The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our financial statements and the
related notes to those statements included elsewhere in this Quarterly Report on
Form
10-Q.
Throughout this section, dollar amounts are expressed in thousands, except for
per share amounts and MMBtu and RIN pricing amounts and unless otherwise
indicated.

In addition to historical financial information, the following discussion and
analysis contains forward-looking statements that involve risks, uncertainties,
and assumptions. Our actual results may differ materially from those anticipated
in these forward-looking statements as a result of many factors, including those
discussed under "Cautionary Note Regarding Forward-Looking Statements," "Item
1A.-Risk Factors" of our 2021 Annual Report and elsewhere in this report.

Overview

Montauk Renewables is a renewable energy company specializing in the recovery
and processing of biogas from landfills and other
non-fossil
fuel sources for beneficial use as a replacement to fossil fuels. We develop,
own, and operate RNG projects, using proven technologies that supply RNG into
the transportation industry and use RNG to produce Renewable Electricity. We are
one of the largest U.S. producers of RNG, having participated in the industry
for over 30 years. We established our operating portfolio of 12 RNG and three
Renewable Electricity projects through self-development, partnerships, and
acquisitions that span six states.

Biogas is produced by microbes as they break down organic matter in the absence
of oxygen (during a process called anaerobic digestion). Our two current sources
of commercial scale biogas are LFG or ADG. We typically secure our biogas
feedstock through long-term fuel supply agreements and property lease agreements
with biogas site hosts. Once we secure long-term fuel supply rights, we design,
build, own, and operate facilities that convert the biogas into RNG or use the
processed biogas to produce Renewable Electricity. We sell the RNG and Renewable
Electricity through a variety of term length agreements. Because we are
capturing waste methane and making use of a renewable source of energy, our RNG
and Renewable Electricity generate valuable Environmental Attributes which we
are able to monetize under federal and state renewable initiatives.

Our current operating projects produce either RNG or Renewable Electricity by
processing biogas from landfill sites or agricultural waste from livestock
farms. We view agricultural waste from livestock farms as a significant
opportunity for us to expand our RNG business, while we continue to evaluate
other agricultural feedstock opportunities. We believe that our business model
and technology are highly scalable given availability of biogas from
agriculturally derived sources, which will allow us to continue to grow through
prudent development and complimentary acquisitions.

Recent Developments

RINs Generated but Unsold



Our profitability is highly dependent on the market price of Environmental
Attributes, including the market price for RINs. As we self-market a significant
portion of our RINs, a decision not to commit to transfer available RINs during
a period will impact our revenue and operating profit. The industry experienced
volatile D3 RIN index prices during the first quarter ended March 31, 2022.
Though the average market price of D3 RINs during the first quarter ended March
31, 2022 was approximately $3.25, the market price declined as low as $2.85 and
generally decreased during the first quarter. We viewed this reduction in price
as temporary and, accordingly, we determined not to transfer a significant
amount of D3 RINs generated and available for transfer. As a result, for the
period ended March 31, 2022, we had approximately 4,394 RINs in inventory as
compared to 622 RINs in inventory for the period ended March 31, 2021.

The market price of D3 RINs index has subsequently improved during the second
quarter of 2022 with an average year to date D3 RIN index price of approximately
$3.27. We have entered into commitments to transfer all RINs in inventory,
subsequent to March 31, 2022. We have also entered into agreements to transfer
the majority of RINs expected to be generated and available for transfer during
the second quarter of 2022. The average realized price of these commitments is
approximately $3.40. The average D3 RIN index price during the month of April
was approximately $3.33. We have not currently committed to transfer a
significant amount of RINs during the second half of 2022.

Pico Digestion Capacity Increase



Our Pico facility continues to meet our expectations after the completion of the
improvements to the existing digestion process. Production has more than doubled
in the first quarter of 2022 as compared to production volumes in the first
quarter of 2021. We continue to anticipate that CARB will complete their review
of our CI Score Pathway and we expect to receive approval of our score during
the second half of 2022. While we continue to store gas in 2022, we expect to
begin to release gas from storage in the third quarter of 2022. While we do not
expect to receive LCFS credit revenue on 2022 production until 2023, we do
anticipate recognizing revenues on RINs generated from gas released from storage
over the second half of 2022.

Related to our Pico Feedstock Amendment, we expect the dairy to begin to deliver
increased feedstock volumes in the second half of 2022. The improved
efficiencies of our existing digestion process has provided the opportunity to
pursue additional process changes related to water management. The volume of
water in the existing digestion process limits the amount of feedstock we can
process. We expect that our water management improvements will enable us to
process the increased feedstock volumes expected from the dairy in the second
half of 2022. Our improved water management has allowed us to further work with
the dairy to meet their needs and interests related to enhanced water
purification. Changes to water purification benefits the dairy by improving the
quality of water being sent to lagoons, and has the potential of reducing our
costs of operations, though has elongated the timeline of certain components of
the overall capacity expansion. We expect the final phase of designing our
digestion capacity project to be completed during the third quarter of 2022,
including the water management and purification improvements.

