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Flowco Holdings Inc. Reports Third Quarter 2025 Results

businesswire.com

HOUSTON--( BUSINESS WIRE)--Flowco Holdings Inc. (NYSE: FLOC) (“Flowco” or the “Company”), a provider of production optimization, artificial lift and methane abatement solutions for the oil and natural gas industry, today announced financial results for the third quarter ended September 30, 2025.

Where presented, the financial results for 2024 represent periods (i) during which Flowco’s operating subsidiary, Flowco MergeCo LLC (“Flowco LLC”), was a privately-owned limited liability company and (ii) prior to the completion of Flowco’s initial public offering in January 2025. Historical financial information for the periods ended in 2024 reflects information for Flowco LLC, and historical financial information presented prior to June 20, 2024 reflects only the historical financial information of Estis Compression LLC (“Estis”) as the accounting predecessor prior to the business combination of Estis, Flowco Production Solutions, LLC and Flogistix, LP and parent entities formed in connection with such business combination (the “2024 Business Combination”).

Key Third Quarter 2025 Highlights

Financial Summary

Three Months Ended

September 30,

2025

June 30,

2025

September 30,

2024

(in thousands)

Revenues

$

176,941

$

193,215

$

189,365

Net income

34,273

27,352

20,646

Adjusted Net Income (1)

37,301

32,998

31,179

Adjusted EBITDA (1)

76,803

76,488

74,017

Adjusted EBITDA Margin (1)

43.4

%

39.6

%

39.1

%

Adjusted Net Income, Adjusted EBITDA, Adjusted EBITDA Margin, and Free Cash Flow are non-GAAP financial measures. See definitions of these measures and the reconciliation of GAAP to non-GAAP financial measures outlined in the reconciliation tables accompanying this press release.

Joe Bob Edwards, President and CEO, commented, “Flowco delivered another quarter of solid operational and financial execution, with incremental Adjusted EBITDA growth, continued margin expansion, and strong free cash flow generation. Since becoming a public company, we have achieved consecutive quarterly growth in Adjusted EBITDA while expanding margins, underscoring the resiliency of our financial model and the operating leverage we are realizing across the business. Our performance reflects a shift toward our high-margin rental portfolio, which is growing through targeted investment and incremental customer demand for high-pressure gas lift and vapor recovery systems. The integration of the assets from our recent transaction has progressed smoothly—driving improved profitability and strengthening our position in high-margin, electric-drive rental systems.

While the broader market faced headwinds in the third quarter, operators continued to prioritize production optimization and efficiency—investing in technologies that enhance reliability and returns—an approach that favors Flowco’s differentiated, technology-driven solutions. As we enter the final quarter of 2025, we remain focused on disciplined capital deployment while evaluating opportunities to return capital to shareholders through dividends and share repurchases. We will continue to invest in product development, manufacturing efficiency, and operational automation to further strengthen our competitive position and expand the value we deliver to customers. Flowco remains well positioned to generate consistent results, strong cash flow, and compelling long-term value for our shareholders.”

Segment Information

We report our results in two segments, Production Solutions and Natural Gas Technologies. Production Solutions includes the rental, sale and service associated with high pressure gas lift, conventional gas lift and plunger lift, including a range of digital solutions and other production related technologies. Natural Gas Technologies includes the design, manufacture, rental and sale of vapor recovery and natural gas systems. Corporate costs not directly related to either segment are categorized separately.

Segment Financial Information

Three Months Ended

September 30,

2025

June 30,

2025

September 30,

2024

(in thousands)

Production Solutions

Revenues

$

125,596

$

128,245

$

111,686

Adjusted Segment EBITDA (1)

55,260

53,343

47,421

Adjusted Segment EBITDA Margin (1)

44.0

%

41.6

%

42.5

%

Natural Gas Technologies

Revenues

$

51,345

$

64,970

$

77,679

Adjusted Segment EBITDA (1)

25,317

27,397

26,596

Adjusted Segment EBITDA Margin (1)

49.3

%

42.2

%

34.2

%

Corporate

Revenues

$

$

$

Adjusted Segment EBITDA (1)

(3,774

)

(4,252

)

Adjusted Segment EBITDA Margin (1)

nm

nm

nm

Total

Revenues

$

176,941

$

193,215

$

189,365

Adjusted Segment EBITDA (1)

76,803

76,488

74,017

Adjusted Segment EBITDA Margin (1)

43.4

%

39.6

%

39.1

%

Adjusted Segment EBITDA and Adjusted Segment EBITDA Margin are non-GAAP financial measures. See definitions of these measures and the reconciliation of GAAP to non-GAAP financial measures outlined in the reconciliation tables accompanying this release.

