Origin Materials Inc (ORGN)

Origin Materials Reaffirms Intention to Voluntarily Delist from Nasdaq and Deregister with SECJune 10, 2026 4:01 PM
Business Wire Origin Materials (“Origin”) (NASDAQ: ORGN, ORGNW) today announced that the Company’s board of directors (the “Board”) has approved the decision to voluntarily delist the Company’s common stock from the Nasdaq Capital Market (“Nasdaq”) and deregister its common stock with the Securities and Exchange Commission (the “SEC”). “We announced in our May 1, 2026 Company update that we intend to delist our common stock and warrants from Nasdaq in connection with the Plan of Dissolution that we asked shareholders to approve at our upcoming shareholder meeting on July 1, 2026,” said Matt Plavan, interim CEO of Origin Materials. “Origin’s warrants will expire according to their terms on June 24, 2026. We expect Nasdaq will suspend trading of the warrants prior to market open on June 24, 2026, and the warrants will be delisted from Nasdaq. While we are in compliance with applicable Nasdaq listing requirements, our Board determined that it is consistent with our prior stated intention to maximize shareholder value, which includes the sale of our technology and associated assets, to voluntarily delist our common stock now given the potential to eliminate significant legal, audit, and other costs associated with being a public company.” Accordingly, Origin notified Nasdaq today of its intention to voluntarily delist its shares of common stock. In connection with the contemplated delisting, Origin intends to file a Form 25 with the SEC on or about June 22, 2026. The delisting of Origin’s common stock from Nasdaq is expected to become effective on July 2, 2026. Nasdaq is expected to file a Form 25 to delist Origin’s warrants in connection with their expiration on June 24, 2026. Origin intends to file a Form 15 with the SEC on or about July 10, 2026, terminate the registration of its common stock with the SEC, and immediately suspend its obligation to file periodic reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Following the delisting, any trading in Origin’s common stock would occur, if at all, on the over-the-counter market (“OTC”). Origin does not intend to apply to have its common stock quoted on OTC. Furthermore, if Origin’s shareholders approve the Plan of Dissolution, after it files the certificate of dissolution, there will be no trading market for Origin’s common stock. Cautionary Note on Forward-Looking Statements This press release contains certain forward-looking statements within the meaning of the federal securities laws. These statements are based on our estimates and assumptions as of the date of this press release and are subject to risks and uncertainties. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “project,” “potential,” “seem,” “seek,” “target,” “future,” “outlook,” “guidance,” “maintain,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. For example, statements relating to the delisting of the Company’s common stock and warrants from Nasdaq (including its intention to file a Form 25 on or about June 22, 2026) and deregistration of the Company’s common stock under the Exchange Act (including its intention to file a Form 15 on or about July 10, 2026), as well as the suspension of its reporting obligations under the Exchange Act and expected timing, the possibility of trading of the Company’s common stock on OTC, the Company’s intention not to seek quotation of its common stock on OTC, and shareholder approval of the Plan of Dissolution and any subsequent filing of a certificate of dissolution. All forward-looking statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of Origin’s management, and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and you must not rely on them as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond Origin’s control. These forward-looking statements are subject to a number of risks and uncertainties including those factors discussed in Origin’s Annual Report on Form 10-K filed with the SEC on March 30, 2026 under the heading “Risk Factors,” and other documents Origin has filed, or will file, with the SEC. These filings, when available, are available on the investor relations section of Origin’s website at investors.originmaterials.com and on the SEC’s website at www.sec.gov. If any of these risks materialize or Origin’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Origin does not presently know or currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Origin undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required under applicable law. These forward-looking statements should not be relied upon as representing Origin’s assessments of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements. View source version on businesswire.com: https://www.businesswire.com/news/home/20260609843032/en/ Investors: ir@originmaterials.com
Media: media@originmaterials.com Original: Origin Materials Reaffirms Intention to Voluntarily Delist from Nasdaq and Deregister with SEC

Get all the way out you misleading piece of shit... John Bissell stepping down as CEO while continuing to serve on our Board of Directors

Origin Announces Plan to Sell Technology Followed by Orderly Wind Down of OperationsMay 1, 2026 4:05 PM
Business Wire
– Origin Board Approves Reduction in Force to Fund Continued Customer Qualification and Strategic Process to Sell Caps Technology to Maximize Shareholder Value –


– Company Expects to Wind Down Operations Following These Initiatives –


Origin Materials, Inc. (“Origin”) (NASDAQ: ORGN, ORGNW) today announced that its Board of Directors has determined, after extensive consideration of potential strategic alternatives, that it is in the best interests of its shareholders to sell its PET cap technology and other remaining assets followed by an orderly wind down of operations. To reduce costs and support the planned sale, the Company is reducing its workforce, with affected employees expected to depart by the end of the month. As part of the reduction in force, members of the executive team will be leaving the Company, with John Bissell stepping down as CEO while continuing to serve on our Board of Directors, and CFO and COO Matt Plavan appointed as interim CEO.


