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Ex. 99.3
MOXIE FREEDOM LLC
Interim Financial Statements
For the Three and Six Months Ended June 30, 2025
(Unaudited)



Index
For the Three and Six Months Ended June 30, 2025

INDEPENDENT AUDITORS' REPORT
CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2025F-2
CONSOLIDATED STATEMENT OF COMPREHENSIVE LOSS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025F-3
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025F-4
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2025F-5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSF-6 to F-17



[KPMG LOGO]
KPMG LLP
Suite 4000
1735 Market Street
Philadelphia, PA 19103-7501
KPMG
Independent Auditors’ Report
The Member
Moxie Freedom LLC:
Results of Review of Condensed Consolidated Interim Financial Information
We have reviewed the condensed financial statements of Moxie Freedom LLC (the Company), which comprise the condensed balance sheet as of June 30, 2025, the related condensed statements of operations for the three-month and six-month periods ended June 30, 2025, and the related condensed statements of cash flows and changes in Member’s Capital for the six-month periods ended, and the related notes (collectively referred to as the condensed interim financial information).
Based on our review, we are not aware of any material modifications that should be made to the accompanying condensed interim financial information for it to be in accordance with U.S. generally accepted accounting principles.
Basis for Review Results
We conducted our review in accordance with auditing standards generally accepted in the United States of America (GAAS) applicable to reviews of interim financial information. A review of condensed interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. A review of condensed interim financial information is substantially less in scope than an audit conducted in accordance with GAAS, the objective of which is an expression of an opinion regarding the financial information as a whole, and accordingly, we do not express such an opinion. We are required to be independent of the Company and to meet our other ethical responsibilities in accordance with the relevant ethical requirements relating to our review.
Responsibilities of Management for the Condensed Consolidated Interim Financial Information
Management is responsible for the preparation and fair presentation of the condensed interim financial information in accordance with U.S. generally accepted accounting principles and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of condensed interim financial information that is free from material misstatement, whether due to fraud or error.
Report on Condensed Consolidated Balance Sheet as of December 31, 2024
We have previously audited, in accordance with GAAS, the balance sheet as of December 31, 2024, and the related statements of operations, statement of member’s capital, and cash flows for the year then ended (not presented herein); and we expressed an unmodified audit opinion on those audited financial statements in our report dated March 31, 2025. In our opinion, the accompanying condensed balance sheet of the Company as.of December 31, 2024 is consistent, in all material respects, with the audited financial statements from which it has been derived.
/s/ KMPG LLP
Philadelphia, Pennsylvania
September 15, 2025

MOXIE FREEDOM, LLC
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands)



June 30, 2025December 31, 2024
Assets
Current assets
Cash and cash equivalents

$882 $761 
Restricted cash

12,663 1,088 
Current portion of derivative assets

3,226 1,582 
Accounts receivable

16,824 10,271 
Materials and supplies

3,852 3,872 
Prepaid expenses and other current assets

675 4,925 
Total current assets38,122 22,499 
Property, plant & equipment613,660 626,777 
Land8,479 8,479 
Long term portion of derivative assets— 2,402 
Other assets 24,295 25,144 
Total assets$684,556 $685,301 
Liabilities and Members’ Capital
Current liabilities
Accounts payable and accrued expenses

$16,064 $7,354 
Current portion of project loan and subordinated loan


4,400 4,400 
Current portion of derivative liabilities

10,890 2,991 
Total current liabilities31,354 14,745 
Derivative liabilities5,936 7,181 
Project loan350,789 373,781 
Total liabilities388,079 395,707 
Members’ capital296,477 289,594 
Total member's Capital296,477 289,594 
Total liabilities and members’ capital$684,556 $685,301 


The accompanying notes are an integral part of these condensed consolidated financial statements.
F-2
MOXIE FREEDOM, LLC
Condensed Consolidated Statement of Statements of Operations
(Unaudited)
(in thousands)



