LanzaTech Reports Fourth Quarter and Fiscal Year 2025 Financial Results

LanzaTech Reports Fourth Quarter and Fiscal Year 2025 Financial Results LanzaTech Reports Fourth Quarter and Fiscal Year 2025 Financial Results Continued Focus on Operational Execution and Strategic Transformation GlobeNewswire March 31, 2026

SKOKIE, Ill., March 31, 2026 (GLOBE NEWSWIRE) -- LanzaTech Global, Inc. (NASDAQ: LNZA) (“LanzaTech” or the “Company”), a carbon management solutions company, today reported its financial and operating results for the fourth quarter and fiscal year ended December 31, 2025.

Key Highlights:

(1) See “Non-GAAP Financial Measures” and “Reconciliation of Net Loss to Adjusted EBITDA” sections herein for an explanation and reconciliations of non-GAAP measures used throughout this release.

Fourth Quarter 2025 Financial Results

The table below outlines key results for the years ended December 31, 2025 and 2024, respectively:

All amounts in millions ($)Three Months Ended December 31, Years Ended December 31,
  2025   2024   2025   2024 
Revenue$28.0  $12.0  $55.8  $49.6 
Cost of revenue(1) 9.9   5.6   30.5   26.0 
Operating expenses 18.3   33.5   104.5   132.6 
Net loss (0.1)  (27.0)  (49.0)  (137.7)
Adjusted EBITDA(2)$2.4  $(21.2) $(71.3) $(88.2)


(1) Exclusive of depreciation.

(2) See “Non-GAAP Financial Measures” and “Reconciliation of Net Loss to Adjusted EBITDA” sections herein for an explanation and reconciliations of non-GAAP measures used throughout this release.

Revenue

Cost of Revenue

Operating Expense

Net Loss

Adjusted EBITDA

Balance Sheet and Liquidity

Management Comments

“This has been a year of disciplined transformation. By aligning our structure to the realities of the market and focusing on the highest-value paths—especially the growing demand for SAF—we believe that we’ve strengthened our position and regained momentum,” said Dr. Jennifer Holmgren, Board Chair and CEO of LanzaTech. “SAF is a practical and important outlet for the ethanol we produce, and we believe we’ve adjusted the business so we can focus on that opportunity more directly while also positioning ourselves to access future growth in the marine fuels market, provided we obtain the necessary capital to do so.”

About LanzaTech

LanzaTech (NASDAQ: LNZA) is a leader in carbon management, using its proprietary gas-fermentation platform to transform waste carbon into valuable products. Through global partnerships, LanzaTech enables the production of feedstocks for high-value markets including SAF and chemicals. Headquartered in the U.S., the company provides technology and commercial pathways that strengthen industrial resilience and unlock new economic value from carbon.

Forward-Looking Statements

This press release includes forward-looking statements regarding, among other things, the plans, strategies and prospects, both business and financial, of the Company. These statements are based on the beliefs and assumptions of the Company’s management. Although the Company believes that its plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, the Company cannot assure you that it will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. These statements may be preceded by, followed by or include the words “believes,” “estimates,” “expects,” “projects,” “forecasts,” “may,” “will,” “should,” “seeks,” “plans,” “scheduled,” “anticipates,” “intends” or similar expressions. The forward-looking statements are based on projections prepared by, and are the responsibility of, the Company’s management. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements, including the Company's ability to continue operations as a going concern; the Company's ability to attract new investors and raise substantial additional financing to fund its operations and/or execute on its other strategic options; delays or interruptions in government contract awards, funding cycles or agency operations (including due to a government shutdown) that could postpone project milestones and defer related revenue recognition; the Company's ability to maintain the listing of the Nasdaq Stock Market LLC; the Company's ability to execute on its business strategy and achieve profitability; its securities on the Company's ability to attract, retain and motivate qualified personnel, the Company's anticipated growth rate and market opportunities; the potential liquidity and trading of the Company's securities; the Company's future financial performance and capital requirements; the Company's assessment of the competitive landscape; the Company's ability to comply with laws and regulations applicable to its business; the Company's ability to enter into, successfully maintain and manage relationships with industry partners; the availability of governmental programs designed to incentivize the production and consumption of low-carbon fuels and carbon capture and utilization; the Company's ability to adequately protect its intellectual property rights; the Company's ability to manage its growth effectively; the Company's ability to increase its revenue from engineering services, sales of equipment packages and sales of CarbonSmart products and to improve its operating results; and the Company's ability to remediate the material weaknesses in its internal control over financial reporting and to maintain effective internal controls. The Company may be adversely affected by other economic, business, or competitive factors, and other risks and uncertainties, including those described under the header “Risk Factors” in its Annual Report on Form 10-K for the year ended December 31, 2025 and in future SEC filings. New risk factors that may affect actual results or outcomes emerge from time to time and it is not possible to predict all such risk factors, nor can the Company assess the impact of all such risk factors on its business, or the extent to which any factor or combination of factors may cause actual results to differ materially from those contained in any forward-looking statements. Forward-looking statements are not guarantees of performance. You should not put undue reliance on these statements, which speak only as of the date hereof. All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by the foregoing cautionary statements. The Company undertakes no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Non-GAAP Financial Measures