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Montauk Ag Renewables



In the second quarter of 2021, through our newly formed wholly owned subsidiary,
Montauk Ag Renewables, we completed the 2021 asset purchase related to
developing technology to recover residual natural resources from waste streams
of modern agriculture and to refine and recycle such waste products through
proprietary and other processes to produce high quality renewable natural gas,
bio-oil
and biochar (the "Montauk Ag Renewables Acquisition"). The assets acquired
include real property, intellectual property, mobile equipment, and other
equipment related to operating the business and real property of an approximate
9.35 acre parcel in Magnolia, North Carolina. We subsequently closed on a
transaction to acquire approximately 146 acres and an existing approximately
500,000 square foot structure in Turkey, North Carolina which we plan to use as
we expand the production processes purchased in the Montauk Ag Renewables
Acquisition.

We continue to work with our engineer of record through the optimization of
improvements to the now patented reactor technology, which is currently
functional in Magnolia. We have not completed our improvements, however, and
have not reached commercial operations at this location. The improvements to the
reactor technology are intended to be deployed at the Turkey location.

While these project developments continue, we are in various stages of
discussion with regulatory agencies in North Carolina related to the resulting
power generation derived from swine waste to ensure its eligibility for
Renewable Energy Credits under North Carolina's Renewable Energy Portfolio
Standards in anticipation of commercial production. Our Magnolia, North Carolina
location has an existing electricity interconnection which can be reactivated
pending those discussions. We are also in varying stages of corresponding
negotiations with power purchasers.

We are at the beginning stages of developing the opportunities associated with
Montauk Ag Renewables and can give no assurances that our plans related to this
acquisition will meet our expectations. We continue to design and plan for the
development of the facility to be used for production. We do not currently
expect production to commence during 2022 based on the current development
timeline. We intend to contract with additional farms to secure feedstock
sources, as we commission commercial production and increase our production
capabilities, which we anticipate will secure additional feedstock for future
production processes.

Key Trends

Market Trends Affecting the Renewable Fuel Market



We believe demand for RNG produced from biogas remains strong due to increasing
public policy initiatives focused on reducing greenhouse gas emissions,
including methane, as well as continued public and private sector interest in
the development of additional renewable energy sources to offset traditional
fossil fuel energy sources.

Key drivers for the long-term growth of RNG include the following factors:

• Regulatory or policy initiatives, including the federal RFS program and


            state-level
            low-carbon
            fuel programs in states such as California and Oregon, that drive
            demand for RNG and its derivative Environmental Attributes (as further
            described below).


• Efficiency, mobility and capital cost flexibility in RNG operations


            enable them to compete successfully in multiple markets. Our 

operating


            model is nimble, as we commonly use modular equipment; our RNG
            processing equipment is more efficient than its fossil-fuel
            counterparts.



        •   Demand for compressed natural gas ("CNG") from natural
            gas-fueled
            vehicles. The RNG we create is pipeline quality and can be used for
            transportation fuel when converted to CNG. CNG is commonly used by
            medium-duty fleets that are close to fueling stations, such as city
            fleets, local delivery trucks and waste haulers.



        •   Regulatory requirements, market pressure and public relations
            challenges increase the time, cost and difficulty of permitting new
            fossil fuel-fired facilities.

Factors Affecting Our Future Operating Results:

Conversion of Electricity Projects to RNG Projects:



We periodically evaluate opportunities to convert existing facilities from
Renewable Electricity to RNG production. These opportunities tend to be most
attractive for any merchant electricity facilities given the favorable economics
for the sale of RNG plus RINs relative to the sale of market rate electricity
plus RECs. This strategy has been an increasingly attractive avenue for growth
since 2014 when RNG from landfills became eligible for D3 RINs. However, during
the conversion of a project, there is a gap in production while the electricity
project is offline until it commences operation as an RNG facility, which can
adversely affect us. This timing effect may adversely affect our operating
results as a result of our potential conversion of Renewable Electricity
projects. Upon completion of a conversion, we expect that the increase in
revenue upon commencement of RNG production will more than offset the loss of
revenue from Renewable Electricity production. Historically, we have taken
advantage of these opportunities on a gradual basis at our merchant electricity
facilities, such as Atascocita and Coastal Plains.

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Acquisition and Development Pipeline

The timing and extent of our development pipeline affects our operating results due to:

• Impact of Higher Selling, General and Administrative Expenses Prior to the

Commencement of a Project's Operation: We incur significant expenses in the

development of new RNG projects. Further, the receipt of RINs is delayed, and

typically does not commence for a period of four to six months after the

commencement of injecting RNG into a pipeline, pending final registration

approval of the project by the EPA and then the subsequent completion of a

third-party quality assurance plan certification. During such time, the RNG

is either physically or theoretically stored and later withdrawn from storage


      to allow for the generation of RINs.


