Solaris Energy Infrastructure Announces Fourth Quarter and Full Year 2025 Results, Updated Earnings Guidance, Power Contracting Progress, Continued Shareholder Returns

HOUSTON--( BUSINESS WIRE)--Solaris Energy Infrastructure, Inc. (NYSE:SEI) (“Solaris” or the “Company”), today announced fourth quarter 2025 financial and operational results and provided updated earnings guidance.

Fourth Quarter and Full Year 2025 Summary Results and Key Updates

CEO Commentary

“Solaris finished the year strong, with continued execution across both our segments and we are building on that momentum in early 2026,” commented Bill Zartler, Solaris’ Chairman and Co-Chief Executive Officer. “In Solaris Power Solutions, we added a significant new long-term customer, allowing us to build on our proven track record of providing reliable, scalable behind-the-meter power solutions. In Solaris Logistics Solutions, activity levels rebounded sharply from third quarter lows, and we continued to generate strong free cash flow.”

Co-Chief Executive Officer Amanda Brock, added “We are in advanced discussions with customers for Power Solutions capacity that significantly surpasses our current open availability, underscoring strong demand in the market. We are developing a diversified business, not just in customers but also capabilities, which gives us and our customers confidence in Solaris’ continued ability to execute at scale and deliver value in the fast-evolving power markets.”

Segment Results (3)

Solaris Power Solutions

Solaris Logistics Solutions

Footnotes

(1)

See “About Non-GAAP Measures” below for additional detail and reconciliations of GAAP to non-GAAP measures in the accompanying financial tables. Due to the forward-looking nature of such metrics, a reconciliation of 2026 first and second quarter Adjusted EBITDA to the most directly comparable GAAP measure cannot be provided without unreasonable efforts.

(2)

Please refer to the Earnings Supplemental Slides posted under “Events” on the Investor Relations section of the Company’s website solaris-energy.com for more detail on activity and financial guidance, including expected estimated capital expenditures.

(3)

Segment Adjusted EBITDA excludes Corporate and other Adjusted EBITDA.

(4)

Adjusted EBITDA attributable to Solaris excludes the 49.9% non-controlling interest share of Stateline’s Adjusted EBITDA attributable to the Company’s partner in the previously announced Stateline joint venture.

Conference Call

Solaris will host a conference call to discuss its results for fourth quarter 2025 on Wednesday, February 25, 2026 at 8:00 a.m. Central Time (9:00 a.m. Eastern Time). To join the conference call from within the United States, participants may dial (844) 413-3978, or for participants outside of the United States (412) 317-6594. Participants should ask the operator to join the Solaris Energy Infrastructure, Inc. call. Participants are encouraged to log in to the webcast or dial in to the conference call approximately ten minutes prior to the start time. To listen via live webcast, please visit the Investor Relations section of the Company’s website at solaris-energy.com.

An audio replay of the conference call will be available shortly after the conclusion of the call and will remain available for approximately seven days. It can be accessed by dialing (855) 669-9658 within the United States or (412) 317-0088 outside of the United States. The conference call replay access code is 1195904. The replay will also be available in the Investor Relations section of the Company’s website shortly after the conclusion of the call and will remain available for approximately seven days.

About Non-GAAP Measures

In addition to financial results determined in accordance with generally accepted accounting principles in the United States (“GAAP”), this news release presents non-GAAP financial measures. Management believes that EBITDA, Adjusted EBITDA, Adjusted pro forma net income and Adjusted pro forma earnings per fully diluted share provide useful information to investors regarding the Company’s financial condition and results of operations because they reflect the core operating results of our businesses and help facilitate comparisons of operating performance across periods. Although management believes the aforementioned non-GAAP financial measures are good tools for internal use and the investment community in evaluating Solaris’ overall financial performance, the foregoing non-GAAP financial measures should be considered in addition to, not as a substitute for or superior to, other measures of financial performance prepared in accordance with GAAP. A reconciliation of these non-GAAP measures to the most directly comparable GAAP measures is included in the accompanying financial tables.

About Solaris Energy Infrastructure, Inc.

