What this document is
A single-page summary for decision-makers: what Montgomery County is being asked to authorise, what it receives in return, and the deadline that governs the timetable.
- The decision in front of the County is whether to authorise an engagement, not whether to commit capital.
- Acting in 2026 preserves the option of commercial operation before the Dickerson contract expires; acting later forecloses it.
- The County keeps ownership of its own material decisions, and the agreement scales with the volume it chooses to commit.
- Read the full structure ↗Terms, phases, risk and timeline.
- See the economics ↗Thirty years of flows, reported separately.
- Back to the package hub ↗All six documents in one place.
Dickerson expires April 2031 — no in-County landfill, no contracted alternative
Montgomery County routes 1,800 TPD — 657,000 tons per year — through the Dickerson Resource Recovery Facility under a service agreement that expires April 2031. There is no active in-County landfill and no contracted alternative for that volume. Working backward from April 2031, the latest a Joint Working Group phase can be authorized and still have Phase Initial ACM infrastructure operational before contract expiry is approximately Q2 2027. Every month of delay compresses that window and cannot be recovered.
Montgomery County currently pays approximately $70/ton at the Shady Grove Transfer Station gate — FWDC confirmed FY2026. That $46.6M annual disposal spend generates $0 return. The Beneficiation Fee at $100/ton exceeds the current FWDC by $30/ton in Year 1. That $30/ton differential is the access cost to the Circular Royalty™ structure — which begins returning $120/ton from 13 months after corresponding feedstock delivery and escalates each year for the full 30-year term.
Zero County capital. Zero construction bonds. Zero operating liability. Carbotura's SPV finances, builds, owns, and operates the ACM facility. The County's sole financial obligation is the per-ton Beneficiation Fee — which replaces disposal management costs at a modest premium to current FWDC. From Year 2 the County receives a Circular Royalty™ of $17.52M at Phase Initial scale, growing each year.
Phase Initial at 400 TPD can achieve COD before April 2031 if authorized by Q2 2027. Phase Expanded at 1,800 TPD addresses the full Dickerson-committed volume. The CSA structure scales without renegotiating commercial terms.
Five structural facts for Montgomery County
The Dickerson service agreement is a dated legal instrument. On expiry, 657,000 TPY of processing capacity disappears with no contracted alternative in place. The County has no in-County landfill. The only non-ACM pathway is long-haul transfer at punitive cost. The authorization window for Phase Initial COD before April 2031 closes approximately Q2 2027. Delay cannot be made up.
Beneficiation Fee ($100/ton) exceeds current FWDC ($70/ton) by $30/ton in Year 1. Year 2 Circular Royalty™ at Phase Initial: $17.52M. Year 2 Fee (escalated 2.5%): $14.96M. The two are independent transactions and are reported separately. By Year 30, the royalty rate exceeds the fee by design. Gross cost displacement quantified separately from Circular Royalty™ cash flow per the Separate Transaction Principle. Both are reported independently and in full. At steady state, the Circular Royalty™ is designed to exceed the Beneficiation Fee on a per-ton basis.
No County construction bonds. No capital committee approval for facility infrastructure. No operating liability. The facility is a Carbotura SPV asset. The County receives rolling monthly royalty payments beginning 13 months after corresponding feedstock delivery after the first Beneficiation Fee payment — backed by step-in rights and a Parent Performance Guarantee for the full 30-year term plus perpetual continuation language.
Both closed County landfills hold accumulated legacy material. The Exogenesis™ Royalty structure converts that material into a structured royalty income stream at $50/ton extracted, +1%/yr from Year 2 of extraction, running concurrently with the Circular Royalty™. Subject to Waste Characterization Study confirmation.
Phase Initial creates approximately 100 direct manufacturing jobs in Montgomery County. Phase Expanded scales to approximately 450 direct FTE — operations, maintenance, quality, and logistics roles retained for the full 30-year CSA term. These are permanent Class B manufacturing positions within Maryland's I-270 technology and industrial corridor, with multiplier effects across the county supply chain.
The Circular Supply Agreement (CSA)
Carbotura offers a single commercial structure for this and every engagement: the Circular Supply Agreement (CSA) — Beneficiation Fee (TMC Fee) + Circular Royalty™ — plus a universal Exogenesis™ Royalty add-on.
+ Circular Royalty™
- Beneficiation Fee: $100/ton, 2.5%/yr escalator
- Circular Royalty™: 120% of Year 1 fee base, +1pp/yr
- Royalty commencement: 13 months after corresponding feedstock delivery after corresponding Beneficiation Fee payment (rolling monthly)
- 30-year CSA term · perpetual continuation language
- County retains project site — no deed required
- No MD PILOT / Enterprise Zone tax abatement required
- Parent Performance Guarantee · Zero County capex
- MDENV manufacturing classification — actively pursued, nothing contingent on it
- US GAAP / GASB accounting treatment
The Gude Landfill in Rockville, MD (closed 1982) is the primary Exogenesis™ Royalty candidate; the Oaks Landfill (closed 1997) is the alternate. Each ton extracted from the legacy landfill mass earns an additional Exogenesis™ Royalty of $50/ton, escalating +1%/yr, beginning Year 6 after CSA execution.
The Exogenesis™ Royalty runs concurrently with the Circular Royalty™ and does not alter the primary CSA commercial terms. Subject to Waste Characterization Study confirmation.
Subject to Waste Characterization Study confirmationKey figures at a glance
vs. $70/ton current FWDC
+$2.56M surplus vs. fee
for Phase Initial COD
No County construction bonds
Employment in Montgomery County
Phase Initial (400 TPD)
Phase Medium (900 TPD)
Phase Expanded (1,800 TPD)
Circular Royalty™ projections — 400 to 1,800 TPD
Fee and Royalty shown independently per the Separate Transaction Principle.
| Capacity | Annual TPY | Fee · Year 1 | Royalty™ · Year 2 | 30-Year Gross Royalty | FTE |
|---|---|---|---|---|---|
| 400 TPD ← Phase Initial | 146,000 | $14.60M | $17.52M | ~$829M EST | ~100 |
| 900 TPD · Phase Medium | 328,500 | $32.85M | $39.42M | ~$1.87B EST | ~225 |
| 1,800 TPD · Phase Expanded | 657,000 | $65.70M | $78.84M | ~$3.74B EST | ~450 |
Royalty™ Year 2 = 120% × Year 1 fee base. Surplus = Royalty Year 2 − Fee Year 2 (escalated 2.5%). At steady state, the Circular Royalty™ is designed to exceed the Beneficiation Fee on a per-ton basis. Circular Royalty™ payments begin 13 months after corresponding Beneficiation Fee payments and ramp to full run-rate on a rolling basis. 30-year gross royalty ESTIMATED.
The CSA — commercial structure at a glance
| Feature | The Circular Supply Agreement (CSA) |
|---|---|
| Circular Royalty™ | ✓ Included |
| Beneficiation Fee (TMC Fee) | ✓ $100/ton · 2.5%/yr |
| Royalty commencement | 13 months after corresponding feedstock delivery after corresponding Beneficiation Fee payment (rolling monthly) |
| Project site | County retains · no deed required |
| Tax abatement | None required |
| Exogenesis™ Royalty (Gude + Oaks) | ✓ Available — subject to Waste Characterization Study confirmation |
| Parent Performance Guarantee | ✓ |