BKV Corporation Reports Fourth Quarter and Full Year 2025 Results

DENVER--(BUSINESS WIRE)-- BKV Corporation (NYSE: BKV) (“BKV” or the “Company”), today reported financial and operational results for the fourth quarter and full year 2025, as well as provided guidance for the first quarter and full year 2026.

Fourth Quarter 2025 Highlights

  • Net income attributable to BKV of $70.4 million, or $0.75 per diluted share
  • Adjusted Net Income of $26.6 million, or $0.29 per diluted share
  • Combined Adjusted EBITDAX attributable to BKV of $109.3 million (includes implied 50% proportionate share of Power JV Adjusted EBITDA of $15.3 million)
  • Net cash provided by operating activities of $69.4 million
  • Net cash provided by operating activities before working capital of $53.0 million
  • Accrued capital expenditures of $102.1 million
  • Adjusted Free Cash Flow attributable to BKV of $(18.2) million
  • Average net production of 939.7 MMcfe/d
  • Total power generation of 1,864 GWh from the Power JV’s Temple Plants; capacity factor of 57.2%
  • Barnett Zero quarterly sequestration of approximately 25,100 metric tons of CO2
  • Announced agreement to acquire incremental 25% ownership of Power JV, which closed January 30, 2026
  • Completed a public offering of 6.9 million shares of common stock for net proceeds of $170.1 million.

Full Year 2025 Highlights

  • Net income attributable to BKV of $173.1 million, or $1.98 per diluted share
  • Adjusted Net Income of $121.6 million, or $1.40 per diluted share
  • Combined Adjusted EBITDAX attributable to BKV of $390.0 million (includes implied 50% proportionate share of Power JV Adjusted EBITDA of $63.3 million)
  • Net cash provided by operating activities of $242.7 million
  • Net cash provided by operating activities before working capital of $230.0 million
  • Accrued capital expenditures of $318.5 million
  • Adjusted Free Cash Flow attributable to BKV of $1.3 million
  • Average net production of 835.5 MMcfe/d
  • Total power generation of 7,611 GWh from the Power JV’s Temple Plants; capacity factor of 59.0%
  • Barnett Zero annual sequestration of approximately 138,300 metric tons of CO2

“2025 marked our first full year as a public company and a pivotal step forward in executing BKV’s closed-loop strategy,” said Chris Kalnin, Chief Executive Officer of BKV. “We delivered on our promises by achieving several key milestones, including closing our CCUS joint venture with Copenhagen Infrastructure Partners, completing the Bedrock acquisition, expanding our ownership in the Power JV, and strengthening our balance sheet through our inaugural bond offering and first follow-on equity issuance.”

“As we look ahead to 2026, we remain focused on delivering disciplined growth across our platform, with an emphasis on continued meaningful progress toward a power purchase agreement,” continued Kalnin. “By leveraging our assets across the energy value chain, we are well positioned to capitalize on key energy megatrends, deliver differentiated solutions to our customers, and create risk-adjusted, long-term value for our shareholders.”

Financial Results

Fourth Quarter 2025

For the three months ended December 31, 2025, total revenues and other operating income for BKV were $330.1 million (including realized hedging losses of $18.8 million and unrealized hedging gains of $89.0 million) and losses from the Power JV were $5.7 million. Net income attributable to BKV for the period was $70.4 million, or $0.75 per diluted share. For the three months ended December 31, 2025, Adjusted Net Income was $26.6 million, Adjusted EBITDAX was $94.8 million, Combined Adjusted EBITDAX attributable to BKV was $109.3 million and Adjusted Free Cash Flow attributable to BKV was negative $18.2 million.

Average realized natural gas price for the fourth quarter of 2025 was $2.86/MMBtu, excluding the impact of derivatives. Including the impact of cash settled hedges, average realized price was $2.56/MMBtu. Average realized NGL price for the fourth quarter of 2025 was $17.51/Bbl, excluding the impact of derivatives. Including the impact of cash settled hedges, average realized NGL price was $18.36/Bbl. On a natural gas equivalent basis, average realized price in the fourth quarter of 2025 was $2.88/Mcfe, excluding the impact of derivatives. Including the impact of cash settled hedges, average natural gas equivalent realized price was $2.67/Mcfe.

Full Year 2025

For the year ended December 31, 2025, total revenues and other operating income for BKV were $1.0 billion (including realized hedging losses of $8.1 million and unrealized hedging gains of $113.2 million) and earnings from the Power JV were $14.9 million. Net income attributable to BKV for the period was $173.1 million, or $1.98 per diluted share. For the year ended December 31, 2025, Adjusted Net Income was $121.6 million, Adjusted EBITDAX was $328.9 million, Combined Adjusted EBITDAX attributable to BKV was $390.0 million and Adjusted Free Cash Flow attributable to BKV was $1.3 million.

Average realized natural gas price for the year ended December 31, 2025 was $2.78/MMBtu, excluding the impact of hedges. Including the impact of cash settled hedges, average realized price was $2.75/MMBtu. Average realized NGL price for the year ended December 31, 2025 was $17.00/Bbl, excluding the impact of derivatives. Including the impact of cash settled hedges, average realized NGL price was $16.84/Bbl. On a natural gas equivalent basis, average realized price for the year ended December 31, 2025 was $2.81/Mcfe, excluding the impact of derivatives. Including the impact of cash settled hedges, average natural gas equivalent realized price was $2.79/Mcfe.

 

Three Months Ended
December 31,

 

Year Ended
December 31,

($ Millions, except EPS and Adjusted Free Cash Flow Margin)(1)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net income (loss) attributable to BKV

$

70.4

 

 

$

(57.5

)

 

$

173.1

 

 

$

(142.9

)

Adjusted Net Income (Loss), non-GAAP

$

26.6

 

 

$

(4.9

)

 

$

121.6

 

 

$

(24.1

)

Adjusted EBITDAX, non-GAAP

$

94.8

 

 

$

71.9

 

 

$

328.9

 

 

$

231.8

 

Combined Adjusted EBITDAX attributable to BKV, non-GAAP

$

109.3

 

 

$

72.4

 

 

$

390.0

 

 

$

265.7

 

Net income (loss) per common share attributable to BKV, diluted

$

0.75

 

 

$

(0.68

)

 

$

1.98

 

 

$

(2.00

)

Adjusted EPS, non-GAAP

$

0.29

 

 

$

(0.06

)

 

$

1.40

 

 

$

(0.34

)

Adjusted Free Cash Flow attributable to BKV, non-GAAP

$

(18.2

)

 

$

5.4

 

 

$

1.3

 

 

$

91.6

 

Adjusted Free Cash Flow Margin attributable to BKV, non-GAAP

 

(7.0

)%

 

 

3.1

%

 

 

0.1

%

 

 

14.9

%

Net income (loss)

$

71.1

 

 

$

(57.5

)

 

$

174.8

 

 

$

(142.9

)

Net cash provided by operating activities

$

69.4

 

 

$

43.8

 

 

$

242.7

 

 

$

118.5

 

Adjusted Free Cash Flow, non-GAAP

$

(25.0

)

 

$

5.4

 

 

$

(21.9

)

 

$

91.6

 

Adjusted Free Cash Flow Margin, non-GAAP

 

(9.6

)%

 

 

3.1

%

 

 

(2.4

)%

 

 

14.9

%

Earnings (losses) from the Power JV

$

(11.3

)

 

$

(34.1

)

 

$

29.8

 

 

$

21.1

 

Capital expenditures (accrued)

 

 

 

 

 

 

 

Development (2)

$

78.4

 

 

$

43.4

 

 

$

244.6

 

 

$

82.0

 

CCUS and other

$

23.7

 

 

$

16.9

 

 

$

73.9

 

 

$

35.6

 

Total capital expenditures (accrued)

$

102.1

 

 

$

60.3

 

 

$

318.5

 

 

$

117.6

 

____________________________________________________
(1) Adjusted Net Income (Loss), Adjusted EBITDAX, Combined Adjusted EBITDAX attributable to BKV, Adjusted EPS, Adjusted Free Cash Flow attributable to BKV, and Adjusted Free Cash Flow Margin attributable to BKV are each non-GAAP financial measures. For a definition of each of these non-GAAP financial measures and reconciliations of such non-GAAP financial measures to their most directly comparable GAAP metrics, please see “Supplemental Non-GAAP Financial Measures” below.
(2) Excludes asset retirement obligation expenditures of $0.2 million and $0.7 million for the three months ended December 31, 2025 and 2024, respectively, and $1.0 million and $1.7 million for the years ended December 31, 2025 and 2024, respectively.