Three Months Ended
June 30, 2025		Six Months Ended
June 30, 2025
Revenue:
Electricity sales $79,115 $159,203 
Total revenue79,115 159,203 
Operating expenses:
Fuel expenses33,387 84,792 
Plant operating expenses6,786 14,422 
General and administrative expense763 1,490 
Depreciation expense6,624 13,248 
Total operating expenses47,560 113,952 
Operating income31,555 45,251 
Other expenses:
Deferred financing cost amortization expense870 1,798 
Interest expense9,183 19,831 
Total other expenses10,053 21,629 
Net income$21,502 $23,622 


The accompanying notes are an integral part of these condensed consolidated financial statements.
F-3

MOXIE FREEDOM, LLC
Condensed Consolidated Statement of Changes in Member’s Capital
(Unaudited)
(in thousands)

 Total Member's Capital
Member’s capital at December 31, 2024$289,594 
Net income23,622 
Equity distributions(16,739)
Member’s capital at June 30, 2025$296,477 

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


F-4

MOXIE FREEDOM, LLC
Condensed Consolidated Statement of Cash Flows
(Unaudited)
(in thousands)


Six Months Ended
June 30, 2025
Cash flows from operating activities:
Net income$23,622 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation expense

13,248 
Deferred financing cost amortization expense

1,798 
Unrealized loss on power swaps

1,095 
Unrealized loss on gas swaps

1,965 
Unrealized loss on interest rate swaps

4,352 
Change in operating assets and liabilities:

                     
Accounts receivable

(6,553)
Accounts payable, accrued expenses and accrued interest

8,712 
Prepaid expenses and other assets

5,118 
Net cash provided by operating activities

53,357 


Cash flows from investing activities:
Capital expenditures

(131)
Net cash used in investing activities

(131)


Cash flows from financing activities:
Payment of principal

(24,791)
Distribution to member

(16,739)
Net cash used in financing activities

(41,530)


Net change in cash and cash equivalents

11,696 
Cash, restricted cash and cash equivalents at beginning of year1,849 
Cash, restricted cash and cash equivalents at end of year$13,545 
Supplemental cash flow information:
Cash paid for interest$15,016 


The accompanying notes are an integral part of these condensed consolidated financial statements.
F-5
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(1)Organization and Operation of the Company
(a)Description of Business
Moxie Freedom LLC (the Company) was formed on March 4, 2014, as a Delaware limited liability company to develop, finance, construct, own, and operate a gas-fired combined cycle power generation facility with a capacity of approximately 1,105 MW that is located in Salem Township, Luzerne County, Pennsylvania (the Project or the Facility). The Company’s members were Moxie Energy, LLC and various related individuals until November 9, 2015 when 100% of all outstanding interest was transferred to Moxie Freedom Holdings LLC, an affiliate. The Company is governed by a limited liability company agreement.
The Company started construction of the Project during 2015 and was placed in commercial operation on September 1, 2018, its commercial operation date (COD).
(2)Summary of Significant Accounting Policies
(a)Basis of Accounting and Presentation
The accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and reflects all adjustments, which the Company believes are necessary to fairly present the financial position, results of operations, and cash flows of the Company for the three and six months ended June 30, 2025.
(b)Accounts Receivable and Revenue Recognition
Accounts receivable consists of receivables from PJM Interconnection, LLC (PJM) for capacity, energy, and ancillary services payments. The Company earns merchant revenue for incremental capacity, energy, and ancillary services provided to PJM. Merchant capacity, energy, and ancillary services revenue is recorded as electricity sales at the end of each operating period based upon energy delivered and services provided during the period.
In the normal course of business, the Company has future performance obligations for capacity sales awarded through market-based capacity auctions and (or) for capacity sales under bilateral contractual arrangements.
The PJM Base Residual Auction (BRA) for the 2025/2026 PJM Capacity Year was held in July 2024. The Company cleared a total of 767.70 MW at a clearing price of 269.92 per MW-day for the PJM MAAC locational delivery areas.
As of June 30, 2025, the expected future period capacity revenues subject to unsatisfied or partially unsatisfied performance obligations were: 
20252026
Expected capacity revenues$36,823 $30,019 

