What changed in this filing

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Item 1. Financial Statements

2022-05-13 compared with 2022-02-11 · 240 added, 122 removed, 408 unchanged (47% of the section changed)

3 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, 2021 September 30, 2021

2022 September 30,

Current assets:

1 unchanged sentence

Accounts and other receivables, net of allowance for doubtful accounts of:

$ 355,000 at December 31, 2021;

$ 192,000 at March 31, 2022;

$ 391,000 at September 30, 2021

12 unchanged sentences

Total property and equipment 78,057,000 67,412,000

Accumulated depletion, depreciation, and amortization ( 64,183,000 ) ( 63,537,000 )

Accumulated depletion, impairment, depreciation, and amortization ( 65,552,000 ) ( 63,537,000 )

Total property and equipment, net 12,505,000 3,875,000

18 unchanged sentences

authorized, 20,000,000 shares:

9,614,683 issued at December 31, 2021 and 9,613,525 issued at September 30, 2021

10,124,587 issued at March 31, 2022;

9,613,525 issued at September 30, 2021

5,062,000 4,807,000

1 unchanged sentence

Retained earnings 5,481,000 2,356,000

Accumulated other comprehensive income, net 7,000 32,000

Accumulated other comprehensive loss, net 19,000 32,000

Treasury stock, at cost:

167,900 shares at December 31, 2021 and September 30, 2021

167,900 shares at March 31, 2022 and September 30, 2021

( 2,286,000 ) ( 2,286,000 )

Total stockholders’ equity

15,397,000 9,499,000

Non-controlling interests 64,000 8,000

6 unchanged sentences

Three months ended

March 31, Six months ended

2022 2021 2022 2021

Oil and natural gas $ 5,133,000 $ 2,552,000 $ 9,053,000 $ 4,439,000

13 unchanged sentences

Equity in income of affiliates 1,760,000 624,000 2,967,000 1,678,000

Earnings before income taxes 1,452,000 806,000

Earnings (loss) before income taxes 2,536,000 ( 760,000 ) 3,988,000 46,000

Income tax provision 138,000 34,000 250,000 97,000

Net earnings 1,340,000 743,000

Net earnings (loss) 2,398,000 ( 794,000 ) 3,738,000 ( 51,000 )

Net earnings attributable to non-controlling interests 346,000 62,000 613,000 221,000

Net earnings attributable to Barnwell Industries, Inc.

Net earnings (loss) attributable to Barnwell Industries, Inc.

$ 2,052,000 $ ( 856,000 ) $ 3,125,000 $ ( 272,000 )

Basic and diluted net earnings per common share attributable to Barnwell Industries, Inc.

Basic and diluted net earnings (loss) per common share attributable to Barnwell Industries, Inc.

stockholders $ 0.21 $ ( 0.10 ) $ 0.33 $ ( 0.03 )

4 unchanged sentences

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Three months ended

Net earnings $ 1,340,000 $ 743,000

Other comprehensive (loss) income:

March 31, Six months ended

2022 2021 2022 2021

Net earnings (loss) $ 2,398,000 $ ( 794,000 ) $ 3,738,000 $ ( 51,000 )

Other comprehensive income (loss):

Foreign currency translation adjustments, net of taxes of $ 0

2 unchanged sentences

Amortization of accumulated other comprehensive loss into net periodic benefit cost, net of taxes of $ 0

Total other comprehensive loss ( 25,000 ) ( 201,000 )

Total comprehensive income 1,315,000 542,000

— 33,000 — 66,000

Total other comprehensive income (loss) 12,000 ( 52,000 ) ( 13,000 ) ( 253,000 )

Total comprehensive income (loss) 2,410,000 ( 846,000 ) 3,725,000 ( 304,000 )

Comprehensive income attributable to non-controlling interests ( 346,000 ) ( 62,000 ) ( 613,000 ) ( 221,000 )

Comprehensive income attributable to Barnwell Industries, Inc.

Comprehensive income (loss) attributable to Barnwell Industries, Inc.