Solaris Energy Infrastructure, Inc. (NYSE:SEI) delivers power generation and distribution solutions, and logistics equipment and services, serving clients in the data center, energy, and other commercial and industrial sectors. Additional information is available on our website, solaris-energy.com.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Examples of forward-looking statements include, but are not limited to, our business strategy, our industry, our future profitability, changes in tariffs, trade barriers, price and exchange controls and other regulatory requirements, and the impact of such policies on us, our customers and the global economic environment, the success of Stateline and associated transactions and its impact on the financial condition and results of operations of our Solaris Power Solutions segment, the anticipated growth of our power fleet and sources of financing thereafter, the volatility in global oil markets, expected capital expenditures and the impact of such expenditures on performance, management changes, current and potential future long-term contracts, our future business and financial performance and our results of operations, and the other risks discussed in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the U.S. Securities Exchange Commission (the “SEC”) on March 5, 2025, Part II, Item 1A. “Risk Factors” in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025 filed with the SEC on May 7, 2025, June 30, 2025 filed with the SEC on August 1, 2025 and September 30, 2025 filed with the SEC on November 6, 2025 and Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 to be filed with the SEC subsequent to the issuance of this communication. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Factors that could cause our actual results to differ materially from the results contemplated by such forward-looking statements include, but are not limited to the factors discussed or referenced in our filings made from time to time with the SEC. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

SOLARIS ENERGY INFRASTRUCTURE, INC

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

Three Months Ended

Year Ended

December 31,

September 30,

December 31,

2025

2024

2025

2024

Service revenue

90,766

64,581

84,421

349,848

263,206

Service revenue - related parties

—

13,465

Leasing revenue

88,936

31,716

82,422

272,357

36,420

Total revenue

179,702

96,297

166,843

622,205

313,091

Operating costs and expenses:

Cost of services, excluding depreciation and amortization

57,264

45,131

52,190

215,636

176,971

Cost of leasing revenue, excluding depreciation

43,768

6,849

36,613

121,158

7,950

Non-leasing depreciation and amortization

12,308

11,625

12,598

49,932

41,183

Depreciation of leasing equipment

11,181

5,103

9,757

34,353

6,035

Gain on sale of Kingfisher facility (1)

—

(7,461

)

—

(7,461

)

Gain on reversal of property tax contingency (2)

—

(2,483

)

Selling, general and administrative

15,939

10,569

15,546

61,658

35,617

Other operating expense, net (3)

(607

)

(1,258

)

2,226

4,082

2,463

Total operating costs and expenses

139,853

70,558

128,930

486,819

260,275

Operating income

39,849

25,739

37,913

135,386

52,816

Interest expense

(4,138

)

(8,090

)

(10,239

)

(27,587

)

(13,272

)

Interest income

2,974

698

1,201

6,732

1,464

Loss on debt extinguishment (4)

(41,451

)

—

(41,451

)

(4,085

)

(Loss) income before income tax expense

(2,766

)

18,347

28,875

73,080

36,923

Provision for income taxes

(743

)

(4,343

)

(4,061

)

(14,678

)

(8,005

)

Net (loss) income

(3,509

)

14,004

24,814

58,402

28,918

Less: net income related to non-controlling interests

1,853

(7,753

)

(10,264

)

(28,233

)

(13,110

)

Net (loss) income attributable to Solaris Energy Infrastructure, Inc.

(1,656

)

6,251

14,550

30,169

15,808

Less: income attributable to participating securities (5)

(233

)

(410

)

(568

)

(1,260

)

(1,040

)

Net (loss) income attributable to Class A common shareholders

(1,889

)

5,841

13,982

28,909

14,768

Earnings per share of Class A common stock - basic

(0.04

)

0.20

0.32

0.69

0.51

Earnings per share of Class A common stock - diluted

(0.04

)

0.19

0.31

0.66

0.50

Basic weighted average shares of Class A common stock outstanding

49,503

29,747

43,770

41,859

28,763

Diluted weighted average shares of Class A common stock outstanding

49,503

30,447

50,429

49,520

29,235

Represents gain recognized on the sale of a 300-acre transload facility located in Kingfisher, Oklahoma and termination of an associated lease. All assets had zero carrying value at time of sale.

Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with the Brown County Appraisal District in Texas.

