Executive Commentary
“AirJoule® is gaining meaningful traction as industries look for innovative ways to secure sustainable water,” said Matt Jore, Chief Executive Officer of AirJoule Technologies. “In the first quarter, we accelerated key initiatives with stakeholders like GE Vernova and Arizona State University, broadened our international presence, and expanded our manufacturing capabilities to support scaled production. With a strong balance sheet and a fully funded path to commercialization, we are well-positioned to meet rising demand for reliable, energy-efficient water solutions, and we are laser-focused on delivering our first preproduction systems for customer demonstrations in 2025.”
Quarterly Report on Form 10-Q
AirJoule Technologies’ condensed consolidated financial statements and related footnotes are available in its Quarterly Report on Form 10-Q for the period ended March 31, 2025, which is expected to be filed with the Securities and Exchange Commission (“SEC”) on May 13, 2025.
Earnings Call Webcast
AirJoule Technologies will host a conference call to discuss first quarter 2025 results at 8:30 AM ET on Tuesday, May 13, 2025. To access the live audio webcast of the conference call, please visit the AirJoule Technologies investor relations website at https://airjouletech.com/investors. To participate by phone, dial 877-407-6184 (domestic) or +1-201-389-0877 (international).
An archived webcast will be available following the call.
About AirJoule Technologies Corporation
AirJoule Technologies Corporation (NASDAQ: AIRJ) is the developer of AirJoule®, a water harvesting technology that provides efficient and sustainable air dehumidification and pure water from air. Designed to reduce energy consumption and generate material cost efficiencies, AirJoule® is being commercialized through a joint venture with GE Vernova and in partnership with Carrier Global Corporation. For more information, visit https://airjouletech.com.
Forward-Looking Statements
The information in this press release includes “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. All statements, other than statements of present or historical fact included in this press release, regarding AirJoule Technologies and its future financial and operational performance, as well as its strategy, future operations, estimated financial position, estimated revenues, and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, including any oral statements made in connection therewith, the words “could,” “may,” “will,” “should,” “anticipate,” “believe,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, AirJoule Technologies expressly disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements herein, to reflect events or circumstances after the date of this press release.
AirJoule Technologies cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond AirJoule Technologies’ control. These risks include, but are not limited to, our status as an early stage Company with limited operating history, which may make it difficult to evaluate the prospects for our future viability; our initial dependence on revenue generated from a single product; significant barriers we face to deploy our technology; the dependence of our commercialization strategy on our relationships with BASF, Carrier, GE Vernova, and other third parties history of losses, and the other risks and uncertainties described in our SEC filings including the “Risk Factors” section of our most recent Annual Report on Form 10-K and any subsequently filed Quarterly Reports on Form 10-Q. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. AirJoule Technologies’ SEC Filings are available publicly on the SEC’s website at www.sec.gov, and readers are urged to carefully review and consider the various disclosures made in such filings.
