卡路美 2025年季度报告

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 FOR THE QUARTERLY PERIOD ENDEDMarch31,2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 Calumet, Inc. (Exact Name of Registrant as Specified in Its Charter) (317)328-5660(Registrant’s Telephone Number, Including Area Code) None (Former Name, Former Address and Former FiscalYear, If Changed Since Last Report) Securities Registered Pursuant to Section12(b)of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of theSecurities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to filesuch reports), and (2)has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12months (or for such shorterperiod that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒ On May 12, 2025, the registrant had86,621,470shares of common stock outstanding. CALUMET, INC.QUARTERLY REPORTFor the Three Months Ended March31,2025 Table of Contents Part I Item 1. Financial Statements4Calumet, Inc.4Unaudited Condensed Consolidated Balance Sheets4Unaudited Condensed Consolidated Statements of Operations5Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss)6Unaudited Condensed Consolidated Statements of Stockholders' Equity7Unaudited Condensed Consolidated Statements of Cash Flows8Notes to Unaudited Condensed Consolidated Financial Statements9Item 2. Management’s Discussion and Analysis of Financial Condition and Results ofOperations42Item 3. Quantitative and Qualitative Disclosures About Market Risk59Item 4. Controls and Procedures61 Part II Item 1. Legal Proceedings63Item 1A. Risk Factors63Item 2. Unregistered Sales of Equity Securities and Use of Proceeds63Item 3. Defaults Upon Senior Securities63Item 4. Mine Safety Disclosures63Item 5. Other Information63Item 6. Exhibits64 FORWARD-LOOKING STATEMENTS This Quarterly Report on Form10-Q (this “Quarterly Report”) includes certain “forward-lookingstatements.” These statements can be identified by the use of forward-looking terminology including“will,” “may,” “intend,” “believe,” “expect,” “outlook,” “anticipate,” “estimate,” “continue,” “plan,”“should,” “could,” “would,” or other similar words. The statements regarding (i) demand for finishedproducts in markets we serve; (ii)estimated capital expenditures as a result of required audits orrequired operational changes or other environmental and regulatory liabilities; (iii)our anticipatedlevels of, use and effectiveness of derivatives to mitigate our exposure to crude oil price changes,natural gas price changes and fuel products price changes; (iv)estimated costs of complying with theU.S. Environmental Protection Agency’s (“EPA”) Renewable Fuel Standard (“RFS”), including theprices paid for Renewable Identification Numbers (“RINs”) and the amount of RINs we may berequired to purchase in any given complianceyear, and the outcome of any litigation concerning ourexistingsmall refinery exemption(“SRE”)petitions;(v)our ability to meet our financialcommitments, debt service obligations, debt instrument covenants, contingencies and anticipatedcapital expenditures; (vi)our access to capital to fund capital expenditures and our working capitalneeds and our ability to obtain debt or equity financing on satisfactory terms; (vii)our access toinventory financing under our supply and offtake agreements; (viii)the effect, impact, potentialduration or other implications of supply chain disruptions and global energy shortages on ourbusiness and operations; (ix) general economic and political conditions, including inflationarypressures, changes in global trade policy and tariffs, instability in financial institutions, the prospectof a shutdown of the U.S. federal government, general economic slowdown or a recession, politicaltensions, conflicts and war (such as the ongoing conflicts in Uk