What the changes say
- Updates highlight regulatory changes from the OBBBA law affecting tax credits and shifting revenue percentages from government contracts.
What changed since the prior 10-K
Dropped
- DroppedRisks Related to Our Business
often able to modify, curtail or terminate contracts with us at their convenience and without prior notice, and would only be required to pay for work completed and commitments made at or prior to the time of termination
Reworded
- 61% rewrittenRisks Related to Our Business
We have significant contracts with government entities, which are subject to unique risks
Updated government contract revenue percentages to 30%, 22%, and 23% for 2023, 2024, and 2025.
- 39% rewrittenRisks Related to Environmental Health and Safety and Governmental and Environmental Regulations
Our business could be negatively affected by federal or state laws, orders or regulations mandating new or additional limits on GHG emissions, “tailpipe” emissions or internal combustion engines
- 34% rewrittenRisks Related to Environmental Health and Safety and Governmental and Environmental Regulations
Our business is influenced by environmental, tax and other government regulations, programs and incentives that promote our vehicle fuels, and their modification or repeal could negatively affect our business
Added risks from the OBBBA signed July 4, 2025, restricting tax credits and requiring future U.S. Treasury guidance.
- 30% rewrittenRisks Related to Our Business
We have a history of losses and may incur additional losses in the future
- 28% rewrittenRisks Related to Our Business
Our commercial success depends on our ability and the ability of our third-party supply sources to successfully develop and operate projects and produce expected volumes of RNG
- 26% rewrittenRisks Related to Our Business
Our station construction activities subject us to business and operational risks
- 24% rewrittenRisks Related to Our Common Stock
The price of our common stock may continue to fluctuate significantly, and you could lose all or part of your investment
- 23% rewrittenRisks Related to Our Business
To secure ADG RNG from new projects we develop, we typically face a long and variable development cycle that requires significant resource commitments and a long lead time before we realize revenue
- 22% rewrittenRisks Related to Our Business
Our results of operations fluctuate significantly and are difficult to predict
- 22% rewrittenRisks Related to Our Business
We rely on information technology in our operations, and any material failure, inadequacy, interruption, or security failure of that technology could harm our business
All 28 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Business
- 01Our success is dependent on the willingness of fleets and other customers to adopt our vehicle fuels, which may not occur in a timely manner, at expected levels or at all
- 02We are dependent on the production of vehicles and engines in our key customer and geographic markets by manufacturers, over which we have no control
- 03Our RNG business may not be successful
- 04Our commercial success depends on our ability and the ability of our third-party supply sources to successfully develop and operate projects and produce expected volumes of RNG28% rewritten
- 05Acquisition, financing, construction, and development of projects by us or our partners that own projects and divestitures, investments or other strategic relationships, may not commence on anticipated timelines or at all, may not meet expectations, and may otherwise harm our business
- 06To secure ADG RNG from new projects we develop, we typically face a long and variable development cycle that requires significant resource commitments and a long lead time before we realize revenue23% rewritten
- 07Livestock waste and dairy farm projects are dependent on LCFS credits and RINs
- 08We have a history of losses and may incur additional losses in the future30% rewritten
- 09Any potential future plans for hydrogen and electric vehicle stations may require significant cash investments and management resources and may not meet our expectations
- 10Increases, decreases and general volatility in the prices of RNG, natural gas, crude oil, diesel, renewable diesel and Environmental Credits could adversely affect our business
- 11We face increasing competition from competitors, many of which have far greater resources, customer bases and brand awareness than we have, and we may not be able to compete effectively with these businesses
- 12We rely on information technology in our operations, and any material failure, inadequacy, interruption, or security failure of that technology could harm our business22% rewritten
- 13NG Advantage may not be successful
- 14Our station construction activities subject us to business and operational risks26% rewritten
- 15We have significant contracts with government entities, which are subject to unique risks61% rewritten
- 16Our results of operations fluctuate significantly and are difficult to predict22% rewritten
- 17A pandemic, epidemic or other infectious disease outbreaks may adversely harm our business
- 18Our future success will depend on our ability to attract and retain qualified management, technical, and other personnel
Risks Related to Our Indebtedness and Other Capital Resources
- 19We may need to raise additional capital to continue to fund our business, which could have negative effects and may not be available when needed, on acceptable terms or at all
- 20Our indebtedness could adversely affect our financial condition or operating flexibility and prevent us from fulfilling our obligations under our credit agreement and other indebtedness we may incur, and we may not generate sufficient cash flow from our business to pay our debt
- 21Our warranty reserves may not adequately cover our warranty obligations, which could result in unexpected costs
Risks Related to Environmental Health and Safety and Governmental and Environmental Regulations
- 22Our business is influenced by environmental, tax and other government regulations, programs and incentives that promote our vehicle fuels, and their modification or repeal could negatively affect our business34% rewritten
- 23To benefit from Environmental Credits, RNG projects are required to be registered and are subject to audit
- 24Our business could be negatively affected by federal or state laws, orders or regulations mandating new or additional limits on GHG emissions, “tailpipe” emissions or internal combustion engines39% rewritten
- 25Our business is subject to a variety of government regulations, including environmental regulations, which may restrict our operations and result in costs and penalties or otherwise adversely affect our business and ability to compete
- 26Our operations entail inherent safety and environmental risks, which may result in substantial liability to us
Risks Related to Our Common Stock
- 27Sales of our common stock, or the perception that such sales may occur, could cause the market price of our stock to drop significantly, regardless of the state of our business
- 28The price of our common stock may continue to fluctuate significantly, and you could lose all or part of your investment24% rewritten
Other Clean Energy Fuels 10-Ks
- FY2024 10-K risk factors29 risks
Fleet adoption of RNG and natural gas has been slower and more volatile than anticipated, impacting our revenue growth.
Filed Feb 24, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.