• Shifts in Revenue Composition for Projects from New Fuel Sources: As we

expand into livestock farm projects, our revenue composition from

Environmental Attributes will change. We believe that livestock farms offer

us a lucrative opportunity, as the value of LCFS credits for dairy farm

projects, for example, are a multiple of those realized from landfill

projects due to the significantly more attractive CI score of livestock


      farms.


• Incurrence of Expenses Associated with Pursuing Prospective Projects That Do

Not Come to Fruition: We incur expenses to pursue prospective projects with

the goal of a site host accepting our proposal or being awarded a project in

a competitive bidding process. Historically, we have evaluated opportunities

which we decided not to pursue further due to the prospective project not

meeting our internal investment thresholds or a lack of success in a

competitive bidding process. To the extent we seek to pursue a greater number

of projects or bidding for projects becomes more competitive, our expenses

may increase.

Regulatory, Environmental and Social Trends



Regulatory, environmental and social factors are key drivers that incentivize
the development of RNG and Renewable Electricity projects and influence the
economics of these projects. We are subject to the possibility of legislative
and regulatory changes to certain incentives, such as RINs, RECs and GHG
initiatives. On December 7, 2021, the EPA issued a proposed rule modifying the
RVOs for 2020 and setting the RVOs for 2021 and 2022. In addition, the proposed
rule included the addition of a supplemental volume of renewable fuel obligation
in 2022 to address the United States Court of Appeals for the D.C. Circuit's
2017 remand of the 2014-2016 standards and also laid out a proposed regulatory
framework to allow biointermediates to be included in the program. The manner in
which the EPA will establish RVOs beginning in 2023 and when the statutory RVO
mandates are set to expire, is expected to create additional uncertainty as to
RIN pricing. EPA decisions on SRE petitions also has strong potential to
introduce RIN pricing volatility. On December 7, 2021, the EPA proposed a
decision to deny 65 pending petitions for extensions between compliance years
2016 - 2021. In April 2022, the EPA issued final denials for 36 petitions for
the 2018 compliance year with compliance flexibility in a separate action for 31
of those denials. Remaining petitions are still being considered for compliance
years 2016 - 2021. On April 22, 2022, the U.S. District Court for the District
of Columbia approved a consent decree entered into between the EPA and Growth
Energy, which requires the EPA to issue the final Renewable Fuel Standards for
2021 and 2022 by June 3, 2022. The EPA's proposed 2021 and 2022 standards
include a proposed revision to the 2020 standards that the EPA had previously
set in 2019.

Changes to the LCFS program require annual verification of the CI score assigned
to a project. Annual verification could significantly affect the profitability
of a project, particularly in the case of a livestock farm project.

Factors Affecting Revenue



Our total operating revenues include renewable energy and related sales of
Environmental Attributes. Renewable energy sales primarily consist of the sale
of biogas, including LFG and ADG, which is either sold or converted to Renewable
Electricity. Environmental Attributes are generated and monetized from the
renewable energy.

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We report revenues from two operating segments: Renewable Natural Gas and
Renewable Electricity Generation. Corporate relates to additional discrete
financial information for the corporate function; primarily used as a shared
service center for maintaining functions described below and not otherwise
allocated to a segment. As such, the corporate entity is not determined to be an
operating segment but is discretely disclosed for purposes of reconciliation to
the Company's consolidated financial statements.

• Renewable Natural Gas Revenues

: We record revenues from the production and sale of RNG and the generation

and sale of the Environmental

Attributes derived from RNG, such as RINs and LCFS credits. Our RNG revenues

from Environmental Attributes are recorded net of a portion of Environmental

Attributes shared with

off-take

counterparties as consideration for such counterparties using the RNG as a

transportation fuel. We monetize a portion of our RNG production under

fixed-price and counterparty sharing agreements, which provide floor prices

in excess of commodity indices and sharing percentages of the monetization of

Environmental Attributes. Under these sharing arrangements, we receive a

portion of the profits derived from counterparty monetization of the

Environmental Attributes in excess of the floor prices. We have entered into

fixed-price agreements to replace the counter-party sharing arrangements


      expiring during 2022.



  •   Renewable Electricity Generation Revenues:

We record revenues from the production and sale of Renewable Electricity and

the generation and

sale of the Environmental Attributes, such as RECs, derived from Renewable

Electricity. All of our Renewable Electricity production is monetized under


      fixed-price PPAs from our existing operating projects.



  •   Corporate Revenues:

Corporate reports realized and unrealized gains or losses under our gas hedge

programs. Based on current rates, we expect our gas commodity hedge program

to continue to be priced below actual index prices through the end of this

fiscal year at which time the hedge program will expire. Corporate also

relates to additional

discrete financial information for the corporate function; primarily used as

a shared service center for maintaining functions such as executive,

accounting, treasury, legal, human resources, tax, environmental, engineering

and other operations functions not otherwise allocated to a segment.