“Our ongoing work to support customer qualification processes and to optimize our products for manufacturing is a critical prerequisite to commercially scaling this technology, and continues to be our primary focus during this period,” said Mr. Plavan. “We previously reported that, absent near-term financing and reductions in operating expenses, our existing cash and cash equivalents would allow us to continue our planned operations into the third quarter of 2026. In addition, over the past year the Board of Directors, management, and external advisors devoted substantial time and effort to identifying and pursuing strategic opportunities to enhance shareholder value. To date, however, our attempts to source additional capital have been unsuccessful, and the strategic review process has not yielded a potential transaction which the Board views as reasonably likely to provide greater realizable value to shareholders than the sale of the technology followed by an orderly winddown of the Company. Therefore, today we are announcing a reduction in force to enable Origin to maximize shareholder value through the orderly sale of capital and technology assets.”


Plan of Liquidation and Dissolution


The Board of Directors has unanimously approved the dissolution and liquidation of the Company, subject to shareholder approval, pursuant to a Plan of Complete Liquidation and Dissolution (the “Plan of Dissolution”). The Company intends to call a special meeting of its shareholders to seek approval of the Plan of Dissolution and will file proxy materials relating to the special meeting with the Securities and Exchange Commission (the “SEC”) as soon as practical. The Plan of Dissolution contemplates an orderly wind down of the Company’s business and operations. If the Company’s shareholders approve the Plan of Dissolution, the Company intends to file a certificate of dissolution, delist its shares of common stock and warrants from The Nasdaq Capital Market, satisfy or resolve its remaining liabilities and obligations, including but not limited to contingent liabilities and claims and costs associated with the dissolution and liquidation, make reasonable provisions for unknown claims and liabilities, and attempt to convert all of its remaining assets into cash or cash equivalents. Upon filing of the certificate of dissolution, the Company intends to cease trading in its common stock and warrants, close its stock and warrant transfer books, and discontinue recording transfers of shares of its capital stock and warrants, in accordance with applicable law. The Company will establish a reserve, which will be used to pay all expenses (including operating expenses) and other known, non-contingent liabilities and obligations, and will include reasonable provision for future expenses of liquidation and contingent and unknown liabilities as required by Delaware law. In the proxy materials to be filed with the SEC, the Company will provide an estimate of any amount that may be distributed to shareholders. The amount actually distributable, however, may vary substantially from any estimate provided by the Company, based on a number of factors.


IMPORTANT ADDITIONAL INFORMATION


In connection with the proposed Plan of Dissolution, the Company intends to file with the SEC a proxy statement and other relevant materials. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, ANY AMENDMENTS OR SUPPLEMENTS THERETO, ANY OTHER SOLICITING MATERIALS AND ANY OTHER DOCUMENTS TO BE FILED WITH THE SEC IN CONNECTION WITH THE PLAN OF DISSOLUTION AND RELATED MATTERS OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION ABOUT ORIGIN MATERIALS, INC., THE PLAN OF DISSOLUTION AND RELATED MATTERS. Shareholders may obtain a free copy of the proxy statement and the other relevant materials (when they become available), and any other documents filed by the Company with the SEC, at the SEC’s website at http://www.sec.gov or on the “Investors” section of Origin’s website at www.originmaterials.com.


Participants in the Solicitation


Origin Materials and its executive officers and directors may be deemed to be participants in the solicitation of proxies from its shareholders with respect to the proposed Plan of Dissolution and related matters, and any other matters to be voted on at the special meeting of shareholders. Information regarding the names, affiliations, and interests of such directors and executive officers will be included in the proxy statement (when available). Additional information regarding such directors and executive officers is included in Origin’s Amendment No. 1 to its Annual Report on Form 10-K filed on April 29, 2026. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies of Origin’s shareholders in connection with the Plan of Dissolution and related matters and any other matters to be voted upon at the special meeting will be set forth in the proxy statement (when available). These documents are available free of charge as described in the preceding section.