Production Solutions

Third quarter 2025 revenue for the Production Solutions segment decreased 2.1% from the second quarter of 2025, primarily due to a decrease in sales in the Downhole Components business unit. Adjusted Segment EBITDA increased 3.6% quarter over quarter for the same period, with Adjusted Segment EBITDA Margin increasing 240 basis points. The increase in Adjusted Segment EBITDA and Adjusted Segment EBITDA Margin resulted from favorable revenue mix, higher operating leverage and an increase in sales gross margin quarter over quarter.

Natural Gas Technologies

Third quarter 2025 revenue for the Natural Gas Technologies segment decreased 21.0% from the second quarter of 2025, primarily due to a decrease in sales in the Natural Gas Systems business unit. Adjusted Segment EBITDA decreased 7.6% quarter over quarter for the same period, with Adjusted Segment EBITDA Margin increasing 714 basis points due to favorable revenue mix from rentals.

Corporate

Corporate Adjusted Segment EBITDA for the quarter ended September 30, 2025 was $(3.8) million, compared to $(4.3) million Corporate Adjusted Segment EBITDA in the quarter ended June 30, 2025.

Balance Sheet & Liquidity

As of October 31, 2025, the Company had outstanding borrowings under its senior secured revolving credit facility (“Credit Agreement”) of $205.2 million and, with a current borrowing base of $723.5 million, had availability under the Credit Agreement of $518.3 million.

Dividend Declaration

On October 31, 2025, Flowco announced that its Board of Directors had declared a quarterly cash dividend of $0.08 per share of Class A common stock payable on November 26, 2025 to Class A common stockholders of record as of the close of business on November 14, 2025. Flowco MergeCo LLC, the Company’s operating subsidiary, will make a corresponding distribution of $0.08 per unit to holders of its common units.

Conference Call and Webcast Information

Flowco will host a conference call on Wednesday, November 5, 2025, at 8:00 am Eastern Time to discuss third quarter 2025 results. The conference call can be accessed live over the phone by dialing 1-877-704-4453 (for the U.S.) or 1-201-389-0920 (for International). A telephonic replay of the conference call will be available two hours after the call and can be accessed by dialing 1-844-512-2921 (for the U.S.) or 1-412-317-6671 (for International). The passcode for the call and replay is 13756630. A live webcast of the conference call will also be available under the Investor Relations section of Flowco’s website at ir.flowco-inc.com.

About Flowco

Flowco is a leading provider of production optimization, artificial lift and methane abatement solutions for the oil and natural gas industry. The company’s products and services include a full range of equipment and technology solutions that enable oil and natural gas producers to efficiently and cost-effectively maximize the profitability and economic lifespan of their assets.

Forward-Looking Statements

The information in this press release includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts contained in this press release may be forward-looking statements. These statements generally relate to future events or our future financial or operating performance, and include, but are not limited to: statements regarding guidance or estimates related to the Company’s results of operations or financial condition; industry trends, customer demand and industry outlook, and effects on Flowco’s operations; Flowco’s strategies and plans, including matters relating to the Company growth, capital expenditures, dividend policies, and leverage profile. When used in this press release, words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “plan,” “seek,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” and “will,” the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Forward-looking statements are based on management’s current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although Flowco believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. These risks and uncertainties are described further in our annual report on Form 10-K for the year ended December 31, 2024 and our quarterly report for the period ended September 30, 2025 filed with the Securities and Exchange Commission. Flowco undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.

Flowco Holdings Inc.