“2025 was a year of disciplined growth for BKV, as we grew production, advanced our CCUS platform, and funded our strategic priorities while maintaining a strong balance sheet,” said David Tameron, Chief Financial Officer of BKV. “We exited the year with substantial liquidity and healthy leverage, reflecting both strong operational execution and prudent capital management.”

“During the year, we also successfully executed two major capital markets transactions—our inaugural $500 million bond offering and our first follow-on equity issuance—further strengthening our capital structure and expanding our float,” continued Tameron. “These actions position us well as we enter 2026 with the capacity to support continued growth and long-term value creation.”

Operational Results

Fourth Quarter and Full Year 2025

Power JV

BKV-BPP Power’s Income Statement (1)

Three Months Ended
December 31,

 

Year Ended
December 31,

($ Millions)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Total revenues, net

$

110.3

 

 

$

67.0

 

 

$

523.5

 

 

$

459.9

 

Depreciation and amortization

 

9.6

 

 

 

9.5

 

 

 

38.3

 

 

 

38.0

 

Operating expenses

 

98.0

 

 

 

74.8

 

 

 

399.2

 

 

 

331.4

 

Income (loss) from operations

 

2.7

 

 

 

(17.4

)

 

 

86.1

 

 

 

90.5

 

Interest expense

 

(15.3

)

 

 

(17.5

)

 

 

(63.3

)

 

 

(72.9

)

Other income (loss)

 

1.2

 

 

 

0.8

 

 

 

7.0

 

 

 

3.5

 

Net income (loss)

$

(11.3

)

 

$

(34.1

)

 

$

29.8

 

 

$

21.1

 

Power JV Adjusted EBITDA

$

30.6

 

 

$

0.9

 

 

$

126.5

 

 

$

67.9

 

______________________________________________________
(1) This table reflects the financial information of the Power JV. Amounts are obtained from or based on its unaudited financial statements for the three months ended December 31, 2025 and 2024, or its audited financial statements for the years ended December 31, 2025 and 2024, as applicable. As of December 31, 2025, BKV owned a 50% interest in the Power JV.

On January 30, 2026, BKV closed the acquisition of an additional 25% interest in the Power JV, increasing its ownership in the JV to 75%. The increased ownership position will allow BKV to consolidate the Power JV’s financial results providing enhanced visibility to investors. The transaction aligns with BKV’s power growth aspirations, strategically positioning the company to take advantage of significant power demand growth in the ERCOT market.

During the quarter, the Power JV remained focused on optimizing operations at Temple I and II to enhance cash flow and improve capacity utilization. The Company has engaged an advisor and is actively evaluating potential power purchase agreement proposals, with discussions ongoing with multiple prospective counterparties.

For the fourth quarter 2025, the Temple I and II power plants reported capacity factors of 56.1% and 58.4%, respectively, with total power generation of 1,864 GWh. Average power pricing was $49.69/MWh and average natural gas cost was $3.55/MMBtu, resulting in an average spark spread of $24.54/MWh.

For the full year ended December 31, 2025, the Temple I and II power plants reported total power generation of 7,611 GWh, for a combined annual capacity factor of 59.0%. Average power pricing was $48.86/MWh and average natural gas cost was $3.31/MMbtu, resulting in an average spark spread of $25.36/MWh for the year.

The fourth quarter 2025 weather in Texas was characterized by moderate October and November temperatures, as expected for the shoulder season, but strong cold weather events in December drove favorable pricing as compared to forecast. Outperformance in December resulted in Power JV Adjusted EBITDA above the high end of the guidance range for the quarter.

BKV’s implied proportionate share of the Power JV’s net losses for the three months ended December 31, 2025 was $5.7 million, compared to loss of $17.2 million for the three months ended December 31, 2024, and earnings of $14.9 million for the year ended December 31, 2025, compared to earnings of $10.4 million for the year ended December 31, 2024.

BKV’s implied proportionate share of Power JV Adjusted EBITDA was $15.3 million for the three months ended December 31, 2025 compared to $0.5 million for the three months ended December 31, 2024, and $63.3 million for the year ended December 31, 2025, compared to $34.0 million for the year ended December 31, 2024.

BKV remains confident in long-term power market fundamentals, driven by accelerating demand from AI and data center development, and views execution of a power purchase agreement as a natural next step following the consolidation of the Power JV into its financial results in the first quarter of 2026.

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Temple I capacity factor

 

56.1

%

 

 

44.0

%

 

 

59.2

%

 

 

58.1

%

Temple II capacity factor

 

58.4

%

 

 

30.9

%

 

 

58.7

%

 

 

55.1

%

Total power generation (GWh)

 

1,864

 

 

 

1,228

 

 

 

7,611

 

 

 

7,360

 

Average power price ($/MWh)

$

49.69

 

 

$

36.90

 

 

$

48.86

 

 

$

37.76

 

Average natural gas cost

$

3.55

 

 

$

2.50

 

 

$

3.31

 

 

$

2.26

 

Average spark spread

$

24.54

 

 

$

19.37

 

 

$

25.36

 

 

$

21.96

 

Carbon Capture Utilization and Sequestration (“CCUS”)

The Barnett Zero Project sequestered approximately 25,100 and 138,300 metric tons of CO2 during the three months ended December 31, 2025 and the year ended December 31, 2025, respectively. Since start-up in November 2023, the project has sequestered approximately 311,600 metric tons of CO2 through December 31, 2025.

The Eagle Ford and Cotton Cove Projects remain on schedule, with first injection still targeted for 1Q26 and 1H26 respectively. These projects are expected to achieve sequestration rates of approximately 90,000 and 32,000 metric tons per year of CO₂, respectively, and have received EPA approval of their monitoring, reporting, and verification (MRV) plans. For additional information regarding key assumptions and risks associated with our CCUS business, please see the “Risk Factors” section of our Annual Report on Form 10-K.

The East Texas Project reached an internal final investment decision (FID) on December 11, 2025. This milestone reflects completion of key commercial, technical, and internal alignment work and positions the project to advance into execution planning. BKV forecasts that approximately 70,000 metric tons per year of CO₂ could be captured from the project. The East Texas Project is the second CCUS project BKV is developing with a leading diversified midstream company and would represent the fourth project in the Company’s current modular line of identified potential natural gas processing-related CCUS projects, following the previously announced Eagle Ford Project, subject to execution of definitive agreements on acceptable terms and timelines.

In addition, on February 24, 2026, BKV executed definitive agreements with Comstock Resources to advance the previously announced CCUS projects at Comstock’s Bethel and Marquez natural gas processing facilities in the Western Haynesville. The projects are expected to include the development of CCUS injection wells designed to permanently sequester carbon dioxide associated with Comstock’s natural gas production operations in East Texas, combining BKV’s proven carbon capture capabilities with Comstock’s leading Haynesville position. The execution of these agreements represents another important step in accelerating deployment of our CCUS portfolio and scaling the business toward our targeted 1.5 million tons per annum injection run-rate by 2028.

The Company’s previously announced Class VI well permit applications remain under regulatory review.

BKV is also continuing Front-End Engineering Design (FEED) studies regarding CO2 capture from combined cycle natural gas turbines, like those at our Temple location, to further delineate capital and operating costs of such facilities. These studies are expected to be completed in 2026 and are intended to further inform potential power-related CCUS development opportunities across the Company’s portfolio.

Upstream & Midstream

Total hydrocarbon production for the three months ended December 31, 2025 was 939.7 MMcfe/d, which consisted of 81% natural gas and 19% NGLs. This is compared to total production for the three months ended December 31, 2024 of 774.5 MMcfe/d, which consisted of 79% natural gas and 21% NGLs. Fourth quarter production exceeded the previously guided range of 885-935 MMcfe/d due to several factors, including continued efficiency gains on the D&C program and less winter downtime than forecast.

For the year ended December 31, 2025, total hydrocarbon production was 835.5 MMcfe/d, which consisted of 80% natural gas and 20% NGLs. This is compared to total hydrocarbon production of 788.0 MMcfe/d for the year ended December 31, 2024, which consisted of 79% natural gas and 21% NGLs.

