ff20250930_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended September 30, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from __________ to ___________
	Commission file number: 0-52577

(Exact Name of Registrant as Specified in Its Charter)

Delaware		20-3340900
(State or Other Jurisdiction of		(IRS Employer Identification No.)
Incorporation or Organization)

2800 Gap Road, Batesville, Arkansas		72501
(Address of Principal Executive Offices)		(Zip Code)

	(870) 698-5608
	(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	FF	NYSE

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☐	Accelerated filer	☑
Non-accelerated filer ☐	Smaller reporting company	☑
	Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of November 10, 2025: 43,803,243

PART I FINANCIAL INFORMATION

Item 1. Financial Statements.

FutureFuel Corp.

Consolidated Balance Sheets

(Dollars in thousands)

		(Unaudited)
	*September 30, 2025*			*December 31, 2024*
Assets
Cash and cash equivalents	$	85,560		$	109,541
Accounts receivable, inclusive of the blenders' tax credit of $0 and $6,683, respectively, and net of allowances for expected credit losses of $29 and $29, respectively		7,874			21,896
Inventory, net		6,133			20,643
Income tax receivable		43			53
Prepaid expenses		952			3,978
Prepaid expenses – related parties		12			-
Other current assets		12,236			8,675
Total current assets		112,810			164,786
Property, plant and equipment, net		85,776			78,538
Other assets		4,906			4,367
Total noncurrent assets		90,682			82,905
Total Assets	$	203,492		$	247,691
Liabilities and Stockholders’ Equity
Accounts payable, inclusive of the blenders’ tax credit rebates due customers of $28 and $890, respectively	$	7,596		$	10,483
Accounts payable – related parties		80			139
Deferred revenue – current		995			904
Dividends payable		2,815			10,699
Accrued expenses and other current liabilities		13,835			11,082
Total current liabilities		25,321			33,307
Deferred revenue – noncurrent		6,020			6,324
Noncurrent deferred income taxes		767			773
Other noncurrent liabilities		2,261			1,466
Total noncurrent liabilities		9,048			8,563
Total liabilities		34,369			41,870
Commitments and contingencies
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding		-			-
Common stock, $0.0001 par value, 75,000,000 shares authorized, 43,803,243 shares issued and outstanding as of September 30, 2025 and December 31, 2024		4			4
Additional paid in capital		206,124			205,434
Retained earnings (accumulated deficit)		(37,005	)		383
Total stockholders’ equity		169,123			205,821
Total Liabilities and Stockholders’ Equity	$	203,492		$	247,691

The accompanying notes are an integral part of these consolidated financial statements.

FutureFuel Corp.

Consolidated Statements of Operations and Net (Loss) Income

(Dollars in thousands, except per share amounts)

(Unaudited)

	*Three Months Ended*						*Nine Months Ended*
	*September 30,*						*September 30,*
	*2025*			*2024*			*2025*			*2024*
Revenue	$	22,689		$	51,140		$	75,900		$	181,830
Cost of goods sold		28,941			50,152			104,262			165,644
Cost of goods sold – related parties		8			36			11			63
Distribution		534			532			1,665			1,939
Distribution – related parties		37			37			123			137
Gross (loss) profit		(6,831	)		383			(30,161	)		14,047
Selling, general, and administrative expenses
Compensation expense		1,125			1,140			4,256			3,188
Other expense		755			994			2,406			2,833
Related party expense		169			156			499			462
Research and development expenses		855			981			3,179			2,803
Total operating expenses		2,904			3,271			10,340			9,286
(Loss) income from operations		(9,735	)		(2,888	)		(40,501	)		4,761
Interest income		1,012			1,830			3,317			6,151
Interest expense		(126	)		(35	)		(188	)		(104	)
Other (expense) income		(505	)		(105	)		-			2,533
Other income, net		381			1,690			3,129			8,580
(Loss) income before taxes		(9,354	)		(1,198	)		(37,372	)		13,341
Income tax (benefit) provision		(27	)		(3	)		14			635
Net (loss) income	$	(9,327	)	$	(1,195	)	$	(37,386	)	$	12,706

(Loss) earnings per common share
Basic	$	(0.21	)	$	(0.03	)	$	(0.85	)	$	0.29
Diluted	$	(0.21	)	$	(0.03	)	$	(0.85	)	$	0.29
Weighted average shares outstanding
Basic		43,803,243			43,763,243			43,803,243			43,763,243
Diluted		43,803,243			43,763,243			43,803,243			43,763,243

The accompanying notes are an integral part of these consolidated financial statements.