Condensed Consolidated Statement of Operations

Three Months Ended

Nine Months Ended

September 30,

2025

June 30,

2025

September 30,

2024

September 30,

2025

September 30,

2024

(in thousands except share and per share amounts)

Revenues:

Rentals

$

106,966

$

102,104

$

87,240

$

306,366

$

184,982

Sales

69,975

91,111

102,125

256,140

164,303

Intercompany revenue

Total revenues

176,941

193,215

189,365

562,506

349,285

Operating expenses:

Cost of rentals (exclusive of depreciation and amortization disclosed separately below)

29,295

27,602

25,274

83,748

48,956

Cost of sales (exclusive of depreciation and amortization disclosed separately below)

44,888

62,579

75,535

173,033

124,073

Intercompany cost of sales - sales

Selling, general and administrative expenses

28,980

32,683

25,012

92,197

36,204

Depreciation and amortization

38,953

33,165

30,581

106,237

56,502

(Gain) loss on sale of equipment

232

68

72

255

727

Income from operations

34,593

37,118

32,891

107,036

82,823

Other expenses:

Interest expenses

(2,757

)

(6,445

)

(11,861

)

(14,567

)

(22,174

)

Loss on debt extinguishment

(221

)

(221

)

Other expenses, net

229

559

233

521

(1,813

)

Total other expenses

(2,528

)

(5,886

)

(11,849

)

(14,046

)

(24,208

)

Income before provision for income taxes

32,065

31,232

21,042

92,990

58,615

Provision for income taxes

2,208

(3,880

)

(396

)

(4,320

)

(702

)

Net income

34,273

27,352

$

20,646

88,670

$

57,913

Net income attributable to redeemable non-controlling interests

21,756

21,881

64,510

Net income attributable to Flowco Holdings Inc.

$

12,517

$

5,471

$

24,160

Earnings per share (1):

Basic

$

0.46

$

0.21

$

0.92

Diluted

$

0.32

$

0.21

$

0.82

Weighted average shares outstanding (1):

Basic

27,445,906

25,728,144

26,338,938

Diluted

90,661,805

26,195,643

90,890,091

(1)

The calculations of basic and diluted earnings per share and weighted average shares of common stock outstanding cover the periods after January 16, 2025, which are the periods following the Company's initial public offering and the related reorganization transactions, through the end of third quarter 2025.

Flowco Holdings Inc.

Condensed Consolidated Balance Sheets

As of

September 30,

2025

December 31,

2024

(in thousands except share and per share amounts)

Assets

Current assets:

Cash and cash equivalents

$

7,235

$

4,615

Accounts receivable, net of allowances for credit losses of $1,870 and $1,169, respectively

118,970

120,353

Inventory

159,290

151,179

Prepaid expenses and other current assets

7,668

9,982

Total current assets

293,163

286,129

Property, plant and equipment, net

801,139

702,616

Operating lease right-of-use assets

16,343

19,480

Finance lease right-of-use assets

27,365

21,871

Intangible assets, net

281,310

302,522

Goodwill

249,692

249,692

Deferred tax asset

11,507

Other assets

5,716

6,639

Total assets

$

1,686,235

$

1,588,949

Liabilities, redeemable non-controlling interests and stockholders'/members' equity

Current liabilities:

Accounts payable

$

32,329

$

31,321

Accrued expenses

35,597

33,829

Current portion of operating lease obligations

7,256

6,809

Current portion of finance lease obligations

13,214

7,837

Deferred revenue

12,538

8,002

Total current liabilities

100,934

87,798

Long-term liabilities:

Long-term debt, net

222,628

635,916

Tax receivable agreement liability

19,791

Operating lease obligations, net of current portion

9,453

12,739

Finance lease obligations, net of current portion

12,135

13,389

Total long-term liabilities

264,007

662,044

Total liabilities

364,941

749,842

Commitments and contingencies

Redeemable non-controlling interests

950,336

Members' equity:

Members' equity

839,107

Total members' equity

839,107

Stockholders' equity:

Class A common stock, $0.0001 par value – 300,000,000 shares authorized; 28,255,895 shares issued and outstanding as of September 30, 2025; no such shares authorized, issued or outstanding as of December 31, 2024.

3

Class B common stock, $0.0001 par value – 150,000,000 shares authorized; 61,391,236 shares issued and outstanding as of September 30, 2025; no such shares authorized, issued or outstanding as of December 31, 2024.

6

Additional paid-in capital

55,539

Retained earnings

315,410

Total stockholders' equity to Flowco Holdings Inc.

370,958

Total liabilities, redeemable non-controlling interests and members'/stockholders' equity

$

1,686,235

$

1,588,949

Flowco Holdings Inc.