The increase in production volumes for the fourth quarter and full year 2025 compared to the same periods in 2024 was primarily driven by the closing of the Bedrock acquisition in the third quarter of 2025 and increased development activity. The increased development activity during 2025 reflected the Company’s response to an improved commodity price environment.

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Production

 

 

 

 

 

 

 

Net production per day (MMcfe/d)

 

939.7

 

 

 

774.5

 

 

 

835.5

 

 

 

788.0

 

Natural gas (MMcf)

 

70,159

 

 

 

56,469

 

 

 

242,935

 

 

 

228,682

 

NGL (MBbls)

 

2,683

 

 

 

2,443

 

 

 

10,181

 

 

 

9,858

 

Oil (MBbls)

 

33

 

 

 

21

 

 

 

159

 

 

 

96

 

Total (MMcfe)

 

86,455

 

 

 

71,253

 

 

 

304,975

 

 

 

288,406

 

Natural Gas Pricing ($/Mcf)

 

 

 

 

 

 

 

Average NYMEX Henry Hub price

$

3.55

 

 

$

2.79

 

 

$

3.43

 

 

$

2.27

 

Differential

$

(0.69

)

 

$

(0.69

)

 

$

(0.65

)

 

$

(0.58

)

Average realized prices, excluding derivatives

$

2.86

 

 

$

2.10

 

 

$

2.78

 

 

$

1.69

 

Average realized prices, including derivatives (1)

$

2.56

 

 

$

2.23

 

 

$

2.75

 

 

$

2.10

 

NGLs ($/Bbl)

 

 

 

 

 

 

 

Average realized prices, excluding derivatives

$

17.51

 

 

$

17.76

 

 

$

17.00

 

 

$

16.79

 

Average realized prices, including derivatives (1)

$

18.36

 

 

$

17.30

 

 

$

16.84

 

 

$

17.19

 

Oil ($/Bbl)

 

 

 

 

 

 

 

Average realized prices

$

52.61

 

 

$

61.33

 

 

$

59.50

 

 

$

68.81

 

Average Operating Cash Costs ($/Mcfe)

 

 

 

 

 

 

 

Lease operating and workover

$

0.54

 

 

$

0.49

 

 

$

0.50

 

 

$

0.47

 

Taxes other than income

$

0.18

 

 

$

0.04

 

 

$

0.17

 

 

$

0.12

 

Gathering and transportation costs

$

0.81

 

 

$

0.80

 

 

$

0.82

 

 

$

0.77

 

Total

$

1.53

 

 

$

1.33

 

 

$

1.49

 

 

$

1.36

 

(1) The impact of derivative prices excludes $13.3 million of gains on derivative contract terminations for the year ended December 31, 2024.

Capital Expenditures

Accrued capital expenditures in the fourth quarter of 2025 were $102.1 million, which included $78.4 million for development capital and $23.7 million for CCUS and other expenditures. Accrued capital expenditures for the same period in 2024 were $60.3 million, which included $43.4 million for development capital and $16.9 million for CCUS and other expenditures.

Accrued capital expenditures for the year ended December 31, 2025 were $318.5 million, which included $244.6 million for development capital and $73.9 million for CCUS and other expenditures. Accrued capital expenditures for the same period in 2024 were $117.6 million, which included $82.0 million for development capital and $35.6 million for CCUS and other expenditures.

Liquidity

As of December 31, 2025, BKV had cash and cash equivalents of $199.4 million.

Total debt as of December 31, 2025 was $500 million, which was made up of the 2030 Senior Notes. Net debt as of December 31, 2025 was $300.6 million, and net leverage ratio was 0.92x.

As of December 31, 2025, total liquidity for BKV was $984.4 million, which consists of $199.4 million in cash and cash equivalents and $785.0 million available under the Company’s RBL. RBL availability as of December 31, 2025, is based on the elected commitment amount of $800.0 million, less $15.0 million of letters of credit.

2026 Guidance

Q1 2026

 

FY 2026

Accrued Capital Expenditures and Net Production ($ Millions)

 

 

 

Development (1)

$70 - $100

 

$200 - $280

Power - Strategic & Maintenance (1), (2)

$0 - $10

 

$120 - $160

CCUS and other (2)

$15 - $30

 

$90 - $120

Total capital expenditures

$85 - $140

 

$410 - $560

 

 

 

 

Net production (MMcfe/d)

900 - 930

 

915 - 955

 

 

 

 

Per Unit Operating Costs ($/Mcfe)

 

 

 

Lease operating and workover

$0.50 - $0.54

 

$0.49 - $0.53

Gathering, compression, processing, and transport (GCPT)

$0.80 - $0.84

 

$0.80 - $0.84

Upstream general and administrative (excl. stock comp)

$0.20 - $0.25

 

$0.20 - $0.25

 

 

 

 

Other General and Administrative Costs

 

 

 

General and administrative (Power, CCUS, & Other)

$15 - $18

 

$53 - $63

General and administrative (stock comp)

$4 - $6

 

$15 - $25

 

 

 

 

Commodity Prices

 

 

 

Average natural gas differential (3), (4)

$(1.05) - $(1.25)

 

$(0.65) - $(0.85)

NGL % of WTI

~ 27%

 

~ 24%

 

 

 

 

Power ($ Millions)

 

 

 

Power JV Adjusted EBITDA

$25 - $35

 

$135 - $175

_________________________________
(1) 2026 maintenance capital: Upstream ~$200 million; Power ~$5 million
(2) Expecting $50 million - $70 million in JV partner capital contributions
(3) Differential includes $0.15/Mcfe - $0.20/Mcfe of gathering, compression, processing, and transport
(4) Differential includes $0.05/Mcfe - $0.15/Mcfe of ethane rejection impacts in the first half of 2026

Full Year and Fourth Quarter 2025 Earnings Conference Call

The Company plans to host a conference call to discuss results today, February 25, 2026 at 10 AM EST. To access the conference call, participants may dial (877) 407-0779 (US) or (201) 389-0914 (international). Participants can also listen to a live webcast of the call by going to the Investors section on the BKV website at ir.bkv.com. A replay will be available shortly after the live conference call and can be accessed on the Company’s website or by dialing (844) 512-2921 (US) or (412) 317-6671 (international). The passcode for the replay is 13757549. The replay will be available for 30 days after the call.

About BKV Corporation

BKV Corporation (NYSE: BKV) is a forward-thinking, growth-driven energy company focused on the sustainable development and delivery of low-carbon energy solutions and baseload power. As the largest natural gas producer by gross operated volume in the Barnett Shale, BKV is strategically expanding an end-to-end value chain that leverages its assets in upstream production, midstream infrastructure, natural gas-fired power generation and carbon capture, utilization and storage (CCUS). Through this innovative, closed-loop approach, BKV solves customers’ toughest energy challenges, meeting growing power demand and enabling sustainable growth for the future. Headquartered in Denver, Colorado, BKV is committed to driving long-term, risk adjusted shareholder value by optimizing and scaling our closed-loop energy platform for a carbon neutral future. For more information, visit the BKV website at www.bkv.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements, which are not historical facts, include statements regarding BKV’s strategy, future operations, financial position, estimated revenue and losses, projected costs, prospects, plans and objectives of management, and often contain words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “budget,” “plan,” “seek,” “aspire,” “envision,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” “will,” and similar expressions. Actual results including financial and operating performance, and future events could differ materially from those anticipated in such statements, and such forward-looking statements may not prove to be accurate. Such forward-looking statements include, but are not limited to, statements about the amount and timing of capital expected to be contributed to our joint ventures by our joint venture partners, the anticipated benefits, opportunities and results with respect to the BKV-BPP Power Joint Venture Transaction and the Bedrock Acquisition, including any expected value creation from the BKV-BPP Power Joint Venture Transaction or the Bedrock Acquisition, and any reserves additions, midstream opportunities and other anticipated impacts from the Bedrock Acquisition, anticipated efficiencies, power plant reliability, and strategic growth and power purchase agreement opportunities relating to the BKV-BPP Power Joint Venture and the BKV-BPP Power Joint Venture Transaction, as well as guidance, projected or forecasted financial and operating results, future liquidity, leverage, results in certain basins, objectives, project timing, expectations and intentions, regulatory and governmental actions and other statements that are not historical facts. All forward-looking statements, expressed or implied, in this press release are based only on information currently available to BKV and speak only as of the date on which they are made. BKV undertakes no obligation to release publicly any update to any of these forward-looking statements except as required by federal securities laws. Forward-looking statements are based on management’s current views and assumptions and involve risks and uncertainties that could cause actual results to differ materially from historical experience or our present expectations, including but not limited to assumptions, risks and uncertainties regarding significant transaction costs associated with the Company’s acquisitions, including the Power JV transaction and the Bedrock acquisition; the risk of litigation and/or regulatory actions related to the Company’s acquisitions, including the Power JV transaction and the Bedrock acquisition; our ability to successfully fund, pursue and develop our CCUS business; expected increase in demand for power generation, and our ability to serve that demand from our power business, our ability to develop, market and sell our carbon sequestered gas product; and management's outlook guidance or forecasts of future events, including projected capital expenditures, production volumes, operating costs, pricing differentials, and Power JV Adjusted EBITDA. For further discussions of risks and uncertainties applicable to forward-looking statements, you should refer to BKV’s filings with the Securities and Exchange Commission (the “SEC”), including the “Risk Factors” section of BKV’s most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q.