$ 2,064,000 $ ( 908,000 ) $ 3,112,000 $ ( 525,000 )

3 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT)

Three months ended December 31, 2021 and 2020

Three months ended March 31, 2022 and 2021

Outstanding Common

Stock Additional

Capital Retained

Capital Retained Earnings

(Accumulated Deficit) Accumulated

Comprehensive

Income (Loss) Treasury

Comprehensive Income (Loss) Treasury

Stock Non-controlling

1 unchanged sentence

Equity (Deficit)

Balance at September 30, 2020 8,277,160 $ 4,223,000 $ 1,350,000 $ ( 3,897,000 ) $ ( 1,435,000 ) $ ( 2,286,000 ) $ 92,000 $ ( 1,953,000 )

Net earnings — — — 584,000 — — 159,000 743,000

Balance at December 31, 2020 8,277,160 $ 4,223,000 $ 1,350,000 $ ( 3,313,000 ) $ ( 1,636,000 ) $ ( 2,286,000 ) $ 3,000 $ ( 1,659,000 )

Net (loss) earnings — — — ( 856,000 ) — — 62,000 ( 794,000 )

Foreign currency translation adjustments, net of taxes of $ 0

1 unchanged sentence

Distributions to non-controlling interests — — — — — — ( 61,000 ) ( 61,000 )

Share-based compensation — — 151,000 — — — — 151,000

Retirement plans:

1 unchanged sentence

— — — — 33,000 — — 33,000

Balance at March 31, 2021 8,277,160 $ 4,223,000 $ 1,501,000 $ ( 4,169,000 ) $ ( 1,688,000 ) $ ( 2,286,000 ) $ 4,000 $ ( 2,415,000 )

Balance at December 31, 2021 9,446,783 $ 4,807,000 $ 4,846,000 $ 3,429,000 $ 7,000 $ ( 2,286,000 ) $ 24,000 $ 10,827,000

Net earnings — — — 2,052,000 — — 346,000 2,398,000

Foreign currency translation adjustments, net of taxes of $ 0

— — — — 12,000 — — 12,000

Distributions to non-controlling interests — — — — — — ( 306,000 ) ( 306,000 )

Share-based compensation — — 173,000 — — — — 173,000

Issuance of common stock for services 437 — 1,000 — — — — 1,000

Issuance of common stock, net of costs 509,467 255,000 2,101,000 — — — — 2,356,000

Balance at March 31, 2022 9,956,687 $ 5,062,000 $ 7,121,000 $ 5,481,000 $ 19,000 $ ( 2,286,000 ) $ 64,000 $ 15,461,000

See Notes to Condensed Consolidated Financial Statements

BARNWELL INDUSTRIES, INC.

AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT)

Six months ended March 31, 2022 and 2021

Outstanding Common

Stock Additional

Capital Retained Earnings

(Accumulated Deficit) Accumulated

Comprehensive Income (Loss) Treasury

Stock Non-controlling

Interests Total

Equity (Deficit)

Balance at September 30, 2020 8,277,160 $ 4,223,000 $ 1,350,000 $ ( 3,897,000 ) $ ( 1,435,000 ) $ ( 2,286,000 ) $ 92,000 $ ( 1,953,000 )

Net (loss) earnings — — — ( 272,000 ) — — 221,000 ( 51,000 )

Foreign currency translation adjustments, net of taxes of $ 0

— — — — ( 319,000 ) — — ( 319,000 )

Distributions to non-controlling interests — — — — — — ( 309,000 ) ( 309,000 )

Share-based compensation — — 151,000 — — — — 151,000

Retirement plans:

Amortization of accumulated other comprehensive loss into net periodic benefit cost, net of taxes of $ 0

— — — — 66,000 — — 66,000

Balance at March 31, 2021 8,277,160 $ 4,223,000 $ 1,501,000 $ ( 4,169,000 ) $ ( 1,688,000 ) $ ( 2,286,000 ) $ 4,000 $ ( 2,415,000 )

Balance at September 30, 2021 9,445,625 $ 4,807,000 $ 4,590,000 $ 2,356,000 $ 32,000 $ ( 2,286,000 ) $ 8,000 $ 9,507,000