The PJM BRA for delivery year 2026/2027 was held in July 2025. The Company cleared a total of 711.50 MW at a clearing price of 329.17 per MW-day.
The Company’s revenue includes sales from commodity contracts that are accounted for under ASC 815, Derivatives and Hedging (ASC 815). Revenue from commodity contracts primarily relates to forward sales of commodities merchant energy prices, which are accounted for as derivatives at fair value under ASC 815. These forward sales meet the definition of a derivative under ASC 815 as they have an underlying

F-6
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(e.g. the price of gas), a notional amount (e.g. tons), no initial net investment and can be net settled since the commodity is readily convertible to cash. Revenue from commodity contracts is recognized in electricity sales for the contracted amount when the contracts are settled at a point in time by transferring control of the commodity to the customer, similarly to revenue recognized from contracts with customers under ASC 606. From inception through settlement, these forward sales arrangements are recorded at fair value under ASC 815 with unrealized gains and losses recognized in the respective statement of operations caption (revenue or interest expense) and carried on the balance sheet as assets or liabilities (see Note 6: Derivative Instruments and Hedging Activities), respectively. Further information about the fair value of these contracts is presented in the Note 4: Fair Value Measurements.
The following table represents merchant capacity, energy, settlement of power swaps, and ancillary services revenue sales at June 30, 2025.
Three Month Ended
June 30, 2025		Six Months Ended
June 30, 2025
Contracts earned under 606:
Capacity$9,021 $13,473 
Energy51,477 146,286 
Ancillary sales825 1,602 
Contracts earned under 815:
Realized gain (loss) on derivative instruments1,789 (1,063)
Unrealized gain (loss) on derivative instruments16,003 (1,095)
$79,115 $159,203 
(c)Cash and Cash Equivalents
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The carrying amount of these instruments approximates fair value because of their short-term maturity.
(d)Restricted Cash
Restricted cash represents amounts that are required to be maintained in separate accounts in connection with the Project Debt (Note 5) for future debt service, major maintenance requirements, and general corporate purposes.
All funds are held in highly rated money market accounts, and the carrying value approximates fair value as of June 30, 2025.
(e)Property, Plant, and Equipment, Net
The Company’s property, plant, and equipment are stated at cost net of accumulated depreciation. Depreciation is recorded on a straight-line basis over the estimated useful life of the related assets.
The following table provides the depreciable lives used for each asset class:
Balance of plant30 years
Buildings and other assets5-25 years

F-7
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(f)Materials and Supplies
Materials and supplies in the amount of $3.9 million as of June 30, 2025 and December 31, 2024, respectively, is stated at the lower of the average cost or net realizable value.
(g)Income Taxes
The Company is a disregarded entity for tax purposes. Accordingly, any effect of income taxes is recognized at their indirect parent.
(h)Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and member’s capital and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue, expenses, and allocation of profits and losses during the reporting period. Actual results could differ from those estimates. The Company is unaware of any change of conditions or situations that would cause any material change in estimates used to prepare the financial statements.
(i)Asset Retirement Obligations
The Company has no legal, constructive, or regulatory obligations related to the closure of the Facility, and accordingly, no asset retirement obligation is recorded in the financial statements.
(j)Impairment of Long-Lived Assets
Long-lived assets, such as property, plant, and equipment and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds fair value of the asset. Assets to be disposed of would be separately presented in the balance sheets and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. The assets and liabilities of a disposed group classified as held-for-sale would be presented separately in the appropriate asset and liability sections of the balance sheets.
(k)Deferred Financing Costs
Deferred financing costs represent costs to obtain long-term financing and are amortized using the effective-interest method over the term of the related debt. Deferred financing costs have been netted against long-term project debt (note 5) and at June 30, 2025 consist of the following:
June 30, 2025December 31, 2024
Gross carrying amount$16,035 $16,035 
Accumulated amortization(8,830)(7,032)
Balance at end of period

$7,205 $9,003 
The related amortization expense for the three and six months ended June 30, 2025 was $0.9 million and $1.8 million, respectively.