BKV CORPORATION

CONSOLIDATED BALANCE SHEETS

($ thousands, except per share amounts)

(Unaudited)

 

December 31,

 

 

2025

 

 

 

2024

 

Assets

 

 

 

Current assets

 

 

 

Cash and cash equivalents

$

199,412

 

 

$

14,868

 

Accounts receivable, net

 

100,459

 

 

 

50,478

 

Accounts receivable, related parties

 

11,559

 

 

 

15,371

 

Prepaid expenses

 

6,419

 

 

 

7,638

 

Inventory

 

6,072

 

 

 

6,255

 

Commodity derivative assets, current

 

61,782

 

 

 

 

Other current assets

 

2,176

 

 

 

 

Total current assets

 

387,879

 

 

 

94,610

 

Natural gas properties and equipment

 

 

 

Developed properties

 

2,965,638

 

 

 

2,315,167

 

Undeveloped properties

 

13,182

 

 

 

10,757

 

Midstream assets

 

277,974

 

 

 

276,644

 

Accumulated depreciation, depletion, and amortization

 

(849,464

)

 

 

(714,287

)

Total natural gas properties, net

 

2,407,330

 

 

 

1,888,281

 

Other property and equipment, net

 

137,739

 

 

 

97,300

 

Goodwill

 

18,417

 

 

 

18,417

 

Investment in the Power JV

 

130,068

 

 

 

115,173

 

Commodity derivative assets

 

26,432

 

 

 

 

Other noncurrent assets

 

21,842

 

 

 

17,307

 

Total assets

$

3,129,707

 

 

$

2,231,088

 

 

 

 

 

Liabilities, mezzanine equity, and equity

 

 

 

Current liabilities

 

 

 

Accounts payable and accrued liabilities

$

206,934

 

 

$

121,366

 

Contingent consideration payable

 

 

 

 

20,000

 

Income taxes payable to related party

 

810

 

 

 

1,438

 

Commodity derivative liabilities

 

 

 

 

20,277

 

Other current liabilities

 

10,147

 

 

 

3,124

 

Total current liabilities

 

217,891

 

 

 

166,205

 

Asset retirement obligations

 

230,372

 

 

 

198,795

 

Commodity derivative liabilities

 

5,767

 

 

 

47,357

 

Deferred tax liability, net

 

123,355

 

 

 

88,688

 

Long-term debt, net

 

486,777

 

 

 

165,000

 

Other noncurrent liabilities

 

5,223

 

 

 

5,469

 

Total liabilities

 

1,069,385

 

 

 

671,514

 

Commitments and contingencies

 

 

 

Mezzanine equity

 

 

 

Noncontrolling interest

 

12,951

 

 

 

 

Stockholders' equity

 

 

 

Common stock, $0.01 par value; 500,000 authorized shares; 96,872 and 84,600 shares issued and outstanding as of December 31, 2025 and 2024, respectively

 

1,635

 

 

 

1,512

 

Treasury stock, shares at cost; 214 shares as of December 31, 2025 and 2024

 

(6,663

)

 

 

(6,663

)

Additional paid-in capital

 

1,754,930

 

 

 

1,447,671

 

Retained earnings

 

288,764

 

 

 

117,054

 

Total stockholders' equity

 

2,038,666

 

 

 

1,559,574

 

Noncontrolling interest

 

8,705

 

 

 

 

Total equity

 

2,047,371

 

 

 

1,559,574

 

Total liabilities, mezzanine equity, and equity

$

3,129,707

 

 

$

2,231,088

 

BKV CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS
($ thousands, except per share amounts)

(Unaudited)

 

 

 

Three Months Ended
December 31,

 

Year Ended
December 31,

 

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Revenues and other operating income

 

 

 

 

 

 

 

 

Natural gas, NGL, and oil sales

 

$

249,307

 

 

$

163,077

 

 

$

857,597

 

 

$

557,570

 

Midstream revenues

 

 

2,364

 

 

 

2,392

 

 

 

10,456

 

 

 

12,560

 

Derivative gains (losses), net

 

 

70,174

 

 

 

(58,295

)

 

 

105,081

 

 

 

(34,152

)

Marketing revenues

 

 

2,797

 

 

 

1,963

 

 

 

12,304

 

 

 

10,668

 

Gain on sale of business

 

 

 

 

 

 

 

 

 

 

 

7,080

 

Gains (losses) on sales of assets, net

 

 

(33

)

 

 

3,819

 

 

 

(1,805

)

 

 

3,523

 

Related party revenues

 

 

462

 

 

 

451

 

 

 

1,760

 

 

 

3,080

 

Section 45Q tax credits

 

 

2,131

 

 

 

3,767

 

 

 

11,752

 

 

 

14,021

 

Other

 

 

2,885

 

 

 

2,608

 

 

 

11,664

 

 

 

6,631

 

Total revenues and other operating income

 

 

330,087

 

 

 

119,782

 

 

 

1,008,809

 

 

 

580,981

 

Operating expenses

 

 

 

 

 

 

 

 

Lease operating and workover

 

 

46,722

 

 

 

34,763

 

 

 

152,873

 

 

 

136,991

 

Taxes other than income

 

 

15,493

 

 

 

3,106

 

 

 

50,762

 

 

 

35,009

 

Gathering and transportation

 

 

70,208

 

 

 

56,765

 

 

 

250,849

 

 

 

222,391

 

Depreciation, depletion, amortization, and accretion

 

 

41,568

 

 

 

48,688

 

 

 

157,464

 

 

 

217,533

 

General and administrative

 

 

37,846

 

 

 

30,930

 

 

 

124,355

 

 

 

104,473

 

Other

 

 

17,628

 

 

 

1,799

 

 

 

54,893

 

 

 

19,385

 

Total operating expenses

 

 

229,465

 

 

 

176,051

 

 

 

791,196

 

 

 

735,782

 

Income (loss) from operations

 

 

100,622

 

 

 

(56,269

)

 

 

217,613

 

 

 

(154,801

)

Other income (expense)

 

 

 

 

 

 

 

 

Gains (losses) on contingent consideration liabilities

 

 

 

 

 

(297

)

 

 

 

 

 

9,676

 

Earnings (losses) from equity affiliate

 

 

(5,658

)

 

 

(17,179

)

 

 

14,895

 

 

 

10,423

 

Loss on early extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

(13,877

)

Interest expense

 

 

(11,661

)

 

 

(5,139

)

 

 

(28,646

)

 

 

(45,582

)

Interest expense, related party

 

 

 

 

 

 

 

 

 

 

 

(5,181

)

Interest income

 

 

991

 

 

 

253

 

 

 

1,576

 

 

 

3,859

 

Other income

 

 

3,493

 

 

 

7,639

 

 

 

4,837

 

 

 

9,008

 

Income (loss) before income taxes

 

 

87,787

 

 

 

(70,992

)

 

 

210,275

 

 

 

(186,475

)

Income tax benefit (expense)

 

 

(16,725

)

 

 

13,535

 

 

 

(35,431

)

 

 

43,605

 

Net income (loss)

 

 

71,062

 

 

 

(57,457

)

 