Net earnings — — — 3,125,000 — — 613,000 3,738,000

4 unchanged sentences

Issuance of common stock for services 1,595 — 3,000 — — — — 3,000

Balance at December 31, 2021 9,446,783 $ 4,807,000 $ 4,846,000 $ 3,429,000 $ 7,000 $ ( 2,286,000 ) $ 24,000 $ 10,827,000

Issuance of common stock, net of costs 509,467 255,000 2,101,000 — — — — 2,356,000

Balance at March 31, 2022 9,956,687 $ 5,062,000 $ 7,121,000 $ 5,481,000 $ 19,000 $ ( 2,286,000 ) $ 64,000 $ 15,461,000

See Notes to Condensed Consolidated Financial Statements

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three months ended

Six months ended

Cash flows from operating activities:

Net earnings $ 1,340,000 $ 743,000

Adjustments to reconcile net earnings to net cash

provided by operating activities:

Net earnings (loss) $ 3,738,000 $ ( 51,000 )

Adjustments to reconcile net earnings (loss) to net cash

provided by (used in) operating activities:

Equity in income of affiliates ( 2,967,000 ) ( 1,678,000 )

4 unchanged sentences

Retirement benefits income ( 136,000 ) ( 17,000 )

Accretion of asset retirement obligation 159,000 137,000

Non-cash rent income — ( 2,000 )

Deferred income tax expense 32,000 39,000

Accretion of asset retirement obligation 351,000 277,000

Deferred income tax (benefit) expense ( 2,000 ) 14,000

Asset retirement obligation payments ( 363,000 ) ( 179,000 )

4 unchanged sentences

Decrease from changes in current assets and liabilities ( 2,096,000 ) ( 1,170,000 )

Net cash provided by operating activities 909,000 80,000

Net cash provided by (used in) operating activities 1,699,000 ( 338,000 )

Cash flows from investing activities:

5 unchanged sentences

Capital expenditures - all other ( 9,000 ) ( 24,000 )

Net cash provided by investing activities 194,000 875,000

Payment for other non-current asset — ( 250,000 )

Issuance of note receivable ( 400,000 ) —

Net cash (used in) provided by investing activities ( 5,141,000 ) 413,000

Cash flows from financing activities:

1 unchanged sentence

Distributions to non-controlling interests ( 557,000 ) ( 309,000 )

Net cash used in financing activities ( 251,000 ) ( 217,000 )

Proceeds from issuance of stock, net of costs 2,356,000 —

Payment of deferred offering costs — ( 23,000 )

Net cash provided by (used in) financing activities 1,799,000 ( 285,000 )

Effect of exchange rate changes on cash and cash equivalents ( 10,000 ) 13,000

Net increase in cash and cash equivalents 863,000 750,000

Net decrease in cash and cash equivalents ( 1,653,000 ) ( 197,000 )

Cash and cash equivalents at beginning of period 11,279,000 4,584,000

13 unchanged sentences

Unaudited Interim Financial Information

The accompanying unaudited condensed consolidated financial statements and notes have been prepared by Barnwell in accordance with the rules and regulations of the United States (“U.S.”) Securities and Exchange Commission.

Accordingly, certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with U.S.

2 unchanged sentences

The Condensed Consolidated Balance Sheet as of September 30, 2021 has been derived from audited consolidated financial statements.

In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at December 31, 2021, results of operations, comprehensive income, equity (deficit) and cash flows for the three months ended December 31, 2021 and 2020, have been made.

The results of operations for the period ended December 31, 2021 are not necessarily indicative of the operating results for the full year.

In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at March 31, 2022, results of operations, comprehensive income (loss), and equity (deficit) for the three and six months ended March 31, 2022 and 2021, and cash flows for the six months ended March 31, 2022 and 2021, have been made.

The results of operations for the period ended March 31, 2022 are not necessarily indicative of the operating results for the full year.

Use of Estimates in the Preparation of Condensed Consolidated Financial Statements

2 unchanged sentences

Actual results could differ significantly from those estimates.

Significant assumptions are required in the valuation of deferred tax assets, asset retirement obligations, share-based payment arrangements,

obligations for retirement plans, contract drilling estimated costs to complete, proved oil and natural gas reserves, and the carrying value of other assets, and such assumptions may impact the amount at which such items are recorded.