F-8
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(l)Fair Value of Financial Instruments
The carrying amounts reported in the balance sheet for cash and cash equivalents, restricted cash, accounts payable, and other liabilities approximate their respective fair values due to their short-term maturities. The fair value of the Company’s long-term debt is estimated based on quoted market prices for the same or similar issues and the current rates offered to the Company for debt with the same remaining maturities. The carrying value of the Company’s debt approximates fair market value due to the variable nature of the interest rate.
(m)Derivative and Hedging Activities
The Company recognizes derivative instruments as either assets or liabilities in the balance sheet at their respective fair values, unless they qualify for the normal purchase-normal sale exception. These instruments are reported gross on the Company’s balance sheet. The Company uses derivative instruments to manage its exposure to interest rate risk and merchant power price risk and does not hold or issue derivative instruments for speculative or trading purposes.
The Company did not elect hedge accounting for all of its derivatives. The Company carries the derivatives at their fair value on the balance sheet and recognizes any subsequent changes in their fair value in earnings.
(n)Leases
The Company accounts for leases in accordance with Topic 842. The Company reviews its arrangements at contract inception to determine if it is or contains a lease. As of June 30, 2025 and December 31, 2024 the Company has not entered into any material leases.
(o)Interest Expense
Interest payments are reported as interest expense on the statements of operations. Total interest expense was $9.2 million and $19.8 million for the three and six months ended June 30, 2025, respectively. Interest expense includes interest on debt, interest rate swap settlements and corresponding changes in fair value.
(p)Concentration of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist of accounts receivable, which are concentrated within the energy industry and derivative financial instruments with large creditworthy financial institutions. These industry concentrations may impact the Company’s overall exposure to credit risk, either positively or negatively, in that the customers may be similarly affected by changes in economic, industry or other conditions. Receivables and other contractual arrangements are subject to collateral requirements under the terms of enabling agreements. However, the Company believes that the credit risk posed by industry concentration is offset by the diversification and creditworthiness of its customer base. As of June 30, 2025, substantially all the Company’s revenue and accounts receivable is with one counterparty.

F-9
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(3)Property, Plant, and Equipment, Net
Property, plant, and equipment, net at June 30, 2025 and December 31, 2024 consists of the following:
June 30, 2025December 31, 2024
Plant and equipment in service$794,080 $794,080 
Work in process357 227 
Total

794,437 794,307 
Less: accumulated depreciation(180,777)(167,530)
Total property, plant, and equipment, net

$613,660 $626,777 
Depreciation expense was $6.6 million and $13.2 million for the three and six months ended June 30, 2025, respectively.
(4)Fair Value Measurements
ASC Topic 820, Fair Value Measurement, establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements).
Assets and liabilities measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024 are summarized below under the three-level hierarchy established by ASC Topic 820, which defines the levels within the hierarchy as follows:
•Level 1 – Consists of assets or liabilities whose value is based on unadjusted quoted prices in active markets at the measurement date. The Company holds no assets or liabilities that meet the definition of level 1.
•Level 2 – Consists of assets or liabilities valued using industry standard models and based on prices, other than quoted prices within Level 1, that are either directly or indirectly observable as of the measurement date
•Level 3 – Consists of assets or liabilities whose fair value is estimated based on internally developed models or methodologies using inputs that are generally less readily observable and supported by little, if any, market activity at the measurement date.