Condensed Consolidated Statements of Cash Flows

Three Months Ended

September 30,

Nine Months Ended

September 30,

2025

2025

2024

(in thousands)

Cash flows from operating activities

Net income

$

34,273

$

88,670

$

57,913

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

38,953

106,237

56,502

Provision for inventory obsolescence

362

1,636

1,283

Amortization of operating right-of-use assets

2,616

6,627

2,294

Amortization of deferred financing costs

338

1,012

395

Loss on sale of equipment

232

255

727

Loss on debt extinguishment

221

Gain on lease termination

(528

)

(791

)

(353

)

Stock-based compensation

1,479

9,470

509

Provision for deferred income taxes

(2,208

)

(780

)

Allowance for credit losses

610

1,551

(383

)

Changes in operating assets and liabilities:

Accounts receivable

3,188

(168

)

(4,426

)

Inventory

(8,634

)

(9,575

)

6,212

Prepaid expenses and other current assets

1,700

2,314

518

Other assets and liabilities

(8

)

(74

)

(2,566

)

Accounts payable - trade

(1,006

)

1,008

(3,265

)

Accrued expenses

7,054

359

2,304

Deferred revenue

6,615

4,536

1,971

Operating lease liabilities

(2,826

)

(6,417

)

(2,259

)

Finance lease liabilities

257

1,324

(389

)

Net cash provided by operating activities

82,467

207,194

117,208

Cash flows used in investing activities

Asset acquisition

(71,813

)

(71,813

)

Additions to property, plant and equipment

(39,663

)

(103,283

)

(62,087

)

Payment of contingent consideration related to a business combination

(548

)

(548

)

Proceeds from sale of property, plant and equipment

164

434

160

Net cash acquired in 2024 Business Combination

3,088

Payment for capitalized patent costs

(339

)

(434

)

(64

)

Net cash used in investing activities

(112,199

)

(175,644

)

(58,903

)

Cash flows used in financing activities

Issuance of Class A common stock in IPO, net of underwriting discount

461,803

Payment of offering costs

(2,458

)

Repurchase of Class A common stock

(15,000

)

(15,000

)

Payments on long-term debt

(166,788

)

(906,785

)

(164,385

)

Proceeds from long-term debt

222,366

493,497

267,633

Payments on finance lease obligations

(5,383

)

(11,046

)

(3,008

)

Proceeds on finance lease terminations

36

349

507

Purchase of LLC Interests from Continuing Equity Owners

(20,876

)

Payment of debt issuance costs

(13

)

(5,424

)

Payment of dividend equivalent units

(10

)

(10

)

Payment of tax withheld on stock-based compensation

(296

)

(296

)

Distributions to members of Flowco LLC

(4,911

)

(23,703

)

(130,504

)

Dividends paid to Flowco Holdings Inc. shareholders

(2,334

)

(4,392

)

Net cash provided by (used in) financing activities

27,680

(28,930

)

(35,181

)

Net increase (decrease) in cash and cash equivalents

(2,052

)

2,620

23,124

Cash and cash equivalents

Beginning of period

9,287

4,615

End of period

$

7,235

$

7,235

$

23,124

Non-GAAP Financial Measures

In addition to our results determined in accordance with generally accepted accounting principles in the United States (“GAAP”), the Company uses non-GAAP financial measures, such as Adjusted Net Income, EBITDA, Adjusted EBITDA and Free Cash Flow, as well as Adjusted Segment EBITDA and Adjusted Segment EBITDA Margin, in this press release to supplement financial information presented in accordance with GAAP. We believe that excluding certain items from our GAAP results provides management additional insight on the consolidated financial performance from period to period to project our future consolidated financial performance as forecasts are developed at a level of detail different from that used to prepare GAAP-based financial measures. Moreover, we believe these non-GAAP financial measures provide our management and investors with useful information to help them evaluate our operating results by facilitating an enhanced understanding of our operating performance and enabling them to make more meaningful period to period comparisons. There are limitations to the use of the non-GAAP financial measures presented in this press release. For example, our non-GAAP financial measures may not be comparable to similarly titled measures of other companies. Other companies, including companies in our industry, may calculate non-GAAP financial measures differently than we do, limiting the usefulness of those measures for comparative purposes. Similarly, Free Cash Flow does not represent our residual cash flow for discretionary expenditures, since the calculation of this measure does not reflect certain debt service requirements or certain other non-discretionary expenditures. Non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. The Company urges investors to review the reconciliation and not to rely on any single financial measure to evaluate our business.