Our revenues are priced based on published index prices which can be influenced
by factors outside our control, such as market impacts on commodity pricing and
regulatory developments. With our royalty payments structured as a percentage of
revenue, royalty payments fluctuate with changes in revenues. Due to these
factors, we place a primary focus on managing production volumes and operating
and maintenance expenses as these factors are more controllable by us.

RNG Production

Our RNG production levels are subject to fluctuations based on numerous factors, including:



Disruptions to Production
: Disruptions to waste placement operations at our active landfill sites, severe
weather events, failure or degradation of our or a landfill operator's equipment
or interconnection or transmission problems could result in a reduction of our
RNG production. We strive to proactively address any issues that may arise
through preventative maintenance, process improvement and flexible redeployment
of equipment to maximize production and useful life

• A 2021 cold weather impacted our Atascocita, Galveston, McCarty, and Coastal

Plains facilities located in Texas. Production at these facilities was

temporarily idled due to the loss of power from February 14 through

February 20, 2021 and force majeure events were declared by certain of our

counter-parties or by us for the period February 12 through February 22, 2021


      related to these weather events. Operations at these facilities have
      subsequently resumed.


• The landfill host at our McCarty facility recently changed its wellfield

collection system which has contributed to elevated nitrogen in the feedstock

received by our facility. Additionally, the landfill host modified the

wellfield bifurcation approach which has impacted the quantity of feedstock

received at the facility. We are working with the landfill host but have

currently experienced lower volumes of feedstock available to be processed at

the McCarty facility. We expect lower than historical volumes through 2022.

• Our Pico facility has resumed operations and ramp up activities related to

the existing digester cleanout activities have been substantially completed.

Production volume performance continues to meet our expectations during the

post cleanout period. Our improvement project has impacted the timeline

related to modeling the CI Score pathway model. Our 2022 production will be

stored until CARB completes its CI Score Pathway. We do not currently expect


      to receive LCFS credit revenue on 2022 production until 2023.



  •   Quality of Biogas:

We are reliant upon the quality and availability of biogas from our site

partners. The quality of the waste at our landfill project

sites is subject to change based on the volume and type of waste accepted.

Variations in the quality of the biogas could affect our RNG production

levels. At three of our projects, we operate the wellfield collection system,

which allows greater control over the quality and consistency of the

collected biogas. At two of our projects, we have operating and management

agreements by which we earn revenue for managing the wellfield collection

systems. Additionally, our dairy farm project benefits from the consistency

of feedstock and controlled environment of collection of waste to improve


      biogas quality.



  •   RNG Production from Our Growth Projects:

We anticipate increased production at certain of our existing projects as

open landfills continue to

take in additional waste and the amount of gas available for collection

increases. Delays in commencement of production or extended commissioning

issues at a new project or a conversion project would delay any realization


      of production from that project.



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Pricing



Our Renewable Natural Gas and Renewable Electricity Generation segments'
revenues are primarily driven by the prices under our
off-take
agreements and PPAs and the amount of RNG and Renewable Electricity that we
produce. We sell the RNG produced from our projects under a variety of termed a
agreements to counterparties, with contract terms varying from three years to
five years. Our contracts with counterparties are typically structured to be
based on varying natural gas price indices for the RNG produced. All of the
Renewable Electricity produced at our
biogas-to-electricity
projects is sold under long-term contracts to creditworthy counterparties,
typically under a fixed price arrangement with escalators.

The pricing of Environmental Attributes, which accounts for a substantial portion of our revenues, is subject to volatility based on a variety of factors, including regulatory and administrative actions and commodity pricing.

Our Pico project is expected to be awarded a more attractive CI by CARB, thereby generating LCFS credits at a multiple of those generated by our landfill projects.



The sale of RINs, which is subject to market price fluctuations, accounts for a
substantial portion of our revenues. We manage against the risk of these
fluctuations through forward sales of RINs, although currently we only sell RINs
in the calendar year they are generated. Our current RIN commitments scheduled
for transfer are at an average D3 RIN price of approximately $3.41 with
commitments through June 2022. We have not currently committed a significant
portion of expected 2022 RIN generation for the second half of 2022. Realized
prices for Environmental Attributes monetized in a year may not correspond
directly to index prices due to the forward selling of commitments.

Factors Affecting Operating Expenses



Our operating expenses include royalties, transportation, gathering and
production fuel expenses, project operating and maintenance expenses, general
and administrative expenses, depreciation and amortization, net loss (gain) on
sale of assets, impairment loss and transaction costs.

• Project Operating and Maintenance Expenses

: Operating and maintenance expenses primarily consist of expenses related to

the collection and processing of biogas, including biogas collection system

operating and maintenance expenses, biogas processing, operating and

maintenance expenses, and related labor and overhead expenses. At the project


      level, this includes all labor and benefit costs, ongoing corrective and
      proactive maintenance, project level utility charges, rent, health and

safety, employee communication, and other general project level expenses.