Other operating expense, net includes the change in Tax Receivable Agreement liability, gains or losses on the sale or disposal of assets, credit losses or recoveries, office space sublease income, transaction costs and other settlements.

Loss in 2025 relates to prepayment penalty and unamortized debt issuance costs of the Term Loan, which was extinguished in the fourth quarter of 2025 following the issuance of convertible notes. Loss in 2024 primarily consists of the write-off of the unamortized portion of debt financing costs associated with securing a bridge financing facility, which had not been utilized and was subsequently extinguished upon obtaining alternative financing for the acquisition of Mobile Energy Rentals LLC (“MER,” and such acquisition, the “MER Acquisition”).

The Company’s unvested restricted shares of common stock are participating securities because they entitle the holders to non-forfeitable rights to dividends until the awards vest or are forfeited.

SOLARIS ENERGY INFRASTRUCTURE, INC

SEGMENT REPORTING

(In thousands)

(Unaudited)

We report two distinct business segments, which offer different services and align with how our chief operating decision makers assesses operating performance and allocates resources.

Our reporting segments are:

We evaluate the performance of our business segments based on Adjusted EBITDA. We define Adjusted EBITDA as our net income plus depreciation and amortization expense, interest expense, income tax expense, stock-based compensation expense, and certain non-cash items and any extraordinary, unusual or non-recurring gains, losses or expenses.

Summarized financial information by business segment is shown below. The financial information by business segment for prior periods has been restated to reflect the changes in reportable segments.

Three Months Ended

Year Ended

December 31,

September 30,

December 31,

2025

2024

2025

2024

Revenue

Solaris Power Solutions

103,563

33,895

104,939

333,502

38,634

Solaris Logistics Solutions

76,139

62,402

61,904

288,703

274,457

Total revenues

179,702

96,297

166,843

622,205

313,091

Adjusted EBITDA

Solaris Power Solutions

53,445

23,693

58,138

189,145

26,815

Solaris Logistics Solutions

22,773

19,089

17,427

88,887

97,567

Corporate and other

(7,453

)

(5,395

)

(7,604

)

(33,818

)

(21,280

)

Adjusted EBITDA*

68,765

37,387

67,961

244,214

103,102

Capital expenditures

Solaris Power Solutions

252,581

124,711

61,205

639,374

180,668

Solaris Logistics Solutions

1,803

1,910

1,501

6,997

7,433

Corporate and other

117

386

318

Total capital expenditures

254,501

126,651

62,802

646,757

188,419

See “About Non-GAAP Measures” above for additional detail and reconciliations of GAAP to non-GAAP measures in the accompanying financial tables.

SOLARIS ENERGY INFRASTRUCTURE, INC

RECONCILIATION AND CALCULATION OF NON-GAAP FINANCIAL AND OPERATIONAL MEASURES

(In thousands, except per share data)

(Unaudited)

EBITDA AND ADJUSTED EBITDA

We view EBITDA and Adjusted EBITDA as important indicators of performance. We use them to assess our results of operations because it allows us, our investors and our lenders to compare our operating performance on a consistent basis across periods by removing the effects of varying levels of interest expense due to our capital structure, depreciation and amortization due to our asset base and other items that impact the comparability of financial results from period to period. We present EBITDA and Adjusted EBITDA because we believe they provide useful information regarding trends and other factors affecting our business in addition to measures calculated under generally accepted accounting principles in the United States (“GAAP”).

We define EBITDA as net income, plus (i) depreciation and amortization expense, (ii) interest expense and (iii) income tax expense. We define Adjusted EBITDA as EBITDA plus (i) stock-based compensation expense and (ii) certain non-cash items and extraordinary, unusual or non-recurring gains, losses or expenses.

EBITDA and Adjusted EBITDA should not be considered in isolation or as substitutes for an analysis of our results of operation and financial condition as reported in accordance with GAAP. Net income is the GAAP measure most directly comparable to EBITDA and Adjusted EBITDA. EBITDA and Adjusted EBITDA should not be considered alternatives to net income presented in accordance with GAAP. Because EBITDA and Adjusted EBITDA may be defined differently by other companies in our industry, our definitions of EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.