Adjusted Net Income

Adjusted Net Income is a non-GAAP measure that we define as net income (loss) adjusted to eliminate the impact of (i) transaction-related expenses, (ii) share-based compensation, (iii) loss on the sale of equipment, (iv) loss on debt payments and (v) changes to the value of our inventory. Adjusted Net Income is a supplemental non-GAAP financial measure used by management, our stockholders and others to provide visibility on the profitability and financial strength of the Company by excluding certain expenses related to non-recurring Company transactions.

Reconciliation from net income to Adjusted Net Income is set forth as follows:

Three Months Ended

September 30,

2025

June 30,

2025

September 30,

2024

(in thousands)

Net income

$

34,273

$

27,352

$

20,646

Transaction related expenses (1)

6

1,833

Share-based compensation expense (2)

1,479

1,670

356

Non-recurring charges (3)

1,317

3,902

Loss on sale of equipment

232

68

72

Loss on debt extinguishment

221

Inventory valuation adjustments (4)

8,051

Adjusted Net Income

$

37,301

$

32,998

$

31,179

Represents the transaction-related expenses as part of the 2024 Business Combination and non-capitalizable IPO related costs, which were expensed as incurred and included in the consolidated statements of operations.

Reflects non-cash compensation expense for equity-based awards to our employees and non-employee directors for the periods presented.

Represents (i) one-time charge for a settlement expense related to a lawsuit for the three months ended September 30, 2025, and (ii) termination benefits and related expenses and the costs associated with the re-purposing of one of our manufacturing facilities in Pampa, TX for the three months ended June 30, 2025.

Reflects non-cash adjustment related to inventory fair value step-up from the 2024 Business Combination which has been included in cost of sales.

Adjusted EBITDA and Adjusted EBITDA margin

We define EBITDA as net income, adjusted to exclude interest expense, provision for income taxes and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted to exclude (i) share-based compensation expense, (ii) business combination-related expenses and (iii) other non-cash and non-recurring expenses.

EBITDA and Adjusted EBITDA are key performance indicators we use in evaluating our operating performance and in making financial, operating and planning decisions. In particular, the exclusion of certain expenses in calculating EBITDA and Adjusted EBITDA provides additional visibility on operating performance across reporting periods by removing the effect of non-cash and/or non-recurring expenses. Accordingly, we believe that this measure provides useful information to our stockholders and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

Reconciliation from net income to EBITDA and Adjusted EBITDA are set forth as follows:

Three Months Ended

September 30,

2025

June 30,

2025

September 30,

2024

(in thousands)

Net income

$

34,273

$

27,352

$

20,646

Interest expense

2,757

6,445

11,861

Provision for income taxes (1)

(2,208

)

3,880

396

Depreciation and amortization

38,953

33,165

30,581

EBITDA

73,775

70,842

63,484

Transaction related expenses (2)

6

1,833

Share-based compensation expense (3)

1,479

1,670

356

Non-recurring charges (4)

1,317

3,902

Loss on sale of equipment

232

68

72

Loss on debt extinguishment

221

Inventory valuation adjustments (5)

8,051

Adjusted EBITDA

$

76,803

$

76,488

$

74,017

Previously issued non-GAAP information did not include provision for income taxes amounts as a reconciling item for the year ended December 31, 2023, as Texas margin tax was included within other expense in the previously issued consolidated statements of operations. In order to conform with current year’s presentation, the Company reclassified Texas margin tax amounts from other expense into provision for income taxes, and consequently, have been included as a reconciling item to Adjusted EBITDA from net income for all periods presented above.

Represents the transaction-related expenses as part of the 2024 Business Combination and non-capitalizable IPO related costs, which were expensed as incurred and included in the consolidated statements of operations.

Reflects non-cash compensation expense for equity-based awards to our employees and non-employee directors for the periods presented.

Represents (i) one-time charge for a settlement expense related to a lawsuit for the three months ended September 30, 2025, and (ii) termination benefits and related expenses and the costs associated with the re-purposing of one of our manufacturing facilities in Pampa, TX for the three months ended June 30, 2025.

Reflects non-cash adjustment related to inventory fair value step-up from the 2024 Business Combination which has been included in cost of sales.