Cautionary Note on Forward-Looking Statements


This press release contains certain forward-looking statements within the meaning of the federal securities laws. These statements are based on our estimates and assumptions as of the date of this press release and are subject to risks and uncertainties. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “project,” “potential,” “seem,” “seek,” “target,” “future,” “outlook,” “guidance,” “maintain,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. For example, all statements Origin makes regarding the proposed dissolution pursuant to the Plan of Dissolution, timing of filing of the certificate of dissolution and holding a special shareholder meeting to approve the Plan of Dissolution, the amount and timing of liquidating distributions, if any, in connection with the dissolution, the amount of planned reserves, Origin’s ability to maximize shareholder value through the orderly sale of capital and technology assets, and similar statements are forward-looking. All forward-looking statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of Origin’s management, and are not predictions of actual performance. Such risks and uncertainties include, among others, the availability, timing and amount of liquidating distributions; the amounts that will need to be set aside by Origin; the adequacy of such reserves to satisfy Origin’s obligations; potential unknown contingencies or liabilities, including tax claims, and Origin’s ability to favorably resolve them or at all; the amount of proceeds that might be realized from the sale or other disposition of any remaining assets; the application of, and any changes in, applicable tax laws, regulations, administrative practices, principles and interpretations; the incurrence by Origin of expenses relating to the dissolution; the ability of the Board of Directors to abandon, modify or delay implementation of the Plan of Dissolution, even after shareholder approval; and the uncertain macroeconomic environment. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and you must not rely on them as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond Origin’s control. These forward-looking statements are subject to a number of risks and uncertainties including those factors discussed in Origin’s Annual Report on Form 10-K filed with the SEC on March 30, 2026 under the heading “Risk Factors,” and other documents Origin has filed, or will file, with the SEC. These filings, when available, are available on the investor relations section of Origin’s website at investors.originmaterials.com and on the SEC’s website at www.sec.gov. If any of these risks materialize or Origin’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Origin does not presently know or currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Origin undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required under applicable law. These forward-looking statements should not be relied upon as representing Origin’s assessments of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260501444721/en/
Investors: ir@originmaterials.com

Media: media@originmaterials.com


Original: Origin Announces Plan to Sell Technology Followed by Orderly Wind Down of Operations

Origin Materials, Inc. Reports Operating and Financial Results for Fourth Quarter and Full Year 2025March 27, 2026 4:41 PM
Business Wire
Origin Materials, Inc. (“Origin,” “Origin Materials,” or the “Company”) (Nasdaq: ORGN, ORGNW), a technology company with a mission to enable the world’s transition to sustainable materials, today announced financial results for its fourth quarter and full year ended December 31, 2025.


Commentary from John Bissell, Origin CEO:


"Last year was a challenging one for Origin that also brought meaningful progress. Our commercialization journey has taken longer than we initially anticipated, which has had a negative impact on our stock price. However, this month we delivered the latest iteration of Origin PET caps to multiple world-class beverage brands – with approximately thirty key prospects in our pipeline receiving and evaluating our latest design. The new cap design incorporates feedback from household-name beverage brands. Origin’s internal testing of these caps demonstrates marked improvement in seal performance and impact resistance in a single design, meeting industry benchmarks for pressurized water applications on key test metrics, such as ball impact and heated stress testing. Customer qualification processes for these new caps are now underway, and we anticipate related customer announcements, pending the completion of successful qualifications, with timelines varying depending on customer requirements."


"To strengthen our financial position, in November 2025 we announced a convertible debt facility with an initial tranche of $15 million in cash, with the option to raise additional capital up to $90 million total. We also announced the execution of a non-binding term sheet for $20 million of equipment financing. To date, however, due to the significant decline in our stock price since securing the convertible debt facility, we have been able to make only limited use of the equity feature of this facility to service the outstanding debt at reasonable conversion values, which we had intended to do in order to preserve our cash for operations. Servicing the outstanding debt with cash has had, and will continue to have, an adverse impact on our liquidity. Also, at recent stock price levels, we do not meet the minimum equity requirements for additional capital draws from this facility. Further, the aforementioned non-binding term sheet did not progress to a definitive agreement because the lender made material reductions to the valuation assumptions underlying the debt financing. As a result, absent near-term financing and reductions in operating expenses including reductions in force to extend our planned operations, we currently estimate that our existing cash and cash equivalents will allow us to continue our planned operations into the third quarter of 2026. Therefore, we continue to actively source equipment financing and are currently engaged with multiple prospects. In addition, we are intensifying our focus on potential strategic arrangements that we believe could help accelerate value creation from our technology for the benefit of our shareholders, including a potential business combination, equity and debt financing, divestiture of assets, technology licensing, and other arrangements."


"Despite challenging business conditions and customer adoption timelines longer than we initially anticipated, our prospective customers remain interested and engaged. These companies consume billions of caps per year and the latest cap designs, reflecting modifications which our customers requested, are now in their hands undergoing testing. For those new to Origin, our technology platform produces what we believe are the only commercially scalable PET bottlecaps, as opposed to the HDPE and polypropylene caps which today dominate the over $65 billion closures market. Our platform excels in seven areas: recyclability, oxygen and CO2 barrier (enabling longer shelf-life), closure diameter (enabling more economic large formats), thickness (enabling lighter weight), rigidity (premium feel), use of recycled content, and optical clarity."