• Royalties, Transportation, Gathering and Production Fuel Expenses:

Royalties represent payments made to our facility hosts, typically structured

as a percentage of revenue. Transportation and gathering expenses include

capacity and metering expenses representing the costs of delivering our RNG

and Renewable Electricity production to our customers. These expenses include

payments to pipeline operators and other agencies that allow for the

transmission of our gas and electricity commodities to end users. Production


      fuel expenses generally represent alternative royalty payments based on
      quantity usage of biogas feedstock.



  •   General and Administrative Expenses:

General and administrative expenses primarily consist of corporate expenses

and unallocated support functions for our operating facilities, including

personnel costs for executive, finance, accounting, investor relations,

legal, human resources, operations, engineering, environmental registration

and reporting, health and safety, IT and other administrative personnel and

professional fees and general corporate expenses. We expect increased general

and administrative expenses associated with our ongoing development of

Montauk Ag Renewables in 2022. We also expect increased general and

administrative expenses associated with our board of directors approving the

payment of cash fees to non-employee directors beginning in 2022. The Company

accounts for share-based compensation related to grants made through its

equity and incentive compensation plan under FASB ASC 718.

For more information, see Note 15 to our unaudited condensed consolidated


      financial statements related to share-based compensation.



  •   Depreciation and Amortization:

Expenses related to the recognition of the useful lives of our intangible and

fixed assets. We spend significant

capital to build and own our facilities. In addition to development capital,


      we annually reinvest to maintain these facilities.



  •   Impairment Loss:

Expenses related to reductions in the carrying value(s) of fixed and/or

intangible assets based on periodic evaluations whenever

events or changes in circumstances indicate that the carrying amount of an


      asset may not be recoverable.



  •   Transaction Costs:

Transaction costs primarily consist of expenses incurred for due diligence

and other activities related to potential acquisitions

and other strategic transactions.

Key Operating Metrics



Total operating revenues reflect both sales of renewable energy and sales of
related Environmental Attributes. As a result, our revenues are primarily
affected by unit production of RNG and Renewable Electricity, production of
Environmental Attributes, and the prices at which we monetize such production.
Set forth below is an overview of these key metrics:

• Production volumes:

We review performance by site based on unit of production calculations for

RNG and Renewable Electricity, measured in

terms of MMBtu and MWh, respectively. While unit of production measurements

can be influenced by schedule facility maintenance schedules, the metric is

used to measure the efficiency of operations and the impact of optimization

improvement initiatives. We monetize a majority of our RNG commodity

production under variable-price agreements, based on indices. A portion of

our Renewable Natural Gas segment commodity production is monetized under


      fixed-priced contracts. Our Renewable Electricity Generation segment
      commodity production is primarily monetized under fixed-priced PPAs.



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• Production of Environmental Attributes:

We monetize Environmental Attributes derived from our production of RNG and

Renewable Electricity.

We carry-over a portion of the RINs generated from RNG production to the

following year and monetize the carried over RINs in such following calendar

year. A majority of our Renewable Natural Gas segment Environmental

Attributes are self-monetized, though a portion are generated and monetized


      by third parties under counterparty sharing agreements. A majority of our
      Renewable Electricity Generation segment Environmental Attributes are
      monetized as a component of our fixed-price PPAs.



  •   Average realized price per unit of production:

Our profitability is highly dependent on the commodity prices for natural gas

and electricity, and the

Environmental Attribute prices for RINs, LCFS credits, and RECs. Realized

prices for Environmental Attributes monetized in a year may not correspond

directly with that year's production as attributes may be carried over and

subsequently monetized. Realized prices for Environmental Attributes

monetized in a year may not correspond directly to index prices due to the

forward selling of commitments.

The following table summarizes the key operating metrics described above, which metrics we use to measure performance.



                                                        Three Months
(in thousands, unless otherwise indicated)            Ended March 31,                       Change
                                                     2022          2021        Change          %
Revenues
Renewable Natural Gas Total Revenues               $ 32,666      $ 28,123      $ 4,543         16.2 %
Renewable Electricity Generation Total Revenues    $  3,971      $  3,324

$ 647 19.5 %



RNG Metrics
CY RNG production volumes (MMBtu)                     1,369         1,348           21          1.5 %
Less: Current period RNG volumes under
fixed/floor-price contracts                            (310 )        (453 )        143         31.6 %
Plus: Prior period RNG volumes dispensed in
current period                                          372           353           19          5.4 %
Less: Current period RNG production volumes not
dispensed                                              (410 )        (350 )        (60 )       17.1 %
Total RNG volumes available for RIN generation
(1)                                                   1,021           898   

123 13.7 %



RIN Metrics
Current RIN generation ( x 11.727) (2)               11,967        10,534        1,433         13.6 %
Less: Counterparty share (RINs)                      (1,216 )      (1,147 )        (69 )       (6.0 %)
Plus: Prior period RINs carried into CY                 128           110           18         16.4 %
Less: CY RINs carried into next CY                       -             -            -            -
Total RINs available for sale (3)                    10,879         9,497        1,382         14.6 %
Less: RINs sold                                      (6,485 )      (8,875 )      2,390         26.9 %
RIN Inventory                                         4,394           622        3,772        606.4 %
RNG Inventory (volumes not dispensed for RINs)
(4)                                                     410           350           60         17.1 %
Average Realized RIN price                         $   3.46      $   1.91      $  1.55         81.2 %