| | | | | | |
| AIRJOULE TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS |
| | | | | | |
| | March 31, | | December 31, |
| | 2025 | | 2024 |
| | (unaudited) | | | |
| Assets | | | | | |
| Current assets | | | | | |
| Cash, cash equivalents and restricted cash | $ | 23,000,515 | | | $ | 28,021,748 | |
| Due from related party | | 501,844 | | | | 2,820,129 | |
| Prepaid expenses and other current assets | | 946,779 | | | | 613,754 | |
| Total current assets | | 24,449,138 | | | | 31,455,631 | |
| Operating lease right-of-use asset | | 139,162 | | | | 147,001 | |
| Property and equipment, net | | 14,785 | | | | 16,373 | |
| Investment in AirJoule, LLC | | 340,948,355 | | | | 338,178,633 | |
| Other assets | | 54,482 | | | | 54,482 | |
| Total assets | $ | 365,605,922 | | | $ | 369,852,120 | |
| Liabilities and stockholders’ equity | | | | | |
| Current liabilities | | | | | |
| Accounts payable | $ | 326,510 | | | $ | 79,202 | |
| Other accrued expenses | | 1,298,453 | | | | 1,720,318 | |
| Operating lease liability, current | | 32,124 | | | | 30,227 | |
| True Up Shares liability | | — | | | | 2,189,000 | |
| Total current liabilities | | 1,657,087 | | | | 4,018,747 | |
| Earnout Shares liability | | 11,692,000 | | | | 24,524,000 | |
| Subject Vesting Shares liability | | 2,345,000 | | | | 7,819,000 | |
| Operating lease liability, non-current | | 115,734 | | | | 124,002 | |
| Deferred tax liability | | 79,613,389 | | | | 81,256,047 | |
| Total liabilities | | 95,423,210 | | | | 117,741,796 | |
| Commitments and contingencies (Note 12) | | | | | |
| Stockholders’ equity | | | | | |
| Preferred stock, $0.0001 par value; 25,000,000 authorized shares and 0 shares issued
and outstanding as of March 31, 2025 and December 31, 2024 | $ | — | | | $ | — | |
| Class A common stock, $0.0001 par value; 600,000,000 authorized shares and
56,352,120 and 55,928,661 shares issued and outstanding as of March 31, 2025
and December 31, 2024, respectively | | 5,636 | | | | 5,593 | |
| Additional paid-in capital | | 56,770,957 | | | | 53,577,270 | |
| Retained earnings | | 213,406,119 | | | | 198,527,461 | |
| Total stockholders’ equity | | 270,182,712 | | | | 252,110,324 | |
| Total liabilities and stockholders’ equity | $ | 365,605,922 | | | $ | 369,852,120 | |
| | | | | | | | |
| AIRJOULE TECHNOLOGIES CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) |
| | | |
| | Three Months Ended
March 31, |
| | 2025 | | 2024 |
| Cost and expenses: | | | | | |
| General and administrative | $ | 2,786,484 | | | $ | 813,239 | |
| Research and development | | 387,919 | | | | 846,157 | |
| Sales and marketing | | 14,209 | | | | 37,725 | |
| Transaction costs incurred in connection with business combination | | — | | | | 54,693,103 | |
| Depreciation and amortization | | 1,588 | | | | 1,085 | |
| Loss from operations | | (3,190,200 | ) | | | (56,391,309 | ) |
| Other income (expense): | | | | | |
| Interest income | | 243,024 | | | | 26,146 | |
| Gain on contribution to AirJoule, LLC | | — | | | | 333,500,000 | |
| Equity loss from investment in AirJoule, LLC | | (2,230,278 | ) | | | (26,382 | ) |
| Change in fair value of Earnout Shares liability | | 12,832,000 | | | | (7,672,000 | ) |
| Change in fair value of True Up Shares liability | | 106,106 | | | | 269,000 | |
| Change in fair value of Subject Vesting Shares liability | | 5,474,000 | | | | (2,425,000 | ) |
| Other income | | 1,348 | | | | — | |
| Total other income, net | | 16,426,200 | | | | 323,671,764 | |
| Income before income taxes | | 13,236,000 | | | | 267,280,455 | |
| Income tax benefit (expense) | | 1,642,658 | | | | (85,725,163 | ) |
| Net income | $ | 14,878,658 | | | $ | 181,555,292 | |
| | | | | | |
| Weighted average Class A common stock outstanding, basic | | 56,047,662 | | | | 37,155,326 | |
| Basic net income per share, Class A common stock | $ | 0.27 | | | $ | 4.33 | |
| | | | | | |