Company Fourth Quarter and Recent Business Highlights



Our strategic review with RBC Capital Markets, announced in our Q2 2025 earnings release, is progressing well with productive engagement from potential counterparties. We are intensifying our focus on potential strategic arrangements that we believe could help accelerate value creation from our technology for the benefit of our shareholders.



Financing. We continue to actively source equipment financing and are currently engaged with multiple prospects. In addition, in connection with our strategic review process, we are in discussion with multiple parties and capital infusions are within the scope of those discussions. Overall, we believe our path to maximizing shareholder value will be a combination of successful new capital sourcing, monetization of current assets, and continued cost containment measures, and we look forward sharing updates as appropriate.



Prospective customers are actively engaged in qualifying Origin PET caps. During Q1 2026, Origin delivered PET caps suitable for pressurized water applications to multiple marquee global beverage brands, with approximately thirty customers receiving and evaluating our latest cap iteration, to continue acceptance testing.



In August 2025, the first products with Origin PET caps went onto store shelves in California, a milestone for PET cap market acceptance.



Developed distribution network for PET caps. In March 2026, Origin announced HP Embalagens as strategic distributor for sustainable PET bottlecaps. HP Embalagens is a major Brazilian packaging company serving world-renowned brands such as Nestlé, Ferrero Rocher, Natura, and Johnson & Johnson. The relationship complements Origin’s strategic partnerships with Berlin Packaging and Matrix Bottling Group, announced in August 2025 and February 2026, respectively, and supports Origin’s ability to access markets and distribute PET caps globally.



For PET cap production capacity, Origin’s CapFormer line build-out in 2026 entails six lines, already fully procured and projected to be installed by end of year.



Updated guidance. Because of the additional time we have spent and anticipate spending on design iteration and customer qualification, reflective of customer feedback received in the past quarter, and because of our increased understanding of the bespoke design requirements of key market players, we no longer project achieving Adjusted EBITDA run-rate breakeven prior to 2028, updated from our previous projection of 2027. Further, this update reflects what we expect will be a more gradual commercialization process, likely characterized by multiple smaller product launches in series, rather than a single launch consuming all of Origin’s PET cap production.



This is the first time in decades a truly new pressurized cap has been introduced into this beverage space and, while Origin has already overcome substantial technical obstacles, we expect to continue customer-driven product qualification and optimization on the way to adoption.



Acquisition of premium water customers is expected to continue throughout 2026.



Results for Fourth Quarter and Full Year 2025


Cash, cash equivalents, and marketable securities were $53.5 million as of December 31, 2025.


The net accounts receivable balance of $13.0 million at December 31, 2025, is comprised of receivables associated with the Company’s legacy supply chain activation program being wound down in 2025. Concurrent with the wind-down of the supply chain activation program, we expect to collect all related net receivables in due course, resulting in a significant source of cash.


Additionally, as of December 31, 2025, the Company had $9.1 million of land held for sale in Geismar, Louisiana. We are actively seeking the sale of this land which would result in an additional significant source of cash.


As of December 31, 2025, the Company had $15.0 million in convertible debt outstanding.


Revenue for the fourth quarter was $3.0 million compared to $9.2 million in the prior-year period, due to the planned reduction in the Company’s supply chain activation program.


Revenue for the full year was $18.9 million compared to $31.3 million in the prior full year, due to the planned reduction in the Company’s supply chain activation program.


Operating expenses for the fourth quarter were $194.7 million compared to $16.2 million in the prior-year period, an increase of $178.4 million primarily due to an increase in non-cash impairment of assets expense of $178.8 million. Concurrent with the decision to cease further investment in our furanics platform, we evaluated the Origin 1 and Origin 2 assets to estimate their current fair market value, which resulted in the recognition of a $165.9 million impairment of assets expense.


Full year 2025 operating expenses were $259.6 million compared to $85.3 million in the prior full year, an increase of $174.4 million driven primarily by the non-cash impairment expense of $178.8 million recognized in the fourth quarter of 2025.


Net loss was $194.1 million for the fourth quarter compared to $13.5 million in the prior-year period, an increase of $180.6 million primarily due to the $165.9 million non-cash impairment of assets expense related to the fair market evaluation of the furanics assets. Full year 2025 net loss was $249.7 million compared to net loss of $83.7 million in the prior full year.


Adjusted EBITDA loss was $10.8 million for the fourth quarter compared to $10.5 million in the prior-year period. Full year Adjusted EBITDA loss was $43.4 million compared to $48.4 million in the prior year period.