 

174,844

 

 

 

(142,870

)

Less: net income attributable to noncontrolling interest

 

 

686

 

 

 

 

 

 

1,712

 

 

 

 

Net income (loss) attributable to BKV

 

$

70,376

 

 

$

(57,457

)

 

$

173,132

 

 

$

(142,870

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share attributable to BKV:

 

 

 

 

 

 

 

 

Basic

 

$

0.76

 

 

$

(0.68

)

 

$

1.98

 

 

$

(2.00

)

Diluted

 

$

0.75

 

 

$

(0.68

)

 

$

1.98

 

 

$

(2.00

)

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

Basic

 

 

92,071

 

 

 

84,387

 

 

 

86,581

 

 

 

71,288

 

Diluted

 

 

92,671

 

 

 

84,387

 

 

 

86,823

 

 

 

71,288

 

BKV CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS
($ thousands)

(Unaudited)

 

 

 

Year Ended
December 31,

 

 

 

2025

 

 

 

2024

 

Cash flows from operating activities:

 

 

 

 

Net income (loss)

 

$

174,844

 

 

$

(142,870

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

Depreciation, depletion, amortization, and accretion

 

 

158,952

 

 

 

217,892

 

Equity-based compensation expense

 

 

12,845

 

 

 

16,316

 

Deferred income tax (benefit) expense

 

 

36,435

 

 

 

(44,811

)

Unrealized (gains) losses on derivatives, net

 

 

(113,164

)

 

 

146,679

 

Gains on contingent consideration liabilities

 

 

 

 

 

(9,676

)

Settlement of contingent consideration

 

 

(20,000

)

 

 

(20,000

)

Proceeds from the sale of call options

 

 

 

 

 

23,502

 

Payments for the purchase of put options

 

 

(16,206

)

 

 

 

Write-off of capitalized software costs

 

 

5,643

 

 

 

 

Gain on sale of business

 

 

 

 

 

(7,080

)

(Gains) losses on sale of assets, net

 

 

1,805

 

 

 

(3,523

)

Transaction costs from sale of business

 

 

 

 

 

(3,461

)

Earnings from equity affiliate

 

 

(14,895

)

 

 

(10,423

)

Loss on early extinguishment of debt

 

 

 

 

 

13,877

 

Other, net

 

 

3,692

 

 

 

(3,874

)

Changes in operating assets and liabilities:

 

 

 

 

Accounts receivable, net

 

 

(35,462

)

 

 

(4,652

)

Accounts receivable, related party

 

 

3,812

 

 

 

(14,812

)

Accounts payable and accrued liabilities

 

 

46,720

 

 

 

(32,165

)

Other changes in operating assets and liabilities

 

 

(2,314

)

 

 

(2,381

)

Net cash provided by operating activities

 

 

242,707

 

 

 

118,538

 

Cash flows from investing activities:

 

 

 

 

Asset acquisition

 

 

(272,096

)

 

 

 

Cash acquired in consolidation of BKV-BPP Cotton Cove

 

 

2,077

 

 

 

 

Capital expenditures

 

 

(300,165

)

 

 

(100,916

)

Proceeds from sale of business

 

 

 

 

 

132,571

 

Proceeds from sales of assets

 

 

6,876

 

 

 

5,060

 

Other investing activities, net

 

 

(1,595

)

 

 

(649

)

Net cash provided by (used in) investing activities

 

 

(564,903

)

 

 

36,066

 

Cash flows from financing activities:

 

 

 

 

Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions

 

 

 

 

 

265,661

 

Proceeds from the issuance of common stock, net of underwriting discounts and commissions

 

 

170,635

 

 

 

 

Proceeds on long-term debt

 

 

500,000

 

 

 

 

Payments on notes payable to related party

 

 

 

 

 

(75,000

)

Proceeds under RBL Credit Agreement

 

 

577,000

 

 

 

580,000

 

Payments on RBL Credit Agreement

 

 

(742,000

)

 

 

(415,000

)

Payment on term loan agreement

 

 

 

 

 

(456,000

)

Payment of debt issuance costs

 

 

(15,869

)

 

 

(8,054

)

Proceeds from draws on credit facilities

 

 

 

 

 

44,000

 

Payments on credit facilities

 

 

 

 

 

(171,000

)

Payments of deferred offering costs

 

 

 

 

 

(3,879

)

Debt extinguishment costs

 

 

 

 

 

(10,213

)

Net share settlements, equity-based compensation

 

 

(1,619

)

 

 

(53,239

)

Cash distributions to noncontrolling interest

 

 

(1,225

)

 

 

 

Cash contributions from noncontrolling interest

 

 

19,818

 

 

 

 

Other financing activities

 

 

 

 

 

(2,081

)

Net cash provided by (used in) financing activities

 

 

506,740

 

 

 

(304,805

)

Net increase (decrease) in cash, cash equivalents, and restricted cash

 

 

184,544

 

 

 

(150,201

)

Cash, cash equivalents, and restricted cash, beginning of period

 

 

14,868

 

 

 

165,069

 

Cash, cash equivalents, and restricted cash, end of period

 

$

199,412

 

 

$

14,868

 

Proved Reserves

SEC Pricing

As of December 31, 2025, the Company reported total proved reserves of 5,921 Bcfe, an increase of 2,789 Bcfe, or 89%, compared to December 31, 2024, primarily driven by higher commodity prices and changes in planned drilling activity that resulted in upward revisions, as well as the acquisition of BKV Barnett II (formerly known as Bedrock Production, LLC). As of December 31, 2025, proved undeveloped reserves were estimated at 1,714 Bcfe, an increase of 1,451 Bcfe, or 553% compared to December 31, 2024.

The following table presents the Company’s reserves at SEC pricing, standardized measure of discounted future net cash flow (the “Standardized Measure”), and PV-10:

 

December 31, 2025

SEC pricing (1)

 

Proved Developed

 

Proved Undeveloped

 

Total

 

 

 

 

 

 

 

Reserves (Bcfe)

 

4,207

 

1,714

 

 

5,921

 

PV-10 (millions) (2)

 

 

 

 

 

$

2,788

 

Present value of future income taxes discounted at 10%

 

 

 

 

 

$

(443

)

Standardized Measure (millions)

 

 

 

 

 

$

2,345

 

____________________________________________________
(1) Prices for natural gas, oil, and NGLs used in preparing our estimated proved reserves and the associated PV-10 Value based on SEC Pricing at December 31, 2025 were $3.39 per MMBtu (Henry Hub), $65.34 per Bbl (WTI Cushing) and NGL pricing equal to 34.4% of WTI Cushing, respectively.
(2) PV-10 is a non-GAAP financial measure. Please see “Supplemental Non-GAAP Financial Measures” below.

NYMEX Pricing

As of December 31, 2025, the Company reported total proved reserves of approximately 5,974 Bcfe, an increase of 1,056 Bcfe, or 21% compared to December 31, 2024. Reserves using NYMEX pricing increased primarily due to the acquisition of BKV Barnett II.

The following table presents the Company’s reserves at NYMEX pricing:

 

December 31, 2025

NYMEX pricing (1)

 

Proved Developed

 

Proved Undeveloped

 

Total

 

 

 

 

 

 

 

Reserves (Bcfe)

 

4,268

 

1,705

 

 

5,973

 

PV-10 (millions) (2)

 

 

 

 

 

$

3,082

 

Present value of future income taxes discounted at 10%

 

 

 

 

 

$

(508

)

Standardized Measure (millions)

 

 

 

 

 

$

2,574

 

________________________________________________
(1) NYMEX strip pricing is as of market close on December 31, 2025.
(2) PV-10 is a non-GAAP financial measure. Please see “Supplemental Non-GAAP Financial Measures” below.