Operating Expenses
Renewable Natural Gas Operating Expenses           $ 16,345      $ 13,134      $ 3,211         24.4 %
Operating Expenses per MMBtu (actual)              $  11.94      $   9.74      $  2.20         22.6 %
Renewable Electricity Generation Operating
Expenses                                           $  3,737      $  3,393      $   344         10.1 %
$/MWh (actual)                                     $  83.04      $  71.70      $ 11.34         15.8 %

Other Metrics
Renewable Electricity Generation Volumes
Produced (MWh)                                           45            47           (2 )       (4.2 %)
Average Realized Price $/MWh (actual)              $  88.27      $  70.24      $ 18.03         25.7 %



(1) RINs are generated in the month that the gas is dispensed to generate RINs,

which occurs the month after the gas is produced. Volumes under

fixed/floor-price arrangements generate RINs which we do not self-market.

(2) One MMBtu of RNG has the same energy content as 11.727 gallons of ethanol,

and thus may generate 11.727 RINs under the RFS program.

(3) Represents RINs available to be self-marketed by us during the reporting

period.

(4) Represents gas production which has not been dispensed to generate RINs.





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Results of Operations

Comparison of Three Months Ended March 31, 2022 and 2021

The following table summarizes our revenues, expenses and net income for the periods set forth below:



                                                             Three Months
(in thousands, except per share data)                       Ended March 31,                    Change
                                                  2022           2021          Change            %
Total operating revenues                        $  32,169      $  31,447      $     722             2.3 %
Operating expenses:
Operating and maintenance expenses                 13,201         10,612          2,589            24.4 %
General and administrative expenses                 8,495         20,452        (11,957 )         (58.5 %)
Royalties, transportation, gathering and
production fuel                                     7,206          6,218            988            15.9 %
Depreciation and amortization                       5,153          5,737           (584 )         (10.2 %)
Gain on insurance proceeds                           (313 )          (82 )         (231 )        (281.7 %)
Impairment loss                                        51            626           (575 )         (91.9 %)
Transaction costs                                      27             88            (61 )         (69.3 %)

Total operating expenses                           33,820         43,651    

(9,831 ) (22.5 %)



Operating loss                                  $  (1,651 )    $ (12,204 )    $  10,553            86.5 %
Other (income) expenses:                             (278 )          679           (957 )        (140.9 %)
Income tax (benefit) expense                         (258 )        1,382         (1,640 )        (118.7 %)

Net loss                                        $  (1,115 )    $ (14,265 )    $ (13,150 )         (92.2 %)


Revenues for the Three Months Ended March 31, 2022 and 2021



Total revenues in the first quarter of 2022 were $32,169, an increase of $722
(2.3%) compared to $31,447 in the first quarter of 2021. The increase is
primarily related to an increase in realized pricing of gas commodity indices
and average realized RIN pricing during the first quarter of 2022 compared to
the first quarter of 2021. Realized gas commodity indices increased 84.0% in the
first quarter of 2022 of $4.95 compared to $2.69 in the first quarter of 2021.
Realized RIN pricing increased 81.2% during the first quarter of 2022 compared
to the first quarter of 2021. The increase was offset by lower revenues
recognized under our counter party sharing agreements of $187 in the first
quarter of 2022 compared to $3,787 in the first quarter of 2021. Also offsetting
the increase are losses recognized on in the first quarter of 2022 related to
gas commodity hedging settlements of $3,451.

Renewable Natural Gas Revenues



We produced 1,369 MMBtu of RNG during the first quarter of 2022, an increase of
21 MMBtu over the 1,348 MMBtu (1.5%) produced in the first quarter of 2021. Our
Galveston facility produced 66 MMBtu more in the first quarter of 2022 compared
to the first quarter of 2021 as a result of higher inlet gas due to wellfield
changes and plant efficiency optimization of process equipment. Offsetting the
increase are lower production volumes at our McCarty and Atascocita facilities.
Our McCarty facility produced 31 fewer MMBtu in the first quarter of 2022
compared to the first quarter of 2021 due to wellfield changes by our landfill
host. Also, our Atascocita facility produced 24 fewer MMBtu in the first quarter
of 2022 compared to the first quarter of 2021 due to a process equipment failure
that has since been repaired.

