Verde’s
STG+ technology in the Permian Basin. On February 13, 2024,
Verde and Cottonmouth Ventures, a subsidiary of Diamondback Energy
(NASDAQ: FANG), announced the execution of a joint development
agreement (“JDA”) for the proposed development, construction, and
operation of a facility to produce commodity-grade gasoline
utilizing associated natural gas feedstock supplied from
Diamondback’s operations in the Permian Basin. The expectation for
the project is to produce approximately 3,000 barrels per day of
fully-refined gasoline utilizing Verde’s patented STG+ process. By
consuming natural gas in the pipeline-constrained Permian Basin as
feedstock, the proposed project could demonstrate the ability to
mitigate the flaring of up to 34 million cubic feet of natural gas
per day, while also producing a high-value, salable product. The
JDA provides a pathway forward for the parties to reach final
definitive documents and final investment decision (“FID”). The JDA
frames the contracts contemplated to be entered into between the
parties, including an operating agreement, ground lease agreement,
construction agreement, license agreement and financing agreements
as well as conditions precedent to close such FID.
- Verde is continuing the selection process for FEED/EPC
services for the Cottonmouth Ventures Permian Basin project.
Verde is proceeding with selection of a front end engineering and
design (“FEED”) partner and an engineering, procurement, and
construction (“EPC”) partner. With the execution of the Cottonmouth
Ventures JDA, Verde expects to finalize its partner selections
soon.
- Verde is in preliminary discussions with various potential
offtake parties of carbon credits and gasoline. Verde is in
preliminary discussions with various parties with respect to
long-term offtake arrangements for the purchase of D3 RINs, LCFS
Credits, and gasoline produced by our facilities. Such a potential
arrangement would help manage price risk associated with these
commodities and would support project finance requirements.
VERDE CLEAN FUELS,
INC.
CONSOLIDATED STATEMENTS OF
OPERATIONS
(Unaudited)
For The Year Ended December
31,
2023
2022
General and administrative expenses
$
11,515,192
$
4,514,994
Contingent consideration
(1,299,000
)
(7,551,000
)
Research and development expenses
329,194
316,712
Total Operating loss (income)
10,545,386
(2,719,294
)
Other (income)
(447,074
)
-
Interest expense
236,699
-
Loss (income) before income taxes
10,335,011
(2,719,294
)
Provision for income taxes
166,265
-
Net (loss) income
$
(10,501,276
)
$
2,719,294
Net (loss) attributable to
noncontrolling interest
(7,757,688
)
-
Net (loss) income attributable to Verde
Clean Fuels, Inc.
$
(2,743,588
)
$
2,719,294
Earnings per share
Weighted average Class A common stock
outstanding, basic and diluted
6,140,529
N/A
Loss per Share of Class A common stock
$
(0.45
)
N/A
VERDE CLEAN FUELS,
INC.
CONSOLIDATED BALANCE
SHEETS
(Unaudited)
As of December 31,
2023
2022
Current assets:
Cash and cash equivalents
$
28,779,177
$
463,475
Restricted cash
100,000
-
Prepaid expenses
373,324
113,676
Deferred transaction costs
-
3,258,880
Deferred financing costs
-
6,277
Total current assets
29,252,501
3,842,308
Non-current assets:
Security deposits
160,669
258,000
Property, plant and equipment, net
62,505
7,414
Operating lease right-of-use assets,
net
524,813
323,170
Intellectual patented technology
1,925,151
1,925,151
Total non-current assets
2,673,138
2,513,735
Total assets
$
31,925,639
$
6,356,043
LIABILITIES AND STOCKHOLDERS’
EQUITY
Current liabilities:
Accounts payable
$
184,343
$
2,857,223
Accrued liabilities
1,976,812
762,119
Operating lease liabilities - current
portion
297,380
237,970
Notes payable - insurance premium
financing
-
11,166
Total current liabilities
2,458,535
3,868,478
Non-current liabilities:
Contingent consideration
`-
1,299,000
Promissory note – related party
409,612
-
Operating lease liabilities
232,162
85,200
Total non-current liabilities
641,774
1,384,200
Total liabilities
3,100,309
5,252,678
Stockholders’ equity
Intermediate Member's Equity
-
12,775,901
Class A common stock, par value $0.0001
per share, 9,387,836 issued and outstanding as of December 31,
2023
939
-
Class C common stock, par value $0.0001
per share, 22,500,000 issued and outstanding as of December 31,
2023
2,250
-
Additional paid in capital
35,014,836
-
Accumulated deficit
(23,922,730
)
(11,672,536
)
Noncontrolling interest
17,730,035
-
Total stockholders’ equity
28,825,330
1,103,365
Total liabilities and stockholders’
equity
$
31,925,639
$
6,356,043
About Verde Clean Fuels, Inc.
Verde Clean Fuels, Inc. is a renewable energy company focused on
the development of commercial production plants to convert syngas,
derived from diverse feedstocks including biomass or stranded or
flared natural gas into gasoline through its innovative and
proprietary liquid fuels technology, the STG+® process. Through its
STG+® process, Verde converts syngas into fully finished fuels that
require no additional refining, such as Reformulated Blend-stock
for Oxygenate Blending (“RBOB”) gasoline. To learn more, please
visit www.verdecleanfuels.com.
Forward-Looking Statements
The information included herein and in any oral statements made
in connection herewith include “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements, other than statements of present or
historical fact included herein, regarding Verde’s expectations and
any future financial performance, as well as Verde’s strategy,
future operations, financial position, prospects, plans and
objectives of management are forward-looking statements. When used
herein, including any oral statements made in connection herewith,
the words “could,” “should,” “will,” “may,” “believe,”
“anticipate,” “intend,” “estimate,” “expect,” “project,”
“preliminary discussions,” “potential,” the negative of such terms
and other similar expressions are intended to identify
forward-looking statements, although not all forward-looking
statements contain such identifying words. These forward-looking
statements are based on Verde management’s current expectations and
assumptions about future events and are based on currently
available information as to the outcome and timing of future
events. Except as otherwise required by applicable law, Verde
disclaims any duty to update any forward-looking statements, all of
which are expressly qualified by the statements in this section, to
reflect events or circumstances after the date hereof. Verde
cautions you that these forward-looking statements are subject to
risks and uncertainties, most of which are difficult to predict and
many of which are beyond the control of Verde. These risks include,
but are not limited to: general economic, financial, legal,
political and business conditions and changes in domestic and
foreign markets; the failure to realize the anticipated benefits of
a particular transaction; the risks related to the growth of
Verde’s business and the timing of expected business milestones;
the ability of Verde to obtain financing in connection with a
particular transaction or in the future; and the effects of
competition on Verde’s future business. Should one or more of the
risks or uncertainties described herein and in any oral statements
made in connection therewith occur, or should underlying
assumptions prove incorrect, actual results and plans could differ
materially from those expressed in any forward-looking statements.
There may be additional risks that Verde presently do not know or
that Verde currently believe are immaterial that could cause actual
results to differ from those contained in the forward-looking
statements. Additional information concerning these and other
factors that may impact Verde’s expectations and projections can be
found in Verde’s filings with the Securities and Exchange
Commission (the “SEC”). Verde’s SEC filings are available publicly
on the SEC’s website at www.sec.gov.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240327159078/en/
Investor Contact: Caldwell Bailey (ICR)
verdeIR@icrinc.com
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