Volume of Derivative Activities

As of December 31, 2025, the Company’s derivative activities based on volume and contract prices, categorized by primary underlying risk and related commodity, by year, were as follows:

The following table represents natural gas commodity derivatives indexed to NYMEX Henry Hub pricing:

Instrument

 

MMBtu

 

Weighted
Average
Price (USD)

 

Weighted
Average
Price Floor

 

Weighted
Average
Price
Ceiling

 

Fair Value as of
December 31, 2025
($ thousands)

2026

 

 

 

 

 

 

 

 

 

 

Swap

 

154,460,650

 

$

3.86

 

 

 

 

 

$

35,268

 

2027

 

 

 

 

 

 

 

 

 

 

Swap

 

79,825,383

 

$

4.03

 

 

 

 

 

$

11,938

 

Collars

 

37,662,319

 

 

 

$

3.57

 

$

4.00

 

$

(3,225

)

Call options

 

36,500,000

 

 

 

 

 

$

5.00

 

$

(9,372

)

Put options

 

36,500,000

 

 

 

$

3.00

 

 

 

$

7,014

 

2028

 

 

 

 

 

 

 

 

 

 

Swap

 

51,995,323

 

$

3.93

 

 

 

 

 

$

11,480

 

The following table represents natural gas basis derivatives based on the applicable basis reference price listed below:

Instrument

 

Basis Reference Price

 

MMBtu

 

Weighted
Average Basis
Differential

 

Fair Value as of
December 31, 2025
($ thousands)

2026

 

 

 

 

 

 

 

 

Swap

 

Transco Leidy Basis

 

43,800,000

 

$

(0.80

)

 

$

238

 

Swap

 

HSC Basis

 

54,750,000

 

$

(0.32

)

 

$

7,408

 

Swap

 

Transco St 85 (Z4) Basis

 

36,500,000

 

$

0.62

 

 

$

4,225

 

Swap

 

NGPL TXOK Basis

 

47,521,249

 

$

(0.36

)

 

$

3,384

 

2027

 

 

 

 

 

 

 

 

Swap

 

Transco Leidy Basis

 

7,300,000

 

$

(0.77

)

 

$

36

 

Swap

 

HSC Basis

 

7,300,000

 

$

(0.25

)

 

$

458

 

Swap

 

NGPL TXOK Basis

 

16,965,270

 

$

(0.31

)

 

$

(93

)

2028

 

 

 

 

 

 

 

 

Swap

 

HSC Basis

 

10,980,000

 

$

(0.17

)

 

$

289

 

The following table represents natural gas liquids commodity derivatives for contracts, by contract type, expiring through December 31, 2027 based on the applicable index listed below:

Instrument

 

Commodity Reference Price

 

Gallons

 

Weighted
Average
Price
(USD)

 

Fair Value as of
December 31, 2025
($ thousands)

2026

 

 

 

 

 

 

 

 

Swap

 

OPIS Purity Ethane Mont Belvieu

 

142,691,481

 

$

0.25

 

$

468

Swap

 

OPIS IsoButane Mont Belvieu Non-TET

 

10,075,218

 

$

0.83

 

$

185

Swap

 

OPIS Normal Butane Mont Belvieu Non-TET

 

16,928,342

 

$

0.80

 

$

836

Swap

 

OPIS Propane Mont Belvieu Non-TET

 

59,163,120

 

$

0.69

 

$

4,359

Swap

 

OPIS Natural Gasoline Mont Belvieu Non-TET

 

25,835,930

 

$

1.37

 

$

5,411

2027

 

 

 

 

 

 

 

 

Swap

 

OPIS Purity Ethane Mont Belvieu

 

79,965,970

 

$

0.28

 

$

935

Swap

 

OPIS IsoButane Mont Belvieu Non-TET

 

2,732,077

 

$

0.76

 

$

21

Swap

 

OPIS Normal Butane Mont Belvieu Non-TET

 

4,873,274

 

$

0.74

 

$

92

Swap

 

OPIS Propane Mont Belvieu Non-TET

 

15,478,884

 

$

0.64

 

$

309

Swap

 

OPIS Natural Gasoline Mont Belvieu Non-TET

 

6,777,531

 

$

1.26

 

$

783

Supplemental Non-GAAP Financial Measures

This release includes the non-GAAP financial measures described below. These non-GAAP measures are intended to provide additional information only and should not be considered as alternatives to, or more meaningful than, net income attributable to BKV, diluted EPS, net income (loss), net cash provided by operating activities, or any other measure calculated in accordance with GAAP.

As a result of C Squared Solutions, Inc.’s noncontrolling equity interest in the BKV-CIP Joint Venture that commenced on May 8, 2025, the Company has adjusted its non-GAAP measures of Combined Adjusted EBITDAX, Adjusted Free Cash Flow, and Adjusted Free Cash Flow Margin. Beginning in the second quarter of 2025, such non-GAAP measures will be adjusted to exclude the proportionate share of Adjusted EBITDAX and Adjusted Free Cash Flow attributable to the noncontrolling interested held by C Squared Solutions, Inc., and will be referred to as Combined Adjusted EBITDAX attributable to BKV, Adjusted Free Cash Flow attributable to BKV, and Adjusted Free Cash Flow Margin attributable to BKV. Such non-GAAP measures have been presented in this release for the comparative period have been calculated based on the updated definitions.

Adjusted Net Income (Loss) and Adjusted EPS

The Company defines Adjusted Net Income (Loss) as net income (loss) attributable to BKV before (i) non-cash derivative gains (losses), (ii) gains (losses) on contingent consideration liabilities, (iii) certain equity-based compensation expense, (iv) the portion of settlements paid (received) for early-terminated derivative contracts that relate to future periods, (v) other nonrecurring transactions, and (vi) the tax impact on these adjustments using a 23% statutory rate. The Company defines Adjusted EPS as Adjusted Net Income (Loss) divided by diluted weighted average common shares outstanding.

We believe Adjusted Net Income (Loss) and Adjusted EPS are useful performance measures because they allow us to effectively evaluate our operating performance and results of operations from period to period and against our peers, without regard to our financing methods, corporate form, capital structure, or one-time events. We exclude the items listed above from net income (loss) in arriving at Adjusted Net Income (Loss) and Adjusted EPS 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. Our presentation of Adjusted Net Income (Loss) and Adjusted EPS should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Other companies, including other companies in our industry, may not use Adjusted Net Income (Loss) and Adjusted EPS or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.

The table below presents a reconciliation of Adjusted Net Income (Loss) to net income, our most directly comparable GAAP financial measure for the periods indicated.

Three Months Ended
December 31,

 

Year Ended
December 31,

($ Thousands, except EPS)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net income (loss) attributable to BKV

$

70,376

 

 

$

(57,457

)

 

$

173,132

 

 

$

(142,870

)

Adjustment to net income (loss) attributable to BKV:

 

 

 

 

 

 

 

Net unrealized (gains) losses on derivatives

 

(89,021

)

 

 

64,537

 

 

 

(113,164

)

 

 

146,679

 

Forward month gas settlement (1)

 

21,417

 

 

 

9,858

 

 

 

11,217

 

 

 

9,543

 

Change in contingent consideration liabilities

 

 

 

 

297

 

 

 

 

 

 

(9,676

)

Release of legal claims

 

 

 

 

(5,269

)

 

 

 

 

 

(5,269

)

Acceleration of equity-based compensation due to IPO

 

 

 

 

 

 

 

 

 

 

10,508

 

Gain on sales of non-operated interest in proved reserves

 

 

 

 

(1,112

)

 

 

 

 

 

(6,563

)

Impairment of asset held for sale

 

 

 

 

 

 

 

2,446

 

 

 

 

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

13,877

 

Other nonrecurring transactions

 

10,747

 

 

 

 

 

 

32,573

 

 

 

 

Early settlement of derivative contracts (2)

 

 

 

 

 

 

 

 

 

 

(13,250

)

Early settlements of derivative contracts related to the current period (3)

 

 

 

 

 

 

 

 

 

 

8,350

 

Total adjustments before taxes

 

(56,857

)

 

 

68,311

 

 

 

(66,928

)

 

 

154,199

 

Tax effect of adjustments

 

13,077

 

 

 

(15,712

)

 

 

15,393

 

 

 

(35,466

)

Total adjustments after taxes

 

(43,780

)

 

 

52,599

 

 

 

(51,535

)

 

 

118,733

 

 

 

 

 

 

 

 

 

Adjusted Net Income (Loss)

$

26,596

 

 

$

(4,858

)

 

$

121,597

 

 

$

(24,137

)

 

 

 

 

 

 

 

 

Adjusted Net Income (Loss) per basic share

$

0.29

 

 

$

(0.06

)

 

$

1.40

 

 

$

(0.34

)

Adjusted Net Income (Loss) per diluted share

$

0.29

 

 

$

(0.06

)

 

$

1.40

 

 