Shares outstanding as of December 31, 2025 were 5.2 million, adjusted for the one-for-thirty reverse stock split effected in March 2026.


For a reconciliation of non-GAAP figures to the applicable GAAP figures, please see the table captioned ‘Reconciliation of GAAP and Non-GAAP Results' set forth at the end of this press release. We have not reconciled our guidance for non-GAAP run-rate Adjusted EBITDA to GAAP due to the uncertainty and potential variability of reconciling items such as stock-based compensation. As a result, a reconciliation is not available without unreasonable effort and we are unable to address the probable significance of the unavailable information.


Webcast and Conference Call Information


Company management will host a webcast and conference call on March 27, 2026, at 5:00 p.m. Eastern Time, to discuss the Company's financial results.


Interested investors and other parties can listen to a webcast of the live conference call by logging onto the Investor Relations section of the Company's website at https://investors.originmaterials.com/.


The conference call can be accessed live over the phone by dialing +1-844-676-8020 (domestic) or +1-412-634-6957 (international). A telephonic replay will be available approximately three hours after the call by dialing 1-844-512-2921, or for international callers, +1-412-317-6671. The conference ID for the live call and pin number for the replay is 10206659. The replay will be available until 11:59 p.m. Eastern Time on April 10, 2026.


About Origin Materials, Inc.


Origin is a technology company with a mission to enable the world’s transition to sustainable materials. Our innovations include PET caps and closures that bring recycling circularity and enhanced performance to a ~$65 billion market. For more information, visit www.originmaterials.com.


Non-GAAP Financial Information


To supplement the Company’s financial results presented in accordance with generally accepted accounting principles in the United States ("U.S. GAAP"), the Company also uses non-GAAP financial measures, including Adjusted EBITDA, as supplemental measures to review and assess the Company’s operating performance. Adjusted EBITDA is defined as net loss adjusted for (i) stock-based compensation, (ii) depreciation and amortization, (iii) impairment of assets, (iv) investment income, (v) interest expenses, (vi) change in fair value of derivatives, (vii) change in fair value of common stock warrants liability, (viii) change in fair value of earnout liability, (ix) change in fair value of convertible notes, (x) other expenses, net, (xi) income tax provision and (xii) cash severance.


The Company believes that the presentation of Adjusted EBITDA is appropriate to provide additional information to investors about our operating profitability adjusted for certain non-cash items, non-routine items that the Company does not expect to continue at the same level in the future, as well as other items that are not core to the Company’s operations. Further, the Company believes Adjusted EBITDA provides a meaningful measure of operating profitability because the Company uses it for evaluating the Company’s business performance, making budgeting decisions, and comparing performance against that of other peer companies using similar measures.


Non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. These non-GAAP financial measures have limitations as analytical tools, and when assessing the Company’s operating performance, investors should not consider them in isolation. In addition, calculations of this non-GAAP financial information may be different from calculations used by other companies, and therefore comparability may be limited.


The Company mitigates these limitations by reconciling the non-GAAP financial measures to the most comparable U.S. GAAP performance measures, all of which should be considered when evaluating our performance.


For more information on Adjusted EBITDA, please see the table captioned “Reconciliation of GAAP and Non-GAAP Results” set forth at the end of this press release.


Cautionary Note on Forward-Looking Statements


This press release contains certain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements generally are accompanied by words such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “plan,” “predict,” “project,” “potential,” “seem,” “seek,” “target,” “future,” “outlook,” and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding Origin’s ability to continue to fund its planned operations into the third quarter of 2026 and ability to extend its planned operations beyond the third quarter of 2026; Origin’s business strategy, commercial, operating, and product development plans and announcements of such plans, anticipated customer demand, the impact of tariffs on our business, revenue potential, the projection that Origin will achieve breakeven run-rate Adjusted EBITDA results in 2028, pace and anticipated timing of bringing Origin’s CapFormer lines online and anticipated revenue generated from such systems, the impact of anticipated improvements to Origin’s CapFormer lines, ability of Origin’s products to complete customer qualification on time or at all, anticipated timing of commercializing Origin’s products and delivering those products to customers, estimated total addressable market, anticipated benefits of and demand for Origin’s potential products, ability to convert potential customer interest into revenue, expectations about Origin’s future financing arrangements, including Origin’s ability to enter into financing arrangements on favorable terms, the outcome of Origin’s evaluation of strategic alternatives and the ability of such strategic alternatives to enhance shareholder value, access to manufacturing capacity, marketing and distribution capabilities, or strategic capital, or address the gap between indicated product demand and production capacity, anticipated growth and projected financial information. From time to time, the Company discloses approximate levels of customer demand based on information received from current and potential customers as to amounts of product they wish to purchase at a certain price over a certain term in the future. The Company does not discount such indications of customer demand by the likelihood of their conversion to actual revenue or the time until such conversion. Some customers may overstate the amount of product they wish to purchase and one should not assume that demand figures disclosed by the Company will necessarily translate into comparable levels of revenue. The forward-looking statements are based on various assumptions, whether or not identified in this press release, and on the current plans, objectives, estimates, expectations, and intentions of the management of Origin and are not predictions of actual performance and inherently involve significant risks and uncertainties. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of Origin. These forward-looking statements are subject to a number of risks and uncertainties including, but not limited to, the fact that Origin may be unable to successfully commercialize its products; the effects of competition, tariffs, and other trade restrictions on Origin’s business; the uncertainty of the projected financial information with respect to Origin, particularly given the rapidly changing tariff landscape; disruptions and other impacts to Origin’s business. Other factors that could adversely affect the Company’s operations include those discussed in Origin’s Annual Report on Form 10-K to be filed with the U.S. Securities and Exchange Commission (“SEC”) on March 30, 2026 under the heading “Risk Factors,” and other documents Origin has filed, or will file, with the SEC. These filings, when available, are available on the investor relations section of our website at investors.originmaterials.com and on the SEC’s website at www.sec.gov. If any of these risks materialize or Origin’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Origin does not presently know or currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Origin undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required under applicable law. These forward-looking statements should not be relied upon as representing Origin’s assessments of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.