To supplement our financial statements presented in accordance with GAAP and to provide investors with additional information regarding our financial results, we have presented Adjusted EBITDA, a non-GAAP financial measure. Adjusted EBITDA is not based on any standardized methodology prescribed by GAAP and is not necessarily comparable to similarly titled measures presented by other companies.

We define Adjusted EBITDA as our net loss, excluding the impact of depreciation, interest income, net, stock-based compensation expense, change in fair value of warrant liabilities, loss on the Brookfield SAFE extinguishment, change in fair value of the Brookfield SAFE and the Brookfield Loan liabilities (net of interest accretion reversal), change in fair value of the FPA Put Option liability and Fixed Maturity Consideration, change in fair value of the Convertible Note, change in fair value of the PIPE Warrant and loss from equity method investees, net. We monitor and have presented in this earnings press release Adjusted EBITDA because it is a key measure used by our management and the Board to understand and evaluate our operating performance, to establish budgets, and to develop operational goals for managing our business. We believe Adjusted EBITDA helps identify underlying trends in our business that could otherwise be masked by the effect of certain expenses that we include in net loss. Accordingly, we believe Adjusted EBITDA provides useful information to investors, analysts, and others in understanding and evaluating our operating results and enhancing the overall understanding of our past performance and future prospects.

Adjusted EBITDA is not prepared in accordance with GAAP and should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of Adjusted EBITDA rather than net loss, which is the most directly comparable financial measure calculated and presented in accordance with GAAP. For example, Adjusted EBITDA: (i) excludes stock-based compensation expense because it is a significant non-cash expense that is not directly related to our operating performance; (ii) excludes depreciation expense and, although this is a non-cash expense, the assets being depreciated and amortized may have to be replaced in the future; (iii) excludes gain or losses on equity method investee; and (iv) excludes certain income or expense items that do not provide a comparable measure of our business performance. In addition, the expenses and other items that we exclude in our calculations of Adjusted EBITDA may differ from the expenses and other items, if any, that other companies may exclude from Adjusted EBITDA when they report their operating results. In addition, other companies may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison.

LANZATECH GLOBAL INC.
CONSOLIDATED BALANCE SHEETS
(Unaudited, in thousands, except share and per share data)
 
 December 31, December 31,
  2025   2024 
Assets   
Current assets:   
Cash and cash equivalents$13,164  $43,499 
Held-to-maturity investment securities    12,374 
Trade and other receivables, net of allowance 9,527   9,456 
Contract assets, net of allowance 6,541   18,975 
Other current assets 10,456   15,030 
Total current assets 39,688   99,334 
Property, plant and equipment, net 17,128   22,333 
Right-of-use assets 14,378   26,790 
Equity method investment 13,272   4,363 
Equity security investment 14,990   14,990 
Other non-current assets 751   6,873 
Total assets$100,207  $174,683 
Liabilities, Mezzanine Equity and Shareholders’ Equity   
Current liabilities:   
Accounts payable 10,869   5,289 
Other accrued liabilities 10,278   8,876 
Warrants 11   3,531 
Fixed Maturity Consideration and current FPA Put Option liability 4,123   4,123 
Contract liabilities 423   6,168 
Accrued salaries and wages 1,843   2,302 
Current lease liabilities 176   158 
Total current liabilities 27,723   30,447 
Non-current lease liabilities 16,388   30,619 
Non-current contract liabilities 5,896   5,233 
FPA Put Option liability 30,015   30,015 
Brookfield SAFE liability    13,223 
Brookfield Loan liability 10,900    
Convertible Note    51,112 
Other long-term liabilities 8   587 
Total liabilities 90,930   161,236 
Mezzanine Equity   
Convertible preferred stock, $0.0001 par value; 20,000,000 shares authorized as of December 31, 2025 and December 31, 2024; 20,000,000 and no shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively 2    
Preferred stock - additional paid-in capital 13,167    
Total mezzanine equity 13,169    
Shareholders’ Equity/(Deficit)   
Common stock, $0.0000001 par value, 25,800,000 shares authorized as of December 31, 2025 and December 31, 2024; 2,320,511 and 1,949,157 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively (1) 23   19 
Additional paid-in capital 1,013,195   981,638 
Accumulated other comprehensive income 1,444   1,393 
Accumulated deficit (1,018,554)  (969,603)
Total shareholders’ equity/(deficit) (3,892)  13,447 
Total liabilities, mezzanine equity and shareholders' equity 100,207   174,683 


