Corporate Presentation January 2024 slide image

Corporate Presentation January 2024

VERDE CLEAN FUELS Forward Looking Statements This presentation (the "Presentation") includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"). Verde Clean Fuels, Inc.'s (the "Company") forward- looking statements include, but are not limited to, statements regarding the Company's or the Company's management team's expectations, hopes, beliefs, intentions or strategies regarding the future, including those relating to the Business Combination. The words "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "possible," "potential," "predict," "project," "should," "will," "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the control of the Company, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, include statements about our expected growth, expected performance, future operating results, outlook for the renewable energy industry, future global economic conditions, our to grow and manage growth profitably, maintain relationships with customers and suppliers and retain key employees, our ability to develop and operate new projects, our ability to obtain financing for future projects, the reduction or elimination of government economic incentives to the renewable energy market, delays in acquisition, financing, construction and development of new projects, the ability to secure necessary governmental and regulatory approvals, the ability to qualify for federal or state level low-carbon fuel credits, our business strategy and the business strategies of our customers, planned capital expenditures, future cash flows and borrowings, pursuit of potential acquisition opportunities, our financial position, return of capital to stockholders, business strategy and objectives for future operations. The forward-looking statements contained in this Presentation are based on the Company's current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those that the Company has anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the Company's control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described or incorporated by reference under the heading "Risk Factors" included in our Annual Report on Form 10-K filed on March 31, 2023. Should one or more of these risks or uncertainties materialize, or should any of the assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. There may be additional risks that the Company considers immaterial or which are unknown. It is not possible to predict or identify all such risks. The Company will not and does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. INDUSTRY AND MARKET DATA Although all information and opinions expressed in this Presentation, including market data and other statistical information, were obtained from sources believed to be reliable and are included in good faith, the Company has not independently verified the information and makes no representation or warranty, express or implied, as to its accuracy or completeness. Some data is also based on the good faith estimates of the Company, which are derived from its review of internal sources as well as the independent sources described above. TRADEMARKS AND TRADE NAMES The Company owns or has rights to various trademarks, service marks and trade names that it uses in connection with the operation of its businesses. This Presentation also contains trademarks, service marks and trade names of third parties, which are the property of their respective owners. The use or display of third parties' trademarks, service marks, trade names or products in this Presentation is not intended to, and does not imply, a relationship with the Company, or an endorsement or sponsorship by or of the Company. Solely for convenience, the trademarks, service marks and trade names referred to in this Presentation may appear with the ®, TM or SM symbols, but such references are not intended to indicate, in any way, that the Company will not assert, to the fullest extent under applicable law, their rights or the right of the applicable licensor to these trademarks, service marks and trade names. NON-GAAP FINANCIAL AND OPERATIONAL MEASURES This Presentation includes certain financial measures that are not presented in accordance with U.S. generally accepted accounting principles ("GAAP"). Adjusted EBITDA and EBITDA Margin are non-GAAP financial measures that the Company uses to facilitate comparisons of operating performance across periods. Non- GAAP measures should be used as a supplement to, and not a substitute for, the Company's GAAP measures of performance and the financial results calculated in accordance with GAAP and reconciliations from these results should be carefully evaluated. Non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or in lieu of an analysis of the Company's results as reported under GAAP and should be evaluated only on a supplemental basis. See the appendix to the Presentation that define the non- GAAP financial measures included in this Presentation and reconcile these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP. Copyright 2024 Verde Clean Fuels 2
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