Significant assumptions are required in the

valuation of deferred tax assets, asset retirement obligations, share-based payment arrangements, obligations for retirement plans, contract drilling estimated costs to complete, proved oil and natural gas reserves, and the carrying value of other assets, and such assumptions may impact the amount at which such items are recorded.

Significant Accounting Policies

6 unchanged sentences

The adoption of this update did not have an impact on Barnwell's consolidated financial statements.

EARNINGS PER COMMON SHARE

Basic earnings per share is computed using the weighted-average number of common shares outstanding for the period.

Diluted earnings per share is calculated using the treasury stock method to reflect the assumed issuance of common shares for all potentially dilutive securities, which consist of outstanding stock options.

Potentially dilutive shares are excluded from the computation of diluted earnings per share if their effect is anti-dilutive.

Options to purchase 615,000 shares of common stock were excluded from the computation of diluted shares for the three months ended December 31, 2021, as their inclusion would have been anti-dilutive.

There were no options outstanding at December 31, 2020.

Reconciliations between net earnings attributable to Barnwell stockholders and common shares outstanding of the basic and diluted net earnings per share computations are detailed in the following tables:

Three months ended December 31, 2021

EARNINGS (LOSS) PER COMMON SHARE

Basic earnings (loss) per share is computed using the weighted-average number of common shares outstanding for the period.

Diluted earnings (loss) per share is calculated using the treasury stock method to reflect the assumed issuance of common shares for all potentially dilutive securities, which consist of outstanding stock options.

Potentially dilutive shares are excluded from the computation of diluted earnings (loss) per share if their effect is anti-dilutive.

Options to purchase 615,000 and 665,000 shares of common stock were excluded from the computation of diluted shares for the three and six months ended March 31, 2022 and 2021, respectively, as their inclusion would have been anti-dilutive.

Reconciliations between net earnings (loss) attributable to Barnwell stockholders and common shares outstanding of the basic and diluted net earnings (loss) per share computations are detailed in the following tables:

Three months ended March 31, 2022

(Numerator) Shares

4 unchanged sentences

Diluted net earnings per share $ 2,052,000 9,570,989 $ 0.21

Three months ended December 31, 2020

Net Earnings (Numerator) Shares

Six months ended March 31, 2022

(Numerator) Shares

(Denominator) Per-Share

3 unchanged sentences

Diluted net earnings per share $ 3,125,000 9,507,955 $ 0.33

Three months ended March 31, 2021

(Numerator) Shares

(Denominator) Per-Share

Basic net loss per share $ ( 856,000 ) 8,277,160 $ ( 0.10 )

Effect of dilutive securities -

common stock options — —

Diluted net loss per share $ ( 856,000 ) 8,277,160 $ ( 0.10 )

Six months ended March 31, 2021

(Numerator) Shares

(Denominator) Per-Share

Basic net loss per share $ ( 272,000 ) 8,277,160 $ ( 0.03 )

Effect of dilutive securities -

common stock options — —

Diluted net loss per share $ ( 272,000 ) 8,277,160 $ ( 0.03 )

NOTE RECEIVABLE

In February 2022, the Company loaned $ 400,000 to an unrelated third party and recorded a $ 400,000 note receivable.

The note receivable is included in “Other current assets” in the Company’s Condensed Consolidated Balance Sheet as of March 31, 2022.

In April 2022, the loan was repaid in full and no interest was accrued during the outstanding period.

Investment in Kukio Resort Land Development Partnerships

3 unchanged sentences

KD I is the developer of Kaupulehu Lot 4A Increment I (“Increment I”), and KD II is the developer of Kaupulehu Lot 4A Increment II (“Increment II”).

Barnwell's ownership interests in the Kukio Resort Land Development Partnerships is accounted for using the equity method of accounting.

The partnerships derive income from the sale of residential parcels, of which six lots remain to be sold at Increment I as of December 31, 2021, as well as from commissions on real estate sales by the real estate sales office and revenues resulting from the sale of private club memberships.