ORIGIN MATERIALS, INC.








CONDENSED CONSOLIDATED BALANCE SHEETS










 



(In thousands, except share and per share data)






December 31,

2025






 






December 31,

2024








ASSETS






 






 






 








Current assets






 






 






 








Cash and cash equivalents






$






32,923






 






 






$






56,307






 








Marketable securities






 






20,545






 






 






 






46,613






 








Accounts receivable net of allowance for credit losses of $828 and $1,230, respectively






 






13,049






 






 






 






19,179






 








Other receivables






 






2,101






 






 






 






2,526






 








Inventory






 






684






 






 






 






866






 








Prepaid expenses and other current assets






 






2,448






 






 






 






2,401






 








Land held for sale






 






9,126






 






 






 






11,282






 








Total current assets






 






80,876






 






 






 






139,174






 








Property, plant, and equipment, net






 






72,852






 






 






 






203,919






 








Operating lease right-of-use asset






 






3,149






 






 






 






3,735






 








Intangible assets, net






 






32






 






 






 






73






 








Deferred tax assets






 






—






 






 






 






621






 








Other long-term assets






 






751






 






 






 






30,505






 








Total assets






$






157,660






 






 






$






378,027






 








 






 






 






 








LIABILITIES AND STOCKHOLDERS’ EQUITY






 






 






 








Current liabilities






 






 






 








Accounts payable






$






3,568






 






 






$






2,921






 








Accrued expenses






 






4,947






 






 






 






2,779






 








Operating lease liabilities, current






 






306






 






 






 






323






 








Notes payable, short-term






 






4,511






 






 






 






3,772






 








Convertible notes, net of issuance costs






 






14,970






 






 






 






—






 








Other liabilities, current






 






231






 






 






 






2,754






 








Total current liabilities






 






28,533






 






 






 






12,549






 








Earnout liability






 






24






 






 






 






2,486






 








Canadian Government Research and Development Program liability






 






16,776






 






 






 






14,399






 








Common stock warrants liability






 






167






 






 






 






4,566






 








Notes payable, long-term






 






4,386






 






 






 






1,730






 








Operating lease liabilities






 






3,533






 






 






 






3,858






 








Other liabilities, long-term






 






30






 






 






 






74






 








Total liabilities






 






53,449






 






 






 






39,662






 








STOCKHOLDERS’ EQUITY






 






 






 








Preferred stock, $0.0001 par value, 10,000,000 shares authorized; no shares issued and outstanding as of December 31, 2025 and 2024






 






—






 






 






 






—






 








Common stock, $0.0001 par value, 1,000,000,000 shares authorized; 5,173,884 and 4,952,476, issued and outstanding as of December 31, 2025 and 2024, respectively (including 50,000 and 100,000, respectively, of Sponsor Vesting Shares)






 






15






 






 






 






15






 








Additional paid-in capital






 






402,378






 






 






 






393,186






 








Accumulated deficit






 






(287,825






)






 






 






(38,127






)








Accumulated other comprehensive loss






 






(10,357






)






 






 






(16,709






)








Total stockholders’ equity






 






104,211






 






 






 






338,365






 








Total liabilities and stockholders’ equity






$






157,660






 






 






$






378,027






 














 




ORIGIN MATERIALS, INC.








CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS








(Unaudited)










 



 






Three Months Ended




December 31,






 






Year Ended December 31,








(In thousands, except share and per share data)






 






2025






 






 






 






2024






 






 






 






2025






 






 






 






2024






 








Revenues:






 






 






 






 






 






 






 








Products






$






3,022






 






 






$






9,222






 






 






$






18,922






 






 






$






31,279






 








Services






 






—






 






 






 






—






 






 






 






—






 






 






 






3






 








Total revenues






 






3,022






 






 






 






9,222






 






 






 






18,922






 






 






 






31,282






 








Cost of revenues (exclusive of depreciation and amortization shown separately below)






 






2,933






 






 






 






9,210






 






 






 






18,381






 






 






 






30,864






 








Operating expenses:






 






 






 






 






 






 






 








Research and development






 






3,842






 






 






 






3,216






 






 






 






13,749






 






 






 






18,554






 








General and administrative






 






9,158






 






 






 






10,155






 






 






 






39,074






 






 






 






40,766






 








Depreciation and amortization






 






2,843






 






 






 






2,769






 






 






 






11,175






 






 






 






10,715






 








Impairment of assets






 






178,816






 






 






 






76






 






 






 






195,636






 






 






 






15,246






 








Total operating expenses






 






194,659






 






 






 






16,216






 






 






 






259,634






 






 






 






85,281






 








Loss from operations






 






(194,570






)






 






 






(16,204






)






 






 






(259,093






)






 






 






(84,863






)








Other income (expenses):






 






 






 






 






 






 






 








Investment income






 






806






 






 






 






1,336






 






 






 






4,014






 






 






 






6,783






 








Interest expenses






 






(17






)






 






 






(58






)






 






 






(123






)






 






 






(371






)








Gain (loss) in fair value of derivatives






 






—






 






 






 






53






 






 






 






(15






)






 






 






290






 








Gain (loss) in fair value of common stock warrants liability






 






351






 






 






 






(312






)






 






 






4,399






 






 






 






(3,225






)








Gain (loss) in fair value of earnout liability






 






—






 






 






 






1,698






 






 






 






2,462






 






 






 






(703






)








Gain in fair value of convertible notes






 






5






 






 






 






—






 






 






 






5






 






 






 






—






 








Other (expenses) income, net






 






(339






)






 






 






231






 






 






 






(726






)






 






 






(939






)








Total other income, net






 






806






 






 






 






2,948






 






 






 






10,016






 






 






 






1,835






 








Loss before income tax provision






 






(193,764






)






 






 






(13,256






)






 






 






(249,077






)






 






 






(83,028






)








Income tax provision






 






(364






)






 






 






(266






)






 






 






(621






)






 






 






(669






)








Net loss






 






(194,128






)






 






 






(13,522






)






 






 






(249,698






)






 






 






(83,697






)








Other comprehensive income (loss):






 






 






 






 






 






 






 








Unrealized gain (loss) on marketable securities






 






(15






)






 






 






(13






)






 






 






679






 






 






 






2,197






 








Foreign currency translation adjustment






 






1,242






 






 






 






(9,267






)






 






 






5,673






 






 






 






(12,974






)








Total other comprehensive income (loss)






 






1,227






 






 






 






(9,280






)






 






 






6,352






 






 






 






(10,777






)








Total comprehensive loss






$






(192,901






)






 






$






(22,802






)






 






$






(243,346






)






 






$






(94,474






)








Net loss per share, basic






$






(38.54






)






 






$






(2.82






)






 






$






(50.55






)






 






$






(17.54






)








Net loss per share, diluted






$






(38.54






)






 






$






(2.82






)






 






$






(50.55






)






 






$






(17.54






)








Weighted-average common shares outstanding, basic






 






5,036,571






 






 






 






4,801,886






 






 






 






4,939,958






 






 






 






4,773,088






 








Weighted-average common shares outstanding, diluted






 






5,036,571






 






 






 






4,801,886






 






 






 






4,939,958






 






 






 






4,773,088






 








ORIGIN MATERIALS, INC.



CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS








(Unaudited)








 



 






Year Ended December 31,








(in thousands)






 






2025






 






 






 






2024






 








Cash flows from operating activities






 






 






 








Net loss






$






(249,698






)






 






$






(83,697






)








Adjustments to reconcile net loss to net cash used in operating activities:






 






 






 








Depreciation and amortization






 






11,175






 






 






 






10,715






 








Provision for credit losses






 






744






 






 






 






1,230






 








Stock-based compensation






 






8,914






 






 






 






10,080






 








Loss on reserves






 






—






 






 






 






639






 








Impairment of assets






 






195,636






 






 






 






15,246






 








Realized loss on marketable securities






 






228






 






 






 






946






 








Amortization of premium and discount of marketable securities, net






 






(139






)