F-10
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
The following tables set forth by level within the fair value hierarchy the financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2025 and December 31, 2024. These financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of fair value assets and liabilities and placement within the fair value hierarchy levels.
June 30, 2025
Level 1Level 2Level 3Total
Derivative assets:
Interest rate swap

$- $ 759 $- $ 759 
Power swap

- - 2,467 2,467 
Total assets measured at fair value

$- $ 759 $ 2,467 $ 3,226 
 
Derivative liabilities:
Interest rate swap

$ - $ 1,131 $ - $ 1,131 
Power swap

- - 13,730 13,730 
Gas swap

- 1,965 - 1,965 
Total liabilities measured at fair value

$ - $ 3,096 $ 13,730 $ 16,826 

December 31, 2024
Level 1Level 2Level 3Total
Derivative assets:
Interest rate swap

$- $ 3,980 $- $ 3,980 
Power swap

- - 4 4 
Total assets measured at fair value

$- $ 3,980 $ 4 $ 3,984 
 
Derivative liabilities:
Power swap

$- $- $10,172 $10,172 
Total liabilities measured at fair value

$ - $ - $ 10,172 $ 10,172 
The valuation techniques used to measure the fair value of the Level 2 derivative financial instruments above in which the counterparties have high credit ratings were derived using the income approach from discounted cash flow from pricing models, with all significant inputs derived from or corroborated by observable market data. The Company’s discounted cash flow techniques use observable market inputs, such as SOFR based yield curves.
The gas swaps referenced above have been designated as Level 2 derivative financial instruments. The valuation of these instruments is based on the income approach using discounted cash flow pricing models that incorporate observable market inputs such as forward natural gas prices, basis differentials, and broker quotations for similar contracts in active markets. These inputs are corroborated by market data, and the counterparties to the gas swaps have high credit ratings.
The Power swaps referenced above have been designated as Level 3 derivative financial instruments due to their illiquidity. The power swaps have been entered into with counterparties with high credit ratings.

F-11
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(a)Additional Information Regarding Level 3 Measurements
For valuations that include both observable and unobservable inputs, if the unobservable input is determined to be significant to the overall inputs, the entire valuation is categorized in Level 3. This includes derivatives valued using indicative price quotations for contracts with tenors that extend into periods with no observable pricing. The significant unobservable inputs used in the fair value measurement of the Power Swaps as of Juen 30, 2025 and December 31, 2024 are as follows:
Range of Significant Unobservable Inputs
Level 3 Financial InstrumentsSignificant Unobservable Inputs by Valuation TechniqueJune 30, 2025December 31, 2024
Power SwapPower Price$34.650/MWh to $51.467/MWh$37.477/MWh to $48.709/MWh
The following table presents the activity for the Power Swaps for the period ended June 30, 2025:
2025
Balance at beginning of period, net$(10,168)
Unrealized loss on power swaps(1,095)
Balance at end of period, net$(11,263)
(5)Project Debt
On November 10, 2015, the Company entered into a $532.0 million floating rate construction and term loan facility to finance the construction of the project and a $60.0 million working capital facility (together the Project Debt).
On April 4, 2023, the Company entered into a Credit Agreement (Refinance Agreement) with multiple lenders for a new Term loan facility in the amount of $432.6 million and a working capital loan facility in the amount of $30.0 million. The proceeds from the Refinance Agreement were used to pay off the original term loan facility. This replaced the Project Debt with new loan terms and interest rates. One lender from the original term loan facility rolled over the principal amount of $21.0 million to be deemed borrowed under the refinance agreement. The rollover did not result in an actual exchange of cash.
Due to the majority of new lenders and materially different terms on the new loan this transaction was treated as an extinguishment of the original project debt and placement of new debt for these financial statements. The unamortized deferred financing costs of $1.9 million from the original project debt were written off as part of extinguishment, the Company recorded to deferred financing cost amortization expense in the statements of operations.
The Project Refinance Agreement contains certain restrictive covenants that, among other things, limit the Company’s ability to incur additional indebtedness, maintain reserve accounts, make distributions, and the requirement to hedge the majority of interest rate risk.
The working capital facility has two primary uses: (i) to issue letters of credit and (ii) make working capital loans. Any working capital loans drawn pay interest at SOFR +400 bps and must be fully repaid by the fifth anniversary of the closing date. Repayments of working capital loans may be re-borrowed after the working capital loan has been repaid.