| Weighted average Class A common stock outstanding, diluted | | 57,111,807 | | | | 38,631,753 | |
| Diluted net income, per share, Class A common stock | $ | 0.26 | | | $ | 4.18 | |
| | | | | | |
| Weighted average Class B common stock outstanding, basic and diluted | | — | | | | 4,759,642 | |
| Basic net income per share, Class B common stock | $ | — | | | $ | 4.33 | |
| Diluted net income per share, Class B common stock | $ | — | | | $ | 4.18 | |
| | | | | | | | |
| AIRJOULE TECHNOLOGIES CORPORATION
CONDESNED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) |
| | | |
| | Three Months Ended March 31, |
| | 2025 | | 2024 |
| Cash flows from operating activities | | | | | |
| Net income | $ | 14,878,658 | | | $ | 181,555,292 | |
| Adjustment to reconcile net income to cash provided by (used in) operating activities: | | | | | |
| Depreciation and amortization | | 1,588 | | | | 1,085 | |
| Deferred tax expense (benefit) | | (1,642,658 | ) | | | 85,725,163 | |
| Amortization of operating lease right-of-use assets | | 7,839 | | | | 52,068 | |
| Change in fair value of Earnout Shares liability | | (12,832,000 | ) | | | 7,672,000 | |
| Change in fair value of True Up Shares liability | | (106,106 | ) | | | (269,000 | ) |
| Change in fair value of Subject Vesting Shares liability | | (5,474,000 | ) | | | 2,425,000 | |
| Gain on contribution to AirJoule, LLC | | — | | | | (333,500,000 | ) |
| Equity loss from investment in AirJoule, LLC | | 2,230,278 | | | | 26,382 | |
| Non-cash transaction costs in connection with business combination | | — | | | | 53,721,000 | |
| Share-based compensation | | 984,393 | | | | — | |
| Changes in operating assets and liabilities: | | | | | |
| Due from related party | | 2,402,969 | | | | — | |
| Prepaid expenses and other current assets | | 145,461 | | | | 15,010 | |
| Operating lease liabilities | | (6,371 | ) | | | (51,346 | ) |
| Accounts payable | | 247,308 | | | | (2,675,093 | ) |
| Accrued expenses, accrued transaction costs and other liabilities | | (765,113 | ) | | | (1,122,998 | ) |
| Net cash provided by (used in) operating activities | | 72,246 | | | | (6,425,437 | ) |
| Cash flows from investing activities | | | | | |
| Deferred offering costs paid | | (135,239 | ) | | | — | |
| Investment in AirJoule, LLC | | (5,000,000 | ) | | | (10,000,000 | ) |
| Net cash used in investing activities | | (5,135,239 | ) | | | (10,000,000 | ) |
| Cash flows from financing activities | | | | | |
| Proceeds from the exercise of warrants | | — | | | | 45,760 | |
| Proceeds from the exercise of options | | 41,760 | | | | 56,250 | |
| Proceeds from the issuance of common stock | | — | | | | 43,365,000 | |
| Net cash provided by financing activities | | 41,760 | | | | 43,467,010 | |
| Net increase (decrease) in cash, cash equivalents and restricted cash | | (5,021,233 | ) | | | 27,041,573 | |
| Cash, cash equivalents and restricted cash, beginning of period | | 28,021,748 | | | | 375,796 | |
| Cash, cash equivalents and restricted cash, end of the period | $ | 23,000,515 | | | $ | 27,417,369 | |
| Supplemental non-cash investing and financing activities: | | | | | |
| Issuance of True Up Shares | $ | 2,082,894 | | | $ | — | |
| Deferred offering costs included in accrued expenses and other current liabilities | $ | 343,247 | | | $ | — | |
| Initial recognition of True Up Shares liability | $ | — | | | $ | 555,000 | |
| Initial recognition of Subject Vesting Shares liability | $ | — | | | $ | 11,792,000 | |
| Initial recognition of ROU asset and operating lease liability | $ | — | | | $ | 172,649 | |
| Liabilities combined in recapitalization, net | $ | — | | | $ | 8,680,477 | |
| Contribution to AirJoule, LLC of license to technology | $ | — | | | $ | 333,500,000 | |
| Supplemental cash flow information: | | | | | |
| Taxes paid | $ | — | | | $ | — | |
| | | | | | | | |
Contacts
Investor Relations & Media:
Tom Divine – Vice President, Investor Relations and Finance
investors@airjouletech.com