FutureFuel Corp.

Consolidated Statements of Stockholders’ Equity

(Dollars in thousands)

(Unaudited)

	*For the Nine Months Ended September 30, 2025*
							*Retained*
					*Additional*		*Earnings*			*Total*
	*Common Stock*				*paid in*		*(Accumulated*			*Stockholders’*
	*Shares*		*Amount*		*Capital*		*Deficit)*			*Equity*
Balance - December 31, 2024		43,803,243	$	4	$	205,434	$	383		$	205,821
Stock based compensation		-		-		227		(1	)		226
Net loss		-		-		-		(17,643	)		(17,643	)
Balance - March 31, 2025		43,803,243	$	4	$	205,661	$	(17,261	)	$	188,404
Stock based compensation		-		-		237		(1	)		236
Net loss		-		-		-		(10,416	)		(10,416	)
Balance - June 30, 2025		43,803,243	$	4	$	205,898	$	(27,678	)	$	178,224
Stock based compensation		-	$	-		226		-			226
Net loss		-		-		-		(9,327	)		(9,327	)
Balance - September 30, 2025		43,803,243	$	4	$	206,124	$	(37,005	)	$	169,123

	*For the Nine Months Ended September 30, 2024*

					*Additional*						*Total*
	*Common Stock*				*paid in*			*Retained*			*Stockholders’*
	*Shares*		*Amount*		*Capital*			*Earnings*			*Equity*
Balance - December 31, 2023		43,763,243	$	4	$	282,489		$	27,387		$	309,880
Cash dividends declared, $2.50 per common share		-		-		(77,691	)		(31,717	)		(109,408	)
Stock based compensation		-		-		22			-			22
Net income		-		-		-			4,330			4,330
Balance - March 31, 2024		43,763,243	$	4	$	204,820		$	-		$	204,824
Net income		-		-		-			9,571			9,571
Balance - June 30, 2024		43,763,243	$	4	$	204,820		$	9,571		$	214,395
Stock based compensation		-	$	-		91		$	-			91
Net loss		-		-		-			(1,195	)		(1,195	)
Balance - September 30, 2024		43,763,243	$	4	$	204,911		$	8,376		$	213,291

The accompanying notes are an integral part of these consolidated financial statements.

FutureFuel Corp.

Consolidated Statements of Cash Flows

(Dollars in thousands)

(Unaudited)

	*Nine Months Ended September 30,*
	*2025*			*2024*
Cash flows from operating activities
Net (loss) income	$	(37,386	)	$	12,706
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Depreciation		7,143			6,923
Amortization of deferred financing costs		64			77
Provision for deferred income taxes		(6	)		618
Change in fair value of derivative instruments		(404	)		1,439
Stock based compensation		688			113
(Gain) loss on disposal of property and equipment		(34	)		24
Noncash interest expense		27			26
Changes in operating assets and liabilities:
Accounts receivable		14,022			12,439
Accounts receivable – related parties		-			1
Inventory		14,510			8,662
Income tax receivable		10			1,940
Prepaid expenses		3,026			3,382
Prepaid expenses – related parties		(12	)		-
Other assets		(3,748	)		310
Accounts payable		(2,448	)		(11,043	)
Accounts payable – related parties		(59	)		82
Income tax payable		-			359
Accrued expenses and other current liabilities		2,753			6,062
Deferred revenue		(213	)		(2,705	)
Other noncurrent liabilities		768			-
Net cash (used in) provided by operating activities		(1,299	)		41,415
Cash flows from investing activities
Collateralization of derivative instruments		360			423
Proceeds from the sale of property and equipment		34			6
Capital expenditures		(14,820	)		(10,605	)
Net cash used in investing activities		(14,426	)		(10,176	)
Cash flows from financing activities
Payment of dividends		(7,884	)		(117,285	)
Deferred financing costs		(372	)		-
Net cash used in financing activities		(8,256	)		(117,285	)
Net change in cash and cash equivalents		(23,981	)		(86,046	)
Cash and cash equivalents at beginning of period		109,541			219,444
Cash and cash equivalents at end of period	$	85,560		$	133,398

Cash paid for income taxes	$	10		$	-
Cash paid for interest expense	$	98		$	1
Change in noncash capital expenditures	$	(439	)	$	452

The accompanying notes are an integral part of these consolidated financial statements.

Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share and per gallon amounts)

(Unaudited)

1)	SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared by FutureFuel Corp. (“FutureFuel” or “the Company”) in accordance and consistent with the accounting policies stated in the Company's 2024 Annual Report on Form 10-K, inclusive of the audited consolidated financial statements, and should be read in conjunction with these consolidated financial statements. Certain reclassifications were made to prior year amounts to conform to the 2025 presentation.

In the opinion of FutureFuel, all normal recurring adjustments necessary for a fair presentation have been included in the unaudited consolidated financial statements. The unaudited consolidated financial statements have been prepared in compliance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with instructions to Form 10-Q adopted by the Securities and Exchange Commission (“SEC”). Accordingly, the unaudited consolidated financial statements do not include all the information and footnotes required by GAAP for complete financial statements and do include amounts that are based upon management estimates and judgments. Future actual results could differ from such current estimates. The unaudited consolidated financial statements include assets, liabilities, revenues, and expenses of FutureFuel and its direct and indirect wholly owned subsidiaries; namely, FutureFuel Chemical Company; FutureFuel Warehouse Company, L.L.C.; and Legacy Regional Transport, L.L.C. Intercompany transactions and balances have been eliminated in consolidation.

Some of the Company's manufacturing equipment requires periodic, planned shutdowns of significant parts of our facility in order to perform necessary inspections, cleanings, and maintenance activities, referred to as turnarounds. The cost of turnarounds incurred for routine repairs and maintenance or unplanned outages at our facility are expensed as incurred.

Recently Adopted Accounting Standards

Accounting standards update (“ASU”) No. 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures: The FASB issued this ASU in December 2023 which aims to address requests for improved income tax disclosures from investors that use the financial statements to make capital allocation decisions. The amendments in this ASU apply to all entities that are subject to income taxes. The ASU is effective for years beginning after December 15, 2024, but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company has adopted the new standard effective for the year ended December 31, 2025; however, the required disclosures are effective for our 2025 annual report. The adoption has an immaterial impact on the Company's financial statements but additional disclosures will be included in the notes to the financial statements for the year ended December 31, 2025.

Accounting Standards Issued Not Yet Adopted as of September 30, 2025

ASU No. 2024-03 Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses: The FASB issued this ASU in November 2024 which aims to provide investors with more useful information about an entity’s expenses by improving disclosures on income statement expenses. The amendments in this ASU require all public business entities to disclose disaggregated information about specific categories underlying certain income statement expense line items. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is evaluating this accounting standard and currently does not expect the adoption to have a material impact on its financial statements and disclosures.

ASU No. 2025-06 Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): The FASB issued this ASU, which finalizes Proposed ASU No. 2024-ED400 of the same name, in September 2025. This ASU aims to address the challenges of applying current internal-use software accounting requirements (which were issued when companies followed a prescriptive and sequential development method) to software developed under more current, incremental and iterative development methods. This ASU removes all references to a prescriptive and sequential software method, referred to as “project stages”, and requires a company to start capitalizing software costs when management has authorized or committed to funding the project and when it is probable that the project will be completed and the software will perform as intended. The amendments in this ASU are effective for all entities for annual reporting periods beginning after December 15, 2027 and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The Company is evaluating this accounting standard and currently does not expect the adoption to have a material impact on its financial statements and disclosures.

Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share and per gallon amounts)

(Unaudited)

2)	GOVERNMENT TAX CREDITS

Due to the lack of specific U.S. GAAP guidance for the following tax credits, the Company elected to follow IAS 20 principles ("Accounting for Government Grants"). Accordingly, the following credits were recognized as a reduction in the cost of goods sold, net of estimated selling expenses.

BIODIESEL BLENDERS' TAX CREDIT

The biodiesel Blenders’ Tax Credit (“BTC”) provided a one dollar per gallon tax credit to the blender of biomass-based diesel with at least 0.1% petroleum-based diesel fuel. The Company recorded this credit as a reduction in the cost of goods sold as applicable sales were made. The BTC expired December 31, 2024.