F-12
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
As of June 30, 2025 and December 31, 2024, the Company has debt outstanding as follows:
June 30, 2025December 31, 2024Interest Rate
Term loan facility$362,394 $387,184 Variable
Working capital loan facility- - Variable
Total outstanding balance

362,394 387,184 
Less: deferred financing costs (net)(7,205)(9,003)
Less: current portion of project loan(4,400)(4,400)
Total project loan

$350,789 $373,781 
The principal and interest payments on the Project Refinancing Agreement are made quarterly on March 31, June 30, September 30, and December 31 of each year. The amount of these payments includes a mandatory principal payment in addition to a cash sweep mechanism for additional principal payments calculated on a quarterly basis. As of June 30, 2025 and December 31, 2024, the fair market value of the debt was $367 million and $393 million, respectively. For the three and six months ended June 30, 2025, the amount of interest cost incurred on the current Project Debt was $7.4 million and $15.0 million, respectively.
The annual maturities of the Refinance Agreement based on mandatory principal payments as of June 30, 2025 are as follows:
2025 (remaining six months)$2,200 
20264,400 
20274,400 
20284,400 
2029346,994 
Thereafter- 
Total$362,394 
(6)Derivative Instruments and Hedging Activities
The Company uses interest rate derivative instruments to manage its exposure to changes in the interest rate on its variable rate debt instruments. In addition, from time to time the Company uses power swaps to manage its merchant power price risk.
By using derivative financial instruments to hedge exposures to changes in interest rates and fluctuating power prices the Company exposes itself to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty owes the Company, which creates credit risk for the Company. When the fair value of a derivative contract is negative, the Company owes the counterparty, and therefore, the Company is not exposed to the counterparty’s credit risk in those circumstances. The Company minimizes counterparty credit risk in derivative instruments by entering transactions with high-quality counterparties.
Market risk is the adverse effect on the value of a derivative instrument that results from a change in interest rates or merchant power prices. The market risk associated with interest-rate contracts and power swap contracts is managed by establishing and monitoring parameters that limit the types and degree of market risk that may be undertaken.

F-13
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
The tables listed below provide a reconciliation of the beginning and ending net balances for the derivative instruments measured at fair value. All interest rate swaps are classified as Level 2 in the fair value hierarchy and all power swaps are classified as Level 3 in the fair value hierarchy:
Three Months Ended June 30, 2025
Gas Derivatives
(Level 2)		Interest Rate Derivatives
(Level 2)		Power Derivatives
(Level 3)		Total Derivatives
Realized and unrealized gains (losses):
Settlements

$- $523 $1,789 $2,312 
Fair value adjustments

(1,815)(1,566)16,003 12,622 
Total gains (losses)

$(1,815)$(1,043)$17,792 $14,934 
Statement of operations recognition:
Revenue

$- $- $17,792 $17,792 
Fuel expense

(1,815)(1,815)
Interest expense

- (1,043)- (1,043)
Total gains (losses)

$(1,815)$(1,043)$17,792 $14,934 

Six Months Ended June 30, 2025
Gas Derivatives
(Level 2)		Interest Rate Derivatives
(Level 2)		Power Derivatives
(Level 3)		Total Derivatives
Realized and unrealized gains (losses):
Settlements

$- $1,103 $(1,063)$40 
Fair value adjustments

(1,965)(4,352)(1,095)(7,412)
Total gains (losses)

$(1,965)$(3,249)$(2,158)$(7,372)
Statement of operations recognition:
Revenue

$- $- $(2,158)$(2,158)
Fuel expense

(1,965)- - (1,965)
Interest expense

- (3,249)- (3,249)
Total gains (losses)