$

(0.34

)

 

 

 

 

 

 

 

 

Basic weighted-average shares of common stock outstanding

 

92,071

 

 

 

84,387

 

 

 

86,581

 

 

 

71,288

 

Add dilutive effects of TRSUs (4)

 

325

 

 

 

 

 

 

173

 

 

 

 

Add dilutive effects of PRSUs (4)

 

275

 

 

 

 

 

 

69

 

 

 

 

Diluted weighted-average common shares outstanding

 

92,671

 

 

 

84,387

 

 

 

86,823

 

 

 

71,288

 

_________________________________________________
(1) Natural gas derivative contracts settle and are realized in the month prior to the production covered by the contract. This adjustment removes the timing difference between the settlement date and the underlying production month that is hedged.
(2) Reflects total cash settlements during the period upon termination of certain natural gas commodity derivative swap and collar contracts prior to their contractual settlement date.
(3) When evaluating our operating performance and results of operations, early settlements of derivative contracts are “related to” the period that includes the underlying production month that was hedged. This adjustment removes the timing difference between the early termination date and the underlying production month that is hedged.
(4) Net losses are prohibited from including potential common shares in the computation of diluted per share amounts. Therefore, we have utilized the basic shares outstanding to calculate both basic and diluted Adjusted Net Loss per common share.

Adjusted EBITDAX and Combined Adjusted EBITDAX attributable to BKV

The Company defines Adjusted EBITDAX as net income (loss) before (i) non-cash derivative gains (losses), (ii) depreciation, depletion, amortization, and accretion, (iii) exploration and impairment expense, (iv) gains (losses) on contingent consideration liabilities, (v) interest expense, (vi) interest expense, related party, (vii) income tax benefit (expense), (viii) equity-based compensation expense, (ix) earnings (losses) from the Power JV, (x) the portion of settlements paid (received) for early-terminated derivative contracts that relate to future periods and (xi) other nonrecurring transactions. Combined Adjusted EBITDAX attributable to BKV is defined as Adjusted EBITDAX less Adjusted EBITDAX attributable to noncontrolling interest plus BKV’s 50% proportionate share of Power JV Adjusted EBITDA. Adjusted EBITDAX attributable to noncontrolling interest is defined as C Squared Solutions, Inc.’s 47% proportionate share of Adjusted EBITDAX attributable to the BKV-CIP Joint Venture for the applicable period.

The Company excludes the items listed above from Net Income (Loss) in arriving at Adjusted EBITDAX 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 EBITDAX should not be considered as an alternative to, or more meaningful than, net income (loss) determined in accordance with GAAP. Certain items excluded from Adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax burden, as well as the historic costs of depreciable assets, none of which are reflected in Adjusted EBITDAX. Our presentation of Adjusted EBITDAX should not be construed as an inference that our results will be unaffected by unusual or non-recurring items. Other companies, including other companies in our industry, may not use Adjusted EBITDAX or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.

Adjusted EBITDAX and Combined Adjusted EBITDAX attributable to BKV are supplemental non-GAAP financial measures that are used by our management and external users of our consolidated financial statements, such as industry analysts, investors, lenders, rating agencies and others to more effectively evaluate our operating performance and results of operations from period to period and against our peers. We believe Adjusted EBITDAX, and Combined Adjusted EBITDAX attributable to BKV are useful performance measures because they allow us to effectively evaluate our operating performance and results of operations from period to period and against our peers, without regard to our financing methods, corporate form or capital structure.

The table below presents a reconciliation of Adjusted EBITDAX and Combined Adjusted EBITDAX attributable to BKV to net income (loss), our most directly comparable GAAP financial measure for the periods indicated.

Three Months Ended
December 31,

 

Year Ended
December 31,

($ Thousands)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net income (loss)

$

71,062

 

 

$

(57,457

)

 

$

174,844

 

 

$

(142,870

)

Add back (subtract):

 

 

 

 

 

 

 

Net unrealized derivative (gains) losses

 

(89,021

)

 

 

64,537

 

 

 

(113,164

)

 

 

146,679

 

Forward month gas settlement (1)

 

21,417

 

 

 

9,858

 

 

 

11,217

 

 

 

9,543

 

Depreciation, depletion, amortization, and accretion

 

42,776

 

 

 

48,781

 

 

 

158,952

 

 

 

217,892

 

Change in contingent consideration

 

 

 

 

297

 

 

 

 

 

 

(9,676

)

Release of legal claims

 

 

 

 

(5,269

)

 

 

 

 

 

(5,269

)

Interest expense

 

11,661

 

 

 

5,139

 

 

 

28,646

 

 

 

45,582

 

Interest expense, related party

 

 

 

 

 

 

 

 

 

 

5,181

 

Loss on early extinguishment of debt

 

 

 

 

 

 

 

 

 

 

13,877

 

Income tax expense (benefit)

 

16,725

 

 

 

(13,535

)

 

 

35,431

 

 

 

(43,605

)

Equity-based compensation expense

 

3,765

 

 

 

3,497

 

 

 

12,845

 

 

 

16,316

 

Gain on sales of non-operated interest in proved reserves

 

 

 

 

(1,112

)

 

 

 

 

 

(6,563

)

Impairment of asset held for sale

 

 

 

 

 

 

 

2,446

 

 

 

 

(Earnings) losses from equity affiliate

 

5,658

 

 

 

17,179

 

 

 

(14,895

)

 

 

(10,423

)

Other nonrecurring transactions

 

10,747

 

 

 

 

 

 

32,573

 

 

 

 

Early settlement of derivative contracts (2)

 

 

 

 

 

 

 

 

 

 

(13,250

)

Early settlements of derivative contracts related to the current period (3)

 

 

 

 

 

 

 

 

 

 

8,350

 

Adjusted EBITDAX

$

94,790

 

 

$

71,915

 

 

$

328,895

 

 

$

231,764

 

Less: Adjusted EBITDAX attributable to noncontrolling interest (4)

 

(817

)

 

 

 

 

 

(2,204

)

 

 

 

Plus: 50% Power JV Adjusted EBITDA (4)

 

15,310

 

 

 

461

 

 

 

63,273

 

 

 

33,950

 

Combined Adjusted EBITDAX Attributable to BKV

$

109,283

 

 

$

72,376

 

 

$

389,964

 

 

$

265,714

 

________________________________________________
(1) Natural gas derivative contracts settle and are realized in the month prior to the production covered by the contract. This adjustment removes the timing difference between the settlement date and the underlying production month that is hedged.
(2) Reflects total cash settlements during the period upon termination of certain natural gas commodity derivative swap and collar contracts prior to their contractual settlement date.
(3) When evaluating our operating performance and results of operations, early settlements of derivative contracts are “related to” the period that includes the underlying production month that was hedged. This adjustment removes the timing difference between the early termination date and the underlying production month that is hedged.
(4) Non-GAAP financial measure, see below for a reconciliation of this non-GAAP financial measure to the most comparable financial measure in accordance with GAAP.

Adjusted EBITDAX Attributable to Noncontrolling Interest

We consolidate our noncontrolling interest in the BKV-CIP Joint Venture. The table below reconciles the Adjusted EBITDAX attributable to noncontrolling interest to the net income (loss) attributable to noncontrolling interest, the most comparable financial measure in accordance with GAAP.

Three Months Ended
December 31,

 

Year Ended
December 31,

($ Thousands)

2025

 

2024

 

2025

 

2024

Net income attributable to noncontrolling interest

$

686

 

$

 

$

1,712

 

$

Add back (subtract):

 

 

 

 

 

 

 

Depreciation and amortization (1)

 

131

 

 

 

 

492

 

 

Adjusted EBITDAX attributable to noncontrolling interest

$

817

 

$

 

$

2,204

 

$

________________________________________________
(1) Depreciation and amortization represents C Squared Solutions, Inc.’s proportionate share of income of 47% in the BKV-CIP Joint Venture for the three months ended December 31, 2025 and for the year ended December 31, 2025

Adjusted Free Cash Flow, Adjusted Free Cash Flow Attributable to BKV, Adjusted Free Cash Flow Margin, and Adjusted Free Cash Flow Margin Attributable to BKV

We define Adjusted Free Cash Flow as net cash provided by operating activities, excluding cash paid for contingent consideration, nonrecurring cash transactions, and changes in operating assets and liabilities, less total cash paid for capital expenditures (excluding leasehold costs and acquisitions). Adjusted Free Cash Flow attributable to BKV is defined as Adjusted Free Cash Flow less Adjusted EBITDAX attributable to noncontrolling interest, plus net contributions from noncontrolling interest.