The following table presents a reconciliation of the GAAP financial measure of net income to the non-GAAP financial measure of Adjusted EBITDA.

Three Months Ended

Year Ended

December 31,

September 30,

December 31,

2025

2024

2025

2024

Net (loss) income

(3,509

)

14,004

24,814

58,402

28,918

Depreciation and amortization

23,489

16,728

22,355

84,285

47,218

Interest expense

4,138

8,090

10,239

27,587

13,272

Interest income

(2,974

)

(698

)

(1,201

)

(6,732

)

(1,464

)

Provision for income taxes (1)

743

4,343

4,061

14,678

8,005

EBITDA

21,887

42,467

60,268

178,220

95,949

Stock-based compensation expense (2)

5,896

3,043

5,278

19,658

10,592

Loss on extinguishment of debt (3)

41,451

—

41,451

4,085

Transaction and acquisition costs (4)

416

278

2,180

4,358

Gain on sale of Kingfisher facility (5)

—

(7,461

)

—

(7,461

)

Property tax contingency (6)

—

(2,483

)

Accrued property tax (7)

—

(1,794

)

Change in Tax Receivable Agreement liability (8)

(663

)

(1,559

)

3,024

2,361

(1,598

)

Other (9)

149

481

(887

)

344

1,454

Adjusted EBITDA

68,765

37,387

67,961

244,214

103,102

Adjusted EBITDA loss attributable to Stateline non-controlling interest (10)

2,515

—

2,439

6,584

—

Adjusted EBITDA attributable to Solaris

71,280

37,387

70,400

250,798

103,102

United States federal and state income taxes.

Represents stock-based compensation expense related to restricted stock awards and performance-based restricted stock units.

Represents transaction costs incurred to establish Stateline and acquisition costs to affect the acquisitions of MER and HVMVLV, LLC.

Represents gain recognized on the sale of a 300-acre transload facility located in in Kingfisher, Oklahoma and termination of an associated lease. All assets had zero carrying value at time of sale.

Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with the Brown County Appraisal District in Texas.

Represents reversal of previously recognized accrued property tax expenses following a settlement agreement with the Brown County Appraisal District in Texas, included in cost of services in the consolidated statements of operations.

Change in liability due to state tax rate change.

Other primarily consists of credit losses, the net effect of loss/gain on disposal of assets and lease terminations, and inventory write-offs.

10)

Represents the 49.9% non-controlling interest share of Stateline’s Adjusted EBITDA loss attributable to the Company’s partner.

CASH AND DEBT ATTRIBUTABLE TO SOLARIS

December 31,

2025

December 31,

2024

Cash attributable to Solaris:

Cash and cash equivalents

353,319

114,255

Restricted cash (1)

—

45,612

Consolidated cash

353,319

159,867

Less: cash attributable to Stateline non-controlling interest

(13,903

)

—

Cash and cash equivalents and restricted cash attributable to Solaris

339,416

159,867

Debt attributable to Solaris:

Long-term debt, current portion

4,033

8,125

Long-term debt, net of current portion

179,986

307,605

Convertible notes

880,441

—

Consolidated debt and convertible notes

1,064,460

315,730

Less: debt attributable to Stateline non-controlling interest

(91,825

)

—

Debt attributable to Solaris

972,635

315,730

Cash segregated for capital expenditures.

ADJUSTED PRO FORMA NET INCOME AND ADJUSTED PRO FORMA EARNINGS PER FULLY DILUTED SHARE

Adjusted pro forma net income represents net income attributable to Solaris assuming the full exchange of all outstanding membership interests in Solaris Energy Infrastructure, LLC (“Solaris LLC”) not held by Solaris Energy Infrastructure, Inc. for shares of Class A common stock, adjusted for certain non-recurring items that the Company doesn't believe directly reflect its core operations and may not be indicative of ongoing business operations. Adjusted pro forma earnings per fully diluted share is calculated by dividing adjusted pro forma net income by the weighted-average shares of Class A common stock outstanding, assuming the full exchange of all outstanding units of Solaris LLC (“Solaris LLC Units”), after giving effect to the dilutive effect of outstanding equity-based awards.