$(1,965)$(3,249)$(2,158)$(7,372)
For the three and six months ended June 30, 2025 the Company received $0.5 million and $1.1 million of interest swap settlements, which were recognized on the statement of operations.
(a)Interest Rate Swaps
On March 28, 2023, the Company terminated and settled its existing interest rate swap agreements, as part of the Refinance Agreement (see Note 5). As part of the settlement of the existing interest rate swap agreements, the Company received $2.0 million for early redemption recorded as a reduction to interest expense. The Company entered into new interest rate swaps who’s combined notional value which represent at least 75% of the outstanding principal of the Project Debt at all times. The interest rate swaps are in effect from June 30, 2023 to December 31, 2029 and effectively convert the floating rate for the hedged portion of the Project Refinanced Agreement to a fixed interest rate between 3.45% and 3.75%.
(b)Commodity Swaps
During 2023 and 2024 the Company entered into various Commodity Swap Transactions. These swaps lock in various fixed pricing of the Projects output. The notional volume of the Company's open derivative transactions is 4,656,000 MWH's for the period ended June 30, 2025.

F-14
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
The following table summarizes the fair value within the derivative instrument valuation on the balance sheets as of June 30, 2025 and December 31, 2024:
June 30, 2025December 31, 2024
Balance sheet location:
Derivatives not designated as hedging instruments:

Current assets

$3,227 $1,582 
Noncurrent assets

- 2,402 
Current liabilities

(10,890)(2,991)
Noncurrent liabilities

(5,936)(7,181)
Total derivatives not designated as hedging instruments

(13,599)(6,188)
Total derivatives

$(13,599)$(6,188)

(7)Related Party Transactions
(a)Administrative Management Agreement (AMA)
The Company executed an AMA with Caithness Freedom Administrative Management, LLC on November 10, 2015 to act as an independent contractor who performs operational management and general administrative services. The services and fees under the AMA began on January 1, 2018 and continue throughout the operating period of the Project. The Company pays an annual fee of $2.0 million, which will be subject to annual increases based on the Consumer Price Index increase for the immediately preceding 12-month period. For the three and six months ended June 30, 2025, the AMA fees of $0.7 million and $1.3 million respectively were incurred and recorded in general and administrative expenses in the statements of operation.
(b)Amounts Due from and Due to Related Parties
Amounts due to related parties pertain to payments of normal course of business expenses paid on behalf of the Company and intercompany loans. The Company currently does not have amounts due to or due from related parties as of June 30, 2025 and December 31, 2024.
(8)Commitment and Contingencies
In 2023 and 2024, the Company obtained Letters of Credit (LOC) under the working capital facility to satisfy the obligations for various site permit requirements. On December 31, 2024 the Commodity Hedging LOC was no longer necessary and was returned to the working capital facility.
The Company pays commitment fees in connection with the undrawn balance of the working capital facility. For the three and six months ended June 30, 2025, the LOCs and commitment fees, were $0.2 million and $0.5 million, respectively, which are included in interest expense on the statements of operations.

The table below summarizes the Company’s commitment fees as of June 30, 2025:
June 30, 2025
Committed amountFee percentage
Working capital commitment fee$6,500 6.25 %