Two ocean front parcels approximately two to three acres in size each fronting the ocean were developed within Increment II by KD II, of which one was sold in fiscal 2017 and one was sold in fiscal 2016.

Barnwell’s ownership interests in the Kukio Resort Land Development Partnerships is accounted for using

the equity method of accounting.

The partnerships derive income from the sale of residential parcels, of which three lots remain to be sold at Increment I as of March 31, 2022, as well as from commissions on real estate sales by the real estate sales office and revenues resulting from the sale of private club memberships.

Two ocean front parcels approximately two to three acres in size fronting the ocean were developed within Increment II by KD II, of which one was sold in fiscal 2017 and one was sold in fiscal 2016.

The remaining acreage within Increment II is not yet under development, and there is no assurance that development of such acreage will in fact occur.

3 unchanged sentences

Barnwell continues to have an indirect 19.6 % non-controlling ownership interest in KD Kukio Resorts, LLLP, KD Maniniowali, LLLP, and KD I.

Barnwell has the right to receive distributions from the Kukio Resort Land Development Partnerships via its non-controlling interests in KD Kona and KKM, based on its respective partnership sharing ratios of 75 % and 34.45 %, respectively.

Barnwell has the right to receive distributions from the Kukio Resort Land Development Partnerships via its non-controlling interest in KD Kona and KKM, based on its respective partnership sharing ratios of 75 % and 34.45 %, respectively.

Additionally, Barnwell was entitled to a preferred return from KKM on any allocated equity in income of the Kukio Resort Land Development Partnerships in excess of its partnership sharing ratio for cumulative distributions to all of its partners in excess of $ 45,000,000 from those partnerships.

Cumulative distributions from the Kukio Resort Land Development Partnerships have reached the $ 45,000,000 threshold and in the quarter ended December 31, 2020, the

Kukio Resort Land Development Partnerships made distributions in excess of the threshold out of the proceeds from the sale of two lots in Increment I.

Accordingly, Barnwell received a total of $ 459,000 in preferred return payments, which was reflected as an additional equity pickup in the "Equity in income of affiliates" line item in the accompanying Condensed Consolidated Statement of Operations for the three months ended December 31, 2020.

Cumulative distributions from the Kukio Resort Land Development Partnerships have reached the $ 45,000,000 threshold and in the quarter ended December 31, 2020, the Kukio Resort Land Development Partnerships made distributions in excess of the threshold out of the proceeds from the sale of two lots in Increment I.

The preferred return payments received in the quarter ended December 31, 2020 brought the cumulative preferred return total to $ 656,000 , which was the total amount to which Barnwell was entitled.

During the three months ended December 31, 2021, Barnwell received cash distributions of $ 1,207,000 from the Kukio Resort Land Development Partnerships resulting in a net amount of $ 1,075,000 , after distributing $ 132,000 to non-controlling interests.

During the three months ended December 31, 2020, Barnwell received net cash distributions in the amount of $ 1,712,000 from the Kukio Resort Land Development Partnerships after distributing $ 155,000 to non-controlling interests.

During the six months ended March 31, 2022, Barnwell received cash distributions of $ 2,967,000 from the Kukio Resort Land Development Partnership resulting in a net amount of $ 2,643,000 , after distributing $ 324,000 to non-controlling interests.

During the six months ended March 31, 2021, Barnwell received net cash distributions in the amount of $ 2,205,000 after distributing $ 215,000 to non-controlling interests.

Of the $ 2,205,000 net cash distributions received, $ 459,000 represented a payment of the preferred return from KKM, as discussed above.

Barnwell's equity in income of affiliates was $ 1,207,000 for the three months ended December 31, 2021, as compared to $ 1,054,000 , which includes the $ 459,000 payment of the preferred return from KKM discussed above, for the three months ended December 31, 2020.

Barnwell’s share of the operating results of its equity affiliates was income of $ 1,760,000 and $ 2,967,000 for the three and six months ended March 31, 2022, respectively, compared to income of $ 624,000 and $ 1,678,000 , which includes the $ 459,000 payment of the preferred return from KKM discussed above, for the three and six months ended March 31, 2021, respectively.