Revenues from the Renewable Natural Gas segment in the first quarter of 2022
were $32,666, an increase of $4,543 (16.2%) compared to $28,123 in the first
quarter of 2021. Average commodity pricing for natural gas for the first quarter
of 2022 was $4.95 per MMBtu, 84.0% higher than the first quarter of 2021. During
the first quarter of 2022, we self-monetized 6,485 RINs, representing a 2,390
decrease (26.9%) compared to 8,875 in the first quarter of 2021. The decrease
was primarily related to our decision not to self-market a significant amount of
RINs due to our belief that D3 RIN index volatility was temporary. Average
pricing realized on RIN sales during the first quarter of 2022 was $3.46 as
compared to $1.91 in the first quarter of 2021, an increase of 81.2%. This
compares to the average D3 RIN index price for the first quarter of 2022 of
$3.25 being approximately 28.0% higher than the average D3 RIN index price in
the first quarter of 2021. At March 31, 2022, we had approximately 410 MMBtu
available for RIN generation and we had approximately 4,394 RINs generated and
unsold. At March 31, 2021, we had approximately 350 MMBtu available for RIN
generation and approximately 622 RINs generated and unsold.

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Renewable Electricity Generation Revenues



We produced 45 MWh in Renewable Electricity during the first quarter of 2022, a
decrease of 2 MWh (4.2%) over the 47 MWh produced in the first quarter of 2021.
Our Bowerman facility produced 2 MWh less in the first quarter of 2022 compared
to the first quarter of 2021 due to preventative engine maintenance.

Revenues from Renewable Electricity facilities in the first quarter of 2022 were
$3,971, an increase of $647 (19.5%) compared to $3,324 in the first quarter of
2021. Our Bowerman facility was impacted in the fourth quarter of 2020 by the
California wildfires forcing it to temporarily shut down the facility. This shut
down delayed the timing of monetization of the Environmental Attributes
associated with the Bowerman facility and resulted in approximately $598 in
reduced revenues in the first quarter of 2021 as compared to the first quarter
of 2022.

In the first quarter of 2022, 100% of Renewable Electricity Generation segment
revenues were derived from the monetization of Renewable Electricity at fixed
prices associated with underlying PPAs, as compared to 100% in the first quarter
of 2021. This provides the Company with certainty of price resulting from our
Renewable Electricity sites.

Corporate Analysis



In the first quarter of 2022, our gas commodity hedge program was priced at
rates below actual index prices, resulting in realized losses of $3,451. We did
not have any gas hedge programs in the first quarter of 2021. Based on current
rates, we expect our gas commodity hedge program to continue to be priced below
actual index prices through the year-end 2022 at which time the hedge program
will expire.

Expenses for the Three Months Ended March 31, 2022 and 2021

General and Administrative Expenses



Total general and administrative expenses were $8,495 for the first quarter of
2022, a decrease of $11,957 (58.5%) compared to $20,452 for the first quarter of
2021. Of the total in the first quarter of 2021, $14,353 related to stock-based
compensation costs associated with the IPO and Reorganization Transactions.
Employee related costs, including stock-based compensation, decreased
approximately $11,938 (71.0%) in the first quarter of 2022 as compared to the
first quarter of 2021. This decrease is related to our accounting for the
cancellation of MNK options and recording approximately $2,050 in previously
unvested stock-based compensation expense. We recorded approximately $12,549 in
stock-based compensation expense associated with the grants of restricted stock,
non-qualified
stock options, and restricted stock units associated with the board of
directors' January 2021 grants to the Company's employees. Additionally,
professional fees decreased approximately $671 (34.4%) during the first quarter
of 2022 primarily driven by higher professional fees incurred during the first
quarter of 2021 related to the successful completion of the IPO and
Reorganization Transactions. Our corporate insurance premiums increased
approximately $187 (16.0%) during the first quarter of 2022 compared to the
first quarter of 2021, primarily related to premium increases associated with
the completion of the IPO. Our board of directors approved the payment of cash
fees to non-employee members beginning in 2022 leading to increased fees of $175
in the first quarter of 2022. Finally, our general and administrative expense
for the first quarter of 2022 increased approximately $455 compared to the first
quarter of 2021 associated with the operations of the Montauk Ag Renewables
Acquisition.

Renewable Natural Gas Expenses



Operating and maintenance expenses for our RNG facilities in the first quarter
of 2022 were $9,560, an increase of $1,958 (25.8%) as compared to $7,602 in the
first quarter of 2021. The primary reason for this increase is because our
Houston based facilities were favorably impacted by lower utility rates during
the first quarter of 2021. Certain of our utility contracts have provisions that
when we are not using utilities, the providers are able to contribute that
capacity back into the market and we receive credit against our future bills.
The weather event that occurred in the first quarter of 2021 temporarily
impacted our Houston facilities' utility consumption and resulted in our RNG
utilities being approximately $2,183 lower in the first quarter of 2021 as
compared to the first quarter of 2022.

Royalties, transportation, gathering and production fuel expenses for the
Company's RNG facilities for the first quarter of 2022 were $6,785, an increase
of $1,253 (22.7%) compared to $5,532 in the first quarter of 2021. Royalties,
transportation, gathering and production fuel expenses increased as a percentage
of RNG revenues to 20.8% for the first quarter of 2022 from 19.7% in the first
quarter of 2021. The increase in royalties, transportation, gathering and
production fuel expenses is primarily related to the increase in RNG revenues in
the first quarter of 2022 compared to the first quarter of 2021.