F-15
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(a)Operation and Maintenance Agreement (OMA)
On November 10, 2015, the Company entered into an OMA with EthosEnergy Power Plant Services, LLC (EEP), to provide for the operation and maintenance of the Facility. EEP provides appropriate staffing and perform the day-to-day operations, routine testing, maintenance, repair of the Facility, and other services required for electrical energy production. EEP procures all goods, services, accessories, consumables, parts, and equipment as needed to perform their duties as operator and receives payment for all payroll costs for on-site staffing as well as an annual fee to cover all costs to perform their duties as operator. The OMA is due to expire on the earlier of (i) five years after the Operational Phase, subject to extension upon mutual agreement of the Company and EEP and (ii) termination of the agreement by the Company or EEP. The terms of the OMA permit the Company to terminate the agreement at any time during the Operational Phase without cause upon giving 60 days’ written notice to EEP.
Contract pricing under the terms of the OMA are as follows:
•Mobilization Phase: $20 thousand each month with an expected total of $0.2 million, plus reimbursement of payroll costs and other operating expenses
•Operational Phase: $0.3 million annual fees, paid in $25 thousand monthly installments, plus reimbursement of payroll costs and other operating expenses
The OMA also provides for an annual performance adjustment, which, if positive, shall consist of a payment by the Company to EEP or, if negative, shall consist of a payment from EEP to the Company. The terms of the performance adjustment are as follows:
•Annual base amount of $0.2 million, escalated by the change in the CPI compared to the CPI at the date of the OMA execution.
•Consideration of operator performance in safety, environmental, budget compliance and facility availability (all as defined in the OMA).
For the three and six months ended June 30, 2025, the fees expensed were $1.0 and $2.4 million, respectively.
(b)Contract Service Agreement (CSA)
On September 17, 2015, the Company entered into a CSA with General Electric International, Inc., pursuant to which they will provide parts and services for the installed gas turbines. The CSA will cover maintenance, repair of collateral damage, initial spare parts, monitoring systems, unscheduled outage obligations, nonhazardous cleanup, and permits having to do with the installed turbines.
The term of the CSA is for 20 years with no option to terminate by either party without penalty. Minimum payments required under the contract vary by year totaling $27.0 million from 2024 through 2030 excluding direct costs and variable fees.
(c)Contract for Sale and Purchase of Natural Gas (GSA)
On August 7, 2015, the Company entered into the GSA with South Jersey Resources Group, LLC (SJRG) for the firm supply and transportation of up to 157,000 MMBtu of natural gas to the project for a period of 10 years from the in-service date. In 2015, the Company elected ASC 815 scope except for normal purchase-normal sale. SJRG will procure gas from Cabot Oil & Gas and sell it to the Project using a three-tranche pricing formula:

F-16
MOXIE FREEDOM LLC
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Pursuant to the terms of the agreement, the Project must bid all available energy (consistent with 150,000 MMBtus of gas) into the PJM Interconnection, LLC (PJM) day-ahead market. If the unit is unavailable to generate energy, there is no gas purchase requirement.
For the three and six months ended June 30, 2025, the Company incurred expenses of $31.6 million and $82.8 million, respectively, which have been recorded as fuel expense.
(d)Interconnection Service Agreement (ISA)
On November 6, 2015, PJM and PPL Electric Utilities Corporation executed an ISA with the Company to allow the Facility to connect to PJM’s transmission system with 980 megawatts of capacity interconnections rights. The Facility is interconnected to the PJM grid through a new 500-kilovolt switchyard along the Susquehanna-Lackawanna 500-kilovolt line. The substation and transmission system upgrades cost $34.5 million, which were capitalized to property, plant, and equipment Effective February 24, 2022, PJM and PPL Electric Utilities Corporation executed a revised ISA with the Company to allow the Facility to connect to PJM’s transmission system for an additional 65 MW for a total of 1,045 MW of capacity interconnections rights.
(9)Subsequent Events
Subsequent events have been evaluated and disclosed as required through the report issuance date of September 15, 2025.
On July 17, 2025, Talen Energy entered into an agreement to acquire the Moxie Freedom Energy Center in Salem Township, Pennsylvania, and the Guernsey Power Station in Ohio from Caithness Energy for approximately $3.5 billion. The acquisitions are expected to close in the fourth quarter of 2025, subject to customary regulatory approvals and closing conditions. No adjustments have been made to the consolidated financial statements as of June 30, 2025 related to these transactions.
In September 2025, the Company received notice from an unrelated third party alleging breach of contract. The Company has conducted a thorough review of the case and consulted with legal counsel. Based on the information currently available, the Company believes that the claims are without merit and intends to vigorously defend against them. At this time, no reserve has been recorded in the financial statements for potential liabilities related to this litigation, as management does not expect any material adverse impact on the Company's financial position or results of operations.

F-17