 






 






(190






)








Change in fair value of derivative






 






15






 






 






 






(290






)








Change in fair value of common stock warrants liability






 






(4,399






)






 






 






3,225






 








Change in fair value of earnout liability






 






(2,462






)






 






 






703






 








Change in fair value of convertible notes






 





(5

)






 






 






—






 








Deferred tax provision






 






621






 






 






 






640






 








Other non-cash expenses






 






783






 






 






 






518






 








Changes in operating assets and liabilities:






 






 






 








Accounts receivable net and other receivables






 






5,810






 






 






 






(3,359






)








Inventory






 






182






 






 






 






46






 








Prepaid expenses and other current assets






 






(272






)






 






 






2,397






 








Other long-term assets






 






213






 






 






 






(4,750






)








Accounts payable






 






(1,160






)






 






 






373






 








Accrued expenses






 






1,529






 






 






 






(3,590






)








Operating lease liabilities






 






(311






)






 






 






(350






)








Other liabilities, current






 






(154






)






 






 






(1,362






)








Other liabilities, long-term






 






(43






)






 






 






—






 








Net cash used in operating activities






 






(32,793






)






 






 






(50,830






)








Cash flows from investing activities






 






 






 








Purchases of property, plant, and equipment






 






(30,207






)






 






 






(8,953






)








Proceeds from land held for sale






 






2,117






 






 






 






—






 








Proceeds from sale of property, plant, and equipment






 






341






 






 






 






—






 








Purchases of marketable securities






 






(1,067,964






)






 






 






(1,817,317






)








Sales of marketable securities






 






1,077,050






 






 






 






1,751,508






 








Maturities of marketable securities






 






17,595






 






 






 






103,321






 








Net cash (used in) provided by investing activities






 






(1,068






)






 






 






28,559






 








Cash flows from financing activities






 






 






 








Payment of notes payable and other liabilities






 






(6,272






)






 






 






(4,793






)








Proceeds from convertible notes






 






15,000






 






 






 






—






 








Proceeds from Canadian Government Research and Development Program






 






1,678






 






 






 






8,097






 








Proceeds from exercise of stock options






 






253






 






 






 






252






 








Net cash provided by financing activities






 






10,659






 






 






 






3,556






 








Effects of foreign exchange rate changes on the balance of cash and cash equivalents held in foreign currencies






 






(182






)






 






 






(480






)








Net decrease in cash and cash equivalents






 






(23,384






)






 






 






(19,195






)








Cash and cash equivalents beginning of the period






 






56,307






 






 






 






75,502






 








Cash and cash equivalents end of the period






$






32,923






 






 






$






56,307






 














 




Origin Materials, Inc.








Reconciliation of GAAP and Non-GAAP Results










 



 






Three Months Ended December 31,






 






Year Ended December 31,








(in thousands)






 






2025






 






 






 






2024






 






 






 






2025






 






 






 






2024






 








Net loss






$






(194,128






)






 






$






(13,522






)






 






$






(249,698






)






 






$






(83,697






)








Stock-based compensation






 






2,100






 






 






 






2,369






 






 






 






8,914






 






 






 






10,080






 








Depreciation and amortization






 






2,843






 






 






 






2,769






 






 






 






11,175






 






 






 






10,715






 








Impairment of assets






 






178,816






 






 






 






76






 






 






 






195,636






 






 






 






15,246






 








Investment income






 






(806






)






 






 






(1,336






)






 






 






(4,014






)






 






 






(6,783






)








Interest expenses






 






17






 






 






 






58






 






 






 






123






 






 






 






371






 








(Gain) loss in fair value of derivatives






 






—






 






 






 






(53






)






 






 






15






 






 






 






(290






)








(Gain) loss in fair value of common stock warrants liability






 






(351






)






 






 






312






 






 






 






(4,399






)






 






 






3,225






 








(Gain) loss in fair value of earnout liability






 






—






 






 






 






(1,698






)






 






 






(2,462






)






 






 






703






 








Gain in fair value of convertible notes






 






(5






)






 






 






—






 






 






 





(5

)






 






 






—






 








Other expenses (income), net






 






339






 






 






 






(231






)






 






 






726






 






 






 






939






 








Income tax provision






 






364






 






 






 






266






 






 






 






621






 






 






 






669






 








Cash severance






 






—






 






 






 






484






 






 






 






—






 






 






 






455






 








Adjusted EBITDA






$






(10,811






)






 






$






(10,507






)






 






$






(43,368






)






 






$






(48,367






)







 

View source version on businesswire.com: https://www.businesswire.com/news/home/20260327172429/en/
Origin Materials

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Original: Origin Materials, Inc. Reports Operating and Financial Results for Fourth Quarter and Full Year 2025