Summarized financial information for the Kukio Resort Land Development Partnerships is as follows:

Three months ended

Three months ended March 31,

Revenue $ 9,665,000 $ 7,330,000

1 unchanged sentence

Net earnings $ 5,673,000 $ 2,702,000

Six months ended March 31,

Revenue $ 18,918,000 $ 15,450,000

Gross profit $ 13,147,000 $ 7,644,000

Net earnings $ 11,636,000 $ 5,314,000

In the quarter ended June 30, 2021, the Company received cumulative distributions from the Kukio Resort Land Development Partnerships in excess of our investment balance and in accordance with applicable accounting guidance, the Company suspended its equity method earnings recognition and the Kukio Resort Land Development Partnership investment balance was reduced to zero with the distributions received in excess of our investment balance recorded as equity in income of affiliates because the distributions are not refundable by agreement or by law and the Company is not liable for the obligations of or otherwise committed to provide financial support to the Kukio Resort Land Development Partnerships.

The Company will record future equity method earnings only after our share of the Kukio Resort Land Development Partnership’s cumulative earnings in excess of distributions during the suspended period exceeds our share of the Kukio Resort Land Development Partnership’s income recognized for the excess distributions, and during this suspended period any distributions received will be recorded as equity in income of affiliates.

Accordingly, the amount of equity in income of affiliates recognized in the three months ended December 31, 2021 was equivalent to the $ 1,207,000 of distributions received in that period.

Accordingly, the amount of equity in income of affiliates recognized in the six months ended March 31, 2022 was equivalent to the $ 2,967,000 of distributions received in that period.

Sale of Interest in Leasehold Land

Kaupulehu Developments has the right to receive payments from KD I and KD II resulting from the sale of lots and/or residential units within Increment I and Increment II by KD I and KD II (see Note 18).

With respect to Increment I, Kaupulehu Developments is entitled to receive payments from KD I based on the following percentages of the gross receipts from KD I’s sales of single-family residential lots in Increment I:

10 % of such aggregate gross proceeds greater than $ 100,000,000 up to $ 300,000,000 ;

and 14 % of such aggregate gross proceeds in excess of $ 300,000,000 .

The total amount of gross proceeds from single-family lot sales was $ 243,038,000 through December 31, 2021.

Three single-family lots were sold during the three months ended December 31, 2021 and six single-family lots, of the 80 lots developed within Increment I, remained to be sold as of December 31, 2021.

With respect to Increment I, Kaupulehu Developments is entitled to receive payments from KD I based on 10 % of the gross receipts from KD I’s sales of single-family residential lots in Increment I.

Six single-family lots were sold during the six months ended March 31, 2022 and three single-family lots, of the 80 lots developed within Increment I, remained to be sold as of March 31, 2022.

Under the terms of the Increment II agreement with KD II, Kaupulehu Developments is entitled to 15 % of the distributions of KD II, the cost of which is to be solely borne by KDK out of its 55 % ownership interest in KD II, plus a priority payout of 10 % of KDK’s cumulative net profits derived from Increment II sales subsequent to Phase 2A, up to a maximum of $ 3,000,000 as to the priority payout.

Such interests are limited to distributions or net profits interests and Barnwell will not have any partnership interests in KD II or KDK through its interest in Kaupulehu Developments.

The arrangement also gives Barnwell rights to three single-family residential lots in Phase 2A of Increment II, and four single-family residential lots in phases subsequent to Phase 2A when such lots are developed by KD II, all at no cost to Barnwell.

Such interests are limited to distributions or net profits interests and Barnwell does not have any partnership interests in KD II or KDK through its interest in Kaupulehu Developments.

The arrangement also gives Barnwell rights to three single-family residential lots in Phase 2A of Increment II, and four

single-family residential lots in phases subsequent to Phase 2A when such lots are developed by KD II, all at no cost to Barnwell.

Barnwell is committed to commence construction of improvements within 90 days of the transfer of the four lots in the phases subsequent to Phase 2A as a condition of the transfer of such lots.