(1) All common stock share and per share data for all periods presented have been retroactively adjusted to reflect the 1-for-100 reverse stock split of the Company’s common stock and the decrease in the par value of the Company’s common stock from $0.0001 to $0.0000001 per share which became effective on August 18, 2025.

LANZATECH GLOBAL INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Unaudited, in thousands, except share and per share data)
 
 Three Months Ended
December 31,
 Years Ended
December 31,
  2025   2024   2025   2024 
Revenues:       
Contracts with customers and grants$7,428  $5,311  $18,298  $22,995 
CarbonSmart product sales 3,631   3,933   14,625   7,943 
Collaborative arrangements    1,104   2,425   5,573 
Related party transactions 16,940   1,682   20,497   13,081 
Total revenues 27,999   12,030   55,845   49,592 
Costs and operating expenses:       
Contracts with customers and grants(1) 6,530   985   15,438   15,341 
CarbonSmart product sales(1) 3,322   3,894   14,191   7,543 
Collaborative arrangements(1)    532   822   2,566 
Related party transactions(1) 33   157   93   520 
Research and development expense 11,500   16,459   53,184   77,007 
Depreciation expense 1,367   1,278   4,227   5,567 
Selling, general and administrative expense 5,452   15,745   47,046   49,981 
Total cost and operating expenses 28,204   39,050   135,001   158,525 
Loss from operations (205)  (27,020)  (79,156)  (108,933)
Other income (expense):       
Interest income, net 273   710   1,214   3,162 
Other income (expense), net 2,377   5,616   41,539   (17,726)
Total other income (expense), net 2,650   6,326   42,753   (14,564)
Loss from equity method investees, net (2,529)  (6,299)  (12,548)  (14,234)
Net loss$(84) $(26,993) $(48,951) $(137,731)
        
Other comprehensive loss:       
Changes in credit risk of fair value instruments    (1,096)  1,091   (1,096)
Foreign currency translation adjustments (124)  322   (1,040)  124 
Comprehensive loss$(208) $(27,767) $(48,900) $(138,703)
        
Net loss per common share - basic$(0.04) $(13.65) $(22.27) $(69.71)
Net loss per common share - diluted$(0.04) $(13.65) $(22.27) $(69.71)
        
Weighted-average number of common shares outstanding - basic(2) 2,320,158   1,977,891   2,197,935   1,975,799 
Weighted-average number of common shares outstanding - diluted(2) 2,320,158   1,977,891   2,197,935   1,975,799 


(1) Exclusive of depreciation.

(2) All common stock share and per share data for all periods presented have been retroactively adjusted to reflect the 1-for-100 reverse stock split of the Company’s common stock and the decrease in the par value of the Company’s common stock from $0.0001 to $0.0000001 per share which became effective on August 18, 2025.