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Renewable Electricity Expenses



Operating and maintenance expenses for our Renewable Electricity facilities in
the first quarter of 2022 were $3,316, an increase of $350 (11.8%) compared to
$2,966 in the first quarter of 2021. The increase is primarily related to
scheduled preventative engine maintenance at our Bowerman facility, which was
approximately $457 higher in the first quarter of 2022 compared to the first
quarter of 2021.

Royalties, transportation, gathering and production fuel expenses for our
Renewable Electricity facilities for the first quarter of 2022 were $421, a
decrease of $6 (1.4%) compared to $427 in the first quarter of 2021. As a
percentage of Renewable Electricity Generation segment revenues, royalties,
transportation, gathering and production fuel expenses decreased to 10.6% from
12.8%. This decrease relates to an increase in grid access fees that were
incurred in first quarter of 2021 as a result of the 2020 California wildfires,
that did not occur in the first quarter of 2022.

Royalty Payments



Royalties, transportation, gathering, and production fuel expenses in the first
quarter of 2022 were $7,206, an increase of $988 (15.9%) compared to $6,218 in
the first quarter of 2021. We make royalty payments to our fuel supply site
partners on the commodities we produce and the associated Environmental
Attributes. These royalty payments are typically structured as a percentage of
revenue subject to a cap, with fixed minimum payments when Environmental
Attribute prices fall below a defined threshold. To the extent commodity and
Environmental Attributes' prices fluctuate, our royalty payments may fluctuate
upon renewal or extension of a fuel supply agreement or in connection with new
projects. Our fuel supply agreements are typically structured as
20-year
contracts, providing long-term visibility into the margin impact of future
royalty payments.

Depreciation



Depreciation and amortization in the first quarter of 2022 was $5,153, a
decrease of $584 (10.2%) compared to $5,737 in the first quarter of 2021. The
decrease is associated with assets remaining in service being fully amortized
and depleted.

Impairment loss

We calculated and recorded an impairment loss of $51 in the first quarter of
2022, a decrease of $575 (91.9%) compared to $626 in the first quarter of 2021.
The impairment in the first quarter of 2022 was related to computer software and
hardware no longer being utilized. The impairment in the first quarter of 2021
was due to decommissioning a previously converted electricity site to RNG as we
had been contractually obligated to maintain the site.

Other (Income) Expenses



Other income in the first quarter of 2022 were $278, an increase of $957
(140.9%) compared to other expenses of $679 in the first quarter of 2021. Of the
increase, $614 is related to a reduction of interest expense from the first
quarter of 2022 compared to the first quarter of 2021. Also driving part of the
increase were NOx emissions allowances credits, which were sold for $1,088 and
resulted in a $311 gain on the sale of these credits.

Income Tax Expense (Benefit)

Income tax expense for the three months ended March 31, 2022 was calculated using an estimated effective tax rate which differs from the U.S. federal statutory rate of 21% primarily due to the adjustment for production tax credits.



The effective tax rate of 18.8% for the three months ended March 31, 2022 was
higher than the rate for the three months ended March 31, 2021 of (10.7)%
primarily due to the use of year to date pre-tax income used to complete the
effective tax rate calculation and a required 162(m) executive compensation
limitation permanent adjustment. The March 31, 2022 rate included utilization of
production tax credits and certain discrete items.

Operating Loss for the Three Months Ended March 31, 2022 and 2021



Operating loss in the first quarter of 2022 was $1,651, a decrease of $10,553
(86.5%) compared to an operating loss of $12,204 in the first quarter of 2021.
The primary driver of the decrease relates to stock-based compensation expense
of $14,598 recognized in the first quarter of 2021, which was related to the IPO
and Reorganization Transactions. RNG operating profit for the first quarter of
2022 was $12,973, an increase of $2,378 (22.4%) compared to $10,595 in the first
quarter of 2021. Renewable Electricity Generation operating loss for the first
quarter of 2022 was $1,471, a decrease of $747 (33.7%) compared to an operating
loss of $2,218 for the first quarter of 2021.

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Non-GAAP
Financial Measures:

The following table presents EBITDA and Adjusted EBITDA,
non-GAAP
financial measures for each of the periods presented below. We present EBITDA
and Adjusted EBITDA because we believe the measures assist investors in
analyzing our performance across reporting periods on a consistent basis by
excluding items that we do not believe are indicative of our core operating
performance. In addition, EBITDA and Adjusted EBITDA are financial measurements
of performance that management and the board of directors use in their financial
and operational decision-making and in the determination of certain compensation
programs. EBITDA and Adjusted EBITDA are supplemental performance measures that
are not required by or presented in accordance with GAAP. EBITDA and Adjusted
EBITDA should not be considered alternatives to net income or any other
performance measure derived in accordance with GAAP, or as an alternative to
cash flows from operating activities or a measure of our liquidity or
profitability.

The following table provides our EBITDA and Adjusted EBITDA for the periods presented, as well as a reconciliation to net income:

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