When used in conjunction with GAAP financial measures, adjusted pro forma net income and adjusted pro forma earnings per fully diluted share are supplemental measures of operating performance that the Company believes are useful measures to evaluate performance period over period and relative to its competitors. By assuming the full exchange of all outstanding Solaris LLC Units, the Company believes these measures facilitate comparisons with other companies that have different organizational and tax structures, as well as comparisons period over period because it eliminates the effect of any changes in net income attributable to Solaris as a result of increases in its ownership of Solaris LLC, which are unrelated to the Company's operating performance, and excludes items that are non-recurring or may not be indicative of ongoing operating performance.

Adjusted pro forma net income and adjusted pro forma earnings per fully diluted share are not necessarily comparable to similarly titled measures used by other companies due to different methods of calculation. Presentation of adjusted pro forma net income and adjusted pro forma earnings per fully diluted share should not be considered alternatives to net income and earnings per share, as determined under GAAP. While these measures are useful in evaluating the Company's performance, it does not account for the earnings attributable to the non-controlling interest holders and therefore does not provide a complete understanding of the net income attributable to Solaris. Adjusted pro forma net income and adjusted pro forma earnings per fully diluted share should be evaluated in conjunction with GAAP financial results. A reconciliation of adjusted pro forma net income to net income attributable to Solaris, the most directly comparable GAAP measure, and the computation of adjusted pro forma earnings per fully diluted share are set forth below.

Three Months Ended

Year Ended

December 31,

September 30,

December 31,

2025

2024

2025

2024

Numerator:

Net (loss) income attributable to Solaris

(1,656

)

6,251

14,550

30,169

15,808

Adjustments:

Reallocation of net income (loss) attributable to non-controlling interests from the assumed exchange of LLC Interests (1)

(1,929

)

7,753

10,058

27,810

13,110

Loss on extinguishment of debt (2)

41,451

—

41,451

4,085

Transaction and acquisition costs (3)

416

278

2,180

4,358

Gain on sale of Kingfisher facility (4)

—

(7,461

)

—

(7,461

)

Property tax contingency (5)

—

(2,483

)

Accrued property tax (6)

—

(1,794

)

Change in Tax Receivable Agreement liability (7)

(663

)

(1,559

)

3,024

2,361

(1,598

)

Other (8)

149

481

(887

)

344

1,454

Net loss attributable to Stateline non-controlling interest (9)

2,464

—

2,432

6,516

—

Incremental income tax expense

(9,408

)

1,553

(5,646

)

(16,699

)

(591

)

Adjusted pro forma net income

30,453

7,434

23,809

94,132

24,888

Denominator:

Diluted weighted average shares of Class A common stock outstanding

49,503

30,447

43,770

49,520

29,235

Adjustments:

Potentially dilutive shares (10)

37,660

31,987

30,831

25,941

20,544

Adjusted pro forma fully weighted average shares of Class A common stock outstanding - diluted

87,163

62,434

74,601

75,461

49,779

Adjusted pro forma earnings per share - diluted

0.35

0.12

0.32

1.25

0.50

Assumes the exchange of all outstanding Solaris LLC Units for shares of Class A common stock at the beginning of the relevant reporting period, resulting in the elimination of the non-controlling interest and recognition of the net income attributable to non-controlling interests.

Represents transaction costs incurred to establish Stateline and acquisition costs to affect the acquisitions of MER and HVMVLV, LLC.

Represents gain recognized on the sale of a 300-acre transload facility located in in Kingfisher, Oklahoma and termination of an associated lease. All assets had zero carrying value at time of sale.

Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with the Brown County Appraisal District in Texas.

Represents reversal of previously recognized accrued property tax expenses following a settlement agreement with Brown County Appraisal District in Texas, included in cost of services in the consolidated statements of operations.

Change in liability due to state tax rate change.

Other primarily consists of credit losses, the net effect of loss/gain on disposal of assets and lease terminations, and inventory write-offs.

Represents the 49.9% non-controlling interest share of Stateline’s net loss attributable to the Company’s partner.

Represents the weighted-average potentially dilutive effect of Class B common stock, unvested restricted stock awards, unvested performance-based restricted stock units, outstanding stock options, and shares issuable upon conversion of the convertible notes.