LANZATECH GLOBAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited, in thousands)
 
 December 31,
  2025   2024 
Cash Flows From Operating Activities:   
Net loss$(48,951) $(137,731)
Adjustments to reconcile net loss to net cash used in operating activities:   
Share-based compensation expense 7,201   13,208 
Gain on change in fair value of SAFE and warrant liabilities (3,469)  (17,887)
Loss on change in fair value of the Brookfield Loan 5,310    
Gain on change in fair value of the Amended Brookfield Loan (1,400)   
Loss on Brookfield SAFE extinguishment 6,216    
Loss on change in fair value of the FPA Put Option and the Fixed Maturity Consideration liabilities    23,510 
Change in fair value of Convertible Note (42,980)  11,894 
Gain on change in fair value of PIPE Warrant liability (8,800)   
Gain on partial lease termination (60)   
recoveries 1,994   961 
Depreciation of property, plant and equipment 4,227   5,592 
Amortization of discount on debt security investment (34)  (854)
Non-cash lease expense 1,553   1,713 
Non-cash recognition of licensing revenue (20,665)  (11,532)
Loss from equity method investees, net 12,548   14,234 
Loss from disposal of property, plant and equipment    (25)
Unrealized Loss on net foreign exchange 610   (284)
Changes in operating assets and liabilities:   
Accounts receivable, net (117)  557 
Contract assets 10,797   9,162 
Accrued interest on debt investment (83)  183 
Other assets 6,250   (2,066)
Accounts payable and accrued salaries and wages 5,121   (1,790)
Contract liabilities (375)  311 
Operating lease liabilities (1,629)  641 
Other liabilities 1,882   1,143 
Net cash used in operating activities (64,854)  (89,060)
Cash Flows From Investing Activities:   
Purchase of property, plant and equipment (1,258)  (5,312)
Proceeds from disposal of property, plant and equipment    25 
Purchase of debt securities    (27,083)
Proceeds from maturity of debt securities 12,408   60,722 
Net cash provided by investing activities 11,150   28,352 
Cash Flows From Financing Activities:   
Proceeds from issuance of preferred stock 15,050    
Issuance costs related to preferred stock (1,881)   
Settlement of FPA    (10,039)
Proceeds from exercise of options    300 
Proceeds from issuance of Convertible Note, net    40,000 
Repurchase of equity instruments of the Company    (48)
Partial settlement of the Brookfield Loan (12,500)   
Proceeds from PIPE Warrant 24,950    
Net cash provided by financing activities 25,619   30,213 
Effects of currency translation on cash, cash equivalents and restricted cash (601)  (52)
Net decrease in cash, cash equivalents and restricted cash (28,686)  (30,547)
Cash, cash equivalents and restricted cash at beginning of period 45,737   76,284 
Cash, cash equivalents and restricted cash at end of period$17,051  $45,737 
    
    
Supplemental disclosure of non-cash investing and financing activities:   
Acquisition of property, plant and equipment under accounts payable    132 
Right-of-use asset additions    10,194 
Extinguishment of the Brookfield SAFE 13,274    
Issuance of the Brookfield Loan (19,490)   
Extinguishment of the Brookfield Loan 12,300    
Issuance of the Amended Brookfield Loan (12,300)   
Cashless issuance of equity for Convertible Notes 8,132    
Non-cash change in lease liability on partial termination 13,025    
Non-cash change in ROU assets on partial termination (13,085)   
Non-cash partial reversal of FPA upon settlement    24,084 
Third-party issuance costs for the Convertible Note    3,169 



LANZATECH GLOBAL INC
Reconciliation of Net Loss to Adjusted EBITDA
(Unaudited, in thousands)
 
 Three Months Ended
December 31,
 Years Ended
December 31,
  2025   2024   2025   2024 
Net loss$(84) $(26,993) $(48,951) $(137,731)
Depreciation 1,367   1,278   4,227   5,567 
Interest income, net (273)  (710)  (1,214)  (3,162)
Stock-based compensation expense and change in fair value of Brookfield SAFE and warrant liabilities(1) 1,256   6,191   3,732   (4,679)
Loss on Brookfield SAFE extinguishment       6,216    
Change in fair value of the FPA Put Option and Fixed Maturity Consideration liabilities          23,283 
Change in fair value of Convertible Note and related transaction costs    (7,296)  (42,980)  14,276 
Change in fair value of PIPE Warrant       (8,800)   
Change in fair value of the Brookfield Loan (net of interest accretion reversal)       5,310    
Change in fair value of the Amended Brookfield Loan (2,400)     (1,400)   
Loss from equity method investees, net 2,529   6,299   12,548   14,234 
Adjusted EBITDA$2,395  $(21,231) $(71,312) $(88,212)


(1) Stock-based compensation expense represents expense related to equity compensation plans.

Investor Relations Contact:
investors@lanzatech.com

Public Relations/Media Contact:
Freya Burton
freya@lanzatech.com


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