Adjusted Segment EBITDA and Adjusted Segment EBITDA Margin

In addition to business segment profit or loss, our management also evaluates Adjusted Segment EBITDA, which is presented on a business unit level for purposes of allocating resources and evaluating operating and financial performance. As discussed above, the Company operates and manages its business units in the following two operating and reporting segments:

We define Adjusted Segment EBITDA as segment net income, as adjusted in the same manner as defined for EBITDA and Adjusted EBITDA above. Reconciliation from segment net income, which includes direct segment costs but excludes corporate costs not directly related to either segment, to Adjusted Segment EBITDA is set forth as follows:

Three Months Ended

September 30,

2025

June 30,

2025

September 30,

2024

(in thousands)

Production Solutions

Net income

$

31,734

$

32,676

$

13,845

Interest expense

(1,651

)

2,302

6,690

Provision for income taxes

53

250

Depreciation and amortization

23,577

18,192

17,364

EBITDA

53,660

53,223

38,149

Transaction related expenses (1)

1,533

Share-based compensation expense (2)

218

Non-recurring charges (3)

1,317

(Gain) loss on sale of equipment

283

120

88

Loss on debt extinguishment

221

Inventory valuation adjustments (4)

7,212

Adjusted Segment EBITDA

55,260

53,343

47,421

Natural Gas Technologies

Net income

$

9,774

$

11,229

$

7,538

Interest expense

224

224

4,434

Provision for income taxes

1

29

146

Depreciation and amortization

15,369

14,967

13,217

EBITDA

25,368

26,449

25,335

Transaction related expenses (1)

300

Share-based compensation expense (2)

138

Non-recurring charges (3)

1,000

(Gain) loss on sale of equipment

(51

)

(52

)

(16

)

Inventory valuation adjustments (4)

839

Adjusted Segment EBITDA

25,317

27,397

26,596

Corporate

Net income

$

(7,235

)

$

(16,553

)

$

(737

)

Interest expense

4,184

3,919

737

Provision for income taxes

(2,209

)

3,798

Depreciation and amortization

7

6

EBITDA

(5,253

)

(8,830

)

Transaction related expenses (1)

6

Share-based compensation expense (2)

1,479

1,670

Non-recurring charges (3)

2,902

(Gain) loss on sale of equipment

Inventory valuation adjustments (4)

Adjusted Segment EBITDA

(3,774

)

(4,252

)

Total Adjusted EBITDA

$

76,803

$

76,488

$

74,017

Represents the transaction-related expenses as part of the 2024 Business Combination and non-capitalizable IPO related costs, which were expensed as incurred and included in the consolidated statements of operations.

Reflects non-cash compensation expense for equity-based awards to our employees and non-employee directors for the periods presented.

Represents (i) one-time charge for a settlement expense related to a lawsuit for the three months ended September 30, 2025 (Production Solutions) and (ii) termination benefits and related expenses (Corporate) and the costs associated with the re-purposing of one of our manufacturing facilities in Pampa, TX (Natural Gas Technologies) for the three months ended June 30, 2025.

Reflects non-cash adjustment related to inventory fair value step-up from the 2024 Business Combination which has been included in cost of sales.

Free Cash Flow

Free Cash Flow is a non-GAAP measure that we define as cash flow provided by operating activities less additions to property, plant and equipment (which includes both maintenance and growth capital expenditures, but excludes asset acquisitions of a business, and excludes other business acquisitions and equity investments). Management believes this information is important to provide because it is used by management to evaluate the Company’s operational performance and trends between periods and to manage our business. Management also believes this information may be useful to investors and analysts to gain a better understanding of the Company’s results of ongoing operations. Free Cash Flow is not intended to replace GAAP financial measures. A reconciliation of net cash provided by operating activities to Free Cash Flow, as well as Free Cash Flow (Deficit) after Asset Acquisition, is set forth as follows:

Three Months Ended

September 30,

Nine Months Ended

September 30,

2025

2025

2024

(in thousands)

Net cash provided by operating activities

$

82,467

$

207,194

$

117,208

Additions to property, plant and equipment

(39,663

)

(103,283

)

(62,087

)

Free Cash Flow

42,804

103,911

55,121

Asset acquisition

(71,813

)

(71,813

)

Free Cash Flow (Deficit) after Asset Acquisition

$

(29,009

)

$

32,098

$

55,121