Adjusted Free Cash Flow is not a measure of net cash flow provided by or used in operating activities as determined by GAAP. Adjusted Free Cash Flow is a supplemental non-GAAP financial measure that is used by our management and other external users of our financial statements, such as industry analysts, investors, lenders, rating agencies and others to assess our ability to internally fund our capital program, service or incur additional debt and to pay dividends. We believe Adjusted Free Cash Flow is a useful liquidity measure because it allows us and others to compare cash flow provided by operating activities across periods and to assess our ability to internally fund our capital program (including acquisitions), to reduce leverage, fund acquisitions and pay dividends to our stockholders. We define Adjusted Free Cash Flow Margin as the ratio of Adjusted Free Cash Flow for any period to total revenues, excluding derivative gains and losses, for such period. We use this metric to assess our liquidity relative to our revenues. Adjusted Free Cash Flow Margin illustrates the efficiency with which the Company generates Adjusted Free Cash Flow. We define Adjusted Free Cash Flow Margin attributable to BKV as the ratio of Adjusted Free Cash Flow attributable to BKV for any period to total revenues attributable to BKV, excluding derivative gains and losses and the 47% proportionate share of Adjusted Free Cash Flow attributable to C Squared Solutions, Inc.’s noncontrolling interest in the BKV-CIP Joint Venture. Adjusted Free Cash Flow should not be considered as an alternative to, or more meaningful than, net income (loss) or net cash provided by (used in) operating activities determined in accordance with GAAP. Other companies, including other companies in our industry, may not use Adjusted Free Cash Flow or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.

The table below presents our reconciliation of Adjusted Free Cash Flow and Adjusted Free Cash Flow attributable to BKV to net cash provided by operating activities, our most directly comparable GAAP financial measure for the periods indicated.

Three Months Ended
December 31,

 

Year Ended
December 31,

($ Thousands)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net cash provided by operating activities

$

69,389

 

 

$

43,762

 

 

$

242,707

 

 

$

118,538

 

Cash paid for contingent consideration (1)

 

 

 

 

 

 

 

20,000

 

 

 

20,000

 

Other nonrecurring cash transactions

 

10,747

 

 

 

 

 

 

25,848

 

 

 

 

Change in operating assets and liabilities

 

(16,347

)

 

 

9,824

 

 

 

(12,756

)

 

 

54,010

 

Cash paid for capital expenditures (excl. leasehold costs, acquisitions)

 

(88,771

)

 

 

(48,142

)

 

 

(297,740

)

 

 

(100,916

)

Adjusted Free Cash Flow (2)

$

(24,982

)

 

$

5,444

 

 

$

(21,941

)

 

$

91,632

 

Add back (subtract):

 

 

 

 

 

 

 

Adjusted EBITDAX attributable to noncontrolling interest

 

(817

)

 

 

 

 

 

(2,204

)

 

 

 

Net contributions from noncontrolling interest

 

7,554

 

 

 

 

 

 

25,490

 

 

 

 

Adjusted Free Cash Flow attributable to BKV (2)

$

(18,245

)

 

$

5,444

 

 

$

1,345

 

 

$

91,632

 

Total revenue, excluding derivative gains and losses

$

259,913

 

 

$

178,077

 

 

$

903,728

 

 

$

615,133

 

Adjusted Free Cash Flow Margin (2)

 

(9.6

)%

 

 

3.1

%

 

 

(2.4

)%

 

 

14.9

%

Total revenue attributable to BKV, excluding derivative gains and losses, and the 47% proportionate share of revenue from the noncontrolling interest in the BKV-CIP Joint Venture

$

258,801

 

 

$

178,077

 

 

$

900,119

 

 

$

615,133

 

Adjusted Free Cash Flow Margin attributable to BKV (2)

 

(7.0

)%

 

 

3.1

%

 

 

0.1

%

 

 

14.9

%

__________________________________________
(1) Cash paid for contingent consideration is included as a deduction to arrive at net cash provided by (used in) operating activities and therefore, is added back for the purpose of computing Adjusted Free Cash Flow.
(2) The early termination of derivative contracts increased Adjusted Free Cash Flow by $13.3 million for the year ended December 31, 2024. In addition, Adjusted Free Cash Flows decreased by $16.2 million for the year ended December 31, 2025 due to premiums paid of $16.2 million from the purchase of a put option, and increased by $23.5 million for the year ended December 31, 2024 from the sale of a call option.

Power JV Adjusted EBITDA

We define Power JV Adjusted EBITDA as net income (loss) of the Power JV before (i) unrealized derivative gains/losses, (ii) depreciation and amortization, and (iii) interest expense.

The items listed above are excluded from the Power JV’s net income (loss) in arriving at Power JV Adjusted EBITDA because these amounts can vary substantially from company to company within the power industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Power JV Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income (loss) determined in accordance with GAAP. Other companies, including other companies in the power industry, may not use Adjusted EBITDA or may calculate this measure differently than as presented in this release, limiting its usefulness as a comparative measure.

Power JV Adjusted EBITDA is a supplemental non-GAAP financial measure that is used by our management and external users of our consolidated financial statements, such as industry analysts, investors, lenders, rating agencies and others to more effectively evaluate our and the Power JV’s operating performance and results of operations from period to period and against our peers. We believe our investment in the Power JV is a strategic differentiator for BKV’s integrated energy solutions model. Investors in BKV may be interested in the results of the Power JV and the respective impact to BKV’s financial results. We believe Power JV Adjusted EBITDA is a useful performance measure because it allows us to effectively evaluate the Power JV’s operating performance and results of operations from period to period and against peers, without regard to financing methods, corporate form or capital structure.

The table below presents our reconciliation of Power JV Adjusted EBITDA to the Power JV’s net income (loss), the most directly comparable GAAP financial measure for the periods indicated.

Three Months Ended
December 31,

 

Year Ended
December 31,

($ Thousands)

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net income (loss)

$

(11,317

)

 

$

(34,119

)

 

$

29,789

 

 

$

21,085

 

Add back (subtract):

 

 

 

 

 

 

 

Net unrealized (gains) losses on derivatives

 

17,115

 

 

 

7,992

 

 

 

(4,810

)

 

 

(64,061

)

Depreciation and amortization

 

9,563

 

 

 

9,528

 

 

 

38,273

 

 

 

37,967

 

Interest expense

 

15,258

 

 

 

17,521

 

 

 

63,293

 

 

 

72,908

 

Power JV Adjusted EBITDA

$

30,619

 

 

$

922

 

 

$

126,545

 

 

$

67,899

 

 

 

 

 

 

 

 

 

50% Power JV Adjusted EBITDA (BKV’s proportionate share)

$

15,310

 

 

$

461

 

 

$

63,273

 

 

$

33,950

 

PV-10

PV-10 refers to the estimated future gross revenue to be generated from the production of proved reserves, net of estimated production and future development costs, using prices and costs in effect at the determination date, without giving effect to non-property related expenses such as general and administrative expenses, debt service and future income tax expense or to depreciation, depletion and amortization, discounted using an annual discount rate of 10%. PV-10 is not a financial measure calculated in accordance with GAAP because it does not include the effects of income taxes on future net revenues. PV-10 is derived from the Standardized Measure, which is the most directly comparable GAAP financial measure. Neither PV-10 nor Standardized Measure represent an estimate of the fair market value of our oil and natural gas properties. We believe that the presentation of PV-10 is relevant and useful to investors because it presents the discounted future net cash flows attributable to our estimated net proved reserves prior to taking into account future corporate income taxes, and it is a useful measure for evaluating the relative monetary significance of our oil and gas properties. It is not intended to represent the current market value of our estimated reserves. PV-10 should not be considered in isolation or as a substitute for the Standardized Measure reported in accordance with GAAP, but rather should be considered in addition to the Standardized Measure.

Investor Contacts:
Michael Hall
BKV Corporation
Vice President, Investor Relations
InvestorRelations@bkvcorp.com

Caldwell Bailey
ICR, Inc.
BKVIR@ircinc.com

Source: BKV Corporation