Also, in addition to Barnwell’s existing obligations to pay professional fees to certain parties based on percentages of its gross receipts, Kaupulehu Developments also is obligated to pay an amount equal to 0.72 % and 0.20 % of the cumulative net profits of KD II to KD Development, LLC and a pool of various individuals, respectively, all of whom are partners of KKM and are unrelated to Barnwell, in compensation for the agreement of these parties to admit the new development partner for Increment II.

Also, in addition to Barnwell’s existing obligations to pay professional fees to certain parties based on percentages of its gross receipts, Kaupulehu Developments is also obligated to pay an amount equal to 0.72 % and 0.2 % of the cumulative net profits of KD II to KD Development, LLC and a pool of various individuals, respectively, all of whom are partners of KKM and are unrelated to Barnwell, in compensation for the agreement of these parties to admit the new development partner for Increment II.

Such compensation will be reflected as the obligation becomes probable and the amount of the obligation can be reasonably estimated.

The following table summarizes Increment I revenues from KD I and the amount of fees directly related to such revenues:

The following table summarizes the Increment I revenues from KD I and the amount of fees directly related to such revenues:

Three months ended

March 31, Six months ended

2022 2021 2022 2021

Sale of interest in leasehold land:

10 unchanged sentences

established a new wholly-owned subsidiary named BOK Drilling, LLC (“BOK”) for the purpose of indirectly investing in oil and natural gas exploration and development in Oklahoma.

BOK and Gros Ventre Partners, LLC (“Gros Ventre”), an entity affiliated with the Company, entered into the Limited Liability Agreement (the “Agreement”) of Teton Barnwell Fund I, LLC (“Teton Barnwell”), an entity formed for the purpose of directly entering into such oil and natural gas investments.

Under the terms of the Agreement, the profits of Teton Barnwell are split between BOK and Gros Ventre at 98 % and 2 %, respectively, and as the manager of Teton Barnwell, Gros Ventre is paid an annual asset management fee equal to 1 % of the cumulative capital contributions made to Teton Barnwell as compensation for its management services.

BOK is responsible for 100 % of the capital contributions made to Teton Barnwell and as of December 31, 2021, the Company has made a total of $ 1,250,000 in cumulative capital contributions to Teton Barnwell to fund its oil and natural gas investments in Oklahoma.

BOK and Gros Ventre Partners, LLC (“Gros Ventre”), an entity affiliated with the Company, entered into the Limited Liability Agreement (the “Teton Operating Agreement”) of Teton Barnwell Fund I, LLC (“Teton Barnwell”), an entity formed for the purpose of directly entering into such oil and natural gas investments.

Under the terms of the Teton Operating Agreement, the profits of Teton Barnwell are split between BOK and Gros Ventre at 98 % and 2 %, respectively, and as the manager of Teton Barnwell, Gros Venture is paid an annual asset management fee equal to 1 % of the cumulative capital contributions made to Teton Barnwell as compensation for its management services.

BOK is responsible for 100 % of the capital contributions made to Teton Barnwell and as of March 31, 2022, the Company has made a total of $ 1,250,000 in cumulative capital contributions to Teton Barnwell to fund its initial oil and natural gas investment in Oklahoma.

The Company has determined that Teton Barnwell is a variable interest entity (“VIE”) as the entity is structured with non-substantive voting rights and that the Company is the primary beneficiary.

This is due to the fact that even though Teton Barnwell has a unanimous consent voting structure, BOK is responsible for 100 % of the capital contributions required to fund Teton Barnwell’s future oil exploration and development investments pursuant to the Agreement and thus, BOK has the power to steer the decisions that most significantly impact Teton Barnwell’s economic performance and has the obligation to absorb any potential losses that could be significant to Teton Barnwell.

This is due to the fact that even though Teton Barnwell has a unanimous consent voting structure, BOK is responsible for 100 % of the capital contributions required to fund Teton Barnwell’s future oil exploration and development investments pursuant to the Teton Operating Agreement and thus, BOK has the power to steer the decisions that most significantly impact Teton Barnwell’s economic performance and has the obligation to absorb any potential losses that could be significant to Teton Barnwell.

As BOK is the primary beneficiary of the VIE, Teton Barnwell’s operating results, assets and liabilities are consolidated by the Company.