SMALL AGRI-BIODIESEL PRODUCER TAX CREDIT

The Small Agri-Biodiesel Producer Tax Credit also expired December 31, 2024. This tax credit was available to producers with production capacity not in excess of 60 million gallons and provided a $0.10 per gallon income tax credit on the first 15 million gallons of agri-biodiesel sold. The Company was eligible for this credit and recognized the credit in the same accounting period as the benefit from the BTC. The benefit of this credit was recognized as a component of income tax provision through December 31, 2024.

On July 4, 2025, the Budget Reconciliation Act of 2025 officially reinstated and extended the Small Producer's Tax Credit through December 31, 2026. This transferable, nonrefundable credit offers eligible producers—those with a capacity of 60 million gallons or less—$0.20 per gallon on the first 15 million gallons of fuel they produce. The benefit of this credit was recognized as a reduction in cost of goods sold following IAS 20.

CLEAN FUEL PRODUCTION TAX CREDIT

The Clean Fuel Production Credit (“CFPC” or §45Z credit), established by the Inflation Reduction Act of 2022 and extended through 2029 by the Budget Reconciliation Act of 2025, is a key incentive for low-emission transportation fuels. The Company’s biodiesel was approved for the Clean Fuel Production Credit in December 2024.

This transferable, nonrefundable income tax credit uses a sliding scale based on the fuel's greenhouse gas (GHG) emissions. The Company qualifies for an increased credit above the base of $0.20 per gallon for non-aviation fuel because it satisfies the prevailing wage and apprenticeship requirements.

For the three and nine months ended September 30, 2025, the Company recognized $2.5 million in CFPC.

Notes to Consolidated Financial Statements of FutureFuel Corp.

(Dollars in thousands, except per share and per gallon amounts)

(Unaudited)

3)	REVENUE RECOGNITION

The majority of revenue is from short-term contracts with revenue recognized when a single performance obligation to transfer product under the terms of a contract with a customer is satisfied.

Certain of the Company's custom chemical contracts within the chemical segment contain a material right as defined by ASC Topic 606 “Revenue from Contracts with Customers”, (“ASC 606”), from the provision of a customer option to purchase future goods or services at a discounted price as a result of upfront payments provided by customers. Each contract also has a performance obligation to transfer products with 30-day payment terms. The Company recognizes revenue when the customer takes control of the inventory, either upon shipment or when the material is made available for pick up. If the customer is deemed to take control of the inventory prior to pick up, the Company recognizes the revenue as a bill-and-hold transaction in accordance with ASC 606. The Company applies the renewal option approach in allocating the transaction price to these material rights and transfer of product. As a basis for allocating the transaction price to the material right and transfer of product, the Company estimates the expected life of the contract, the expected contractual volumes to be sold over that life, and the most likely expected sales price. Each estimate is updated quarterly on a prospective basis.

The Company has a short-term, twelve-month lease agreement for its warehouse space. Lease revenue recognized under this agreement totaled $170 and $170 for the three months ended September 30, 2025, and 2024, respectively, and $510 and $499 for the nine months ended September 30, 2025 and 2024, respectively.

Contract Assets and Liabilities:

Contract assets consist of unbilled amounts typically resulting from revenue recognized through bill-and-hold arrangements. The contract assets at September 30, 2025 and December 31, 2024 consist of unbilled revenue from one customer and unbilled capital reimbursement from another customer and are recorded as accounts receivable in the consolidated balance sheets. Contract liabilities consist of advance payment arrangements related to material rights recorded as deferred revenue in the consolidated balance sheets. Increases to contract liabilities from cash received or due for a performance obligation of chemical segment plant expansions were $0 and $0 for the three months and $125 and $0 for the nine months ended September 30, 2025 and 2024, respectively. Contract liabilities are reduced as the Company transfers product to the customer under the renewal option approach. Revenue recognized in the chemical segment from the contract liability reductions was $61 and $936 for the three months and $171 and $2,539 for the nine months ended September 30, 2025 and 2024, respectively. These contract asset and liability balances are reported on the consolidated balance sheets on a contract-by-contract basis at the end of each reporting period.

SEC Form 10-Q filed by FutureFuel Corp.