O'Farrell, a member of the Board of Directors of the Company effective July 12, 2021, is the sole member of Four Pines Operating LLC which owns a 25 % interest in Gros Ventre.

O'Farrell's influence as a member of the Board of Directors of the Company further supports the consolidation of Teton Barnwell's operating results, assets and liabilities as discussed above.

The following table summarizes the carrying value of the assets and liabilities of Teton Barnwell that are consolidated by the Company.

16 unchanged sentences

OIL AND NATURAL GAS PROPERTIES

In the three months ended December 31, 2021, Barnwell acquired working interests in oil and natural gas properties located in the Twining area of Alberta, Canada, for cash consideration of $ 317,000 .

There were no oil and natural gas working interest acquisitions during the three months ended December 31, 2020.

In the quarter ended December 31, 2021, Barnwell acquired working interests in oil and natural gas properties located in the Twining area of Alberta, Canada, for cash consideration of $ 317,000 .

In January 2022, Barnwell acquired additional working interests in oil and natural gas properties located in the Twining area of Alberta, Canada for consideration of $ 1,246,000 .

The purchase price per the agreement was adjusted for customary purchase price adjustments to reflect the economic activity from the effective date to the closing date.

The final determination of the customary adjustments to the purchase price has not yet been made, however, it is not expected to result in a material adjustment.

Barnwell also assumed $ 1,500,000 in asset retirement obligations associated with the acquisition.

There were no oil and natural gas working interest acquisitions during the six months ended March 31, 2021.

Impairment of Oil and Natural Gas Properties

Under the full cost method of accounting, the Company performs quarterly oil and natural gas ceiling test calculations.

There was a no ceiling test impairment during the three months ended December 31, 2021.

There was a $ 630,000 ceiling test impairment during the three months ended December 31, 2020.

There was no ceiling test impairment during the three months ended March 31, 2022 and 2021.

There was no ceiling test impairment during the six months ended March 31, 2022 and a $ 630,000 ceiling test impairment during the six months ended March 31, 2021.

Changes in the mandated 12-month historical rolling average first-day-of-the-month prices for oil, natural gas and natural gas liquids prices, the value of reserve additions as compared to the amount of capital expenditures to obtain them, and changes in production rates and estimated levels of reserves, future development costs and the estimated market value of unproved properties, impact the determination of the maximum carrying value of oil and natural gas properties.

1 unchanged sentence

Barnwell sponsors a noncontributory defined benefit pension plan (“Pension Plan”) covering substantially all of its U.S.

Additionally, Barnwell sponsors a Supplemental Executive Retirement Plan (“SERP”), a noncontributory supplemental retirement benefit plan which covers certain current and former employees of Barnwell for amounts exceeding the limits allowed under the Pension Plan, and previously a sponsored post-retirement medical insurance benefits plan (“Post-retirement Medical”) covering eligible U.S.

Additionally, Barnwell sponsors a Supplemental Executive Retirement Plan (“SERP”), a noncontributory supplemental retirement benefit plan which covers certain current and former employees of Barnwell for amounts exceeding the limits allowed under the Pension Plan, and previously sponsored a post-retirement medical insurance benefits plan (“Post-retirement Medical”) covering eligible U.S.

In June 2021, the Company terminated its Post-retirement Medical plan effective June 4, 2021.

2 unchanged sentences

The Post-retirement Medical plan was an unfunded plan and the Company funded benefits when payments were made.

The following table details the components of net periodic benefit (income) cost for Barnwell’s retirement plans:

Pension Plan SERP Postretirement Medical

Three months ended December 31,

The following tables detail the components of net periodic benefit (income) cost for Barnwell’s retirement plans:

Pension Plan SERP Post-retirement Medical

Three months ended March 31,

2022 2021 2022 2021 2022 2021

3 unchanged sentences

Net periodic benefit (income) cost $ ( 83,000 ) $ ( 63,000 ) $ 15,000 $ 13,000 $ — $ 41,000

Pension Plan SERP Post-retirement Medical

Six months ended March 31,

2022 2021 2022 2021 2022 2021

Interest cost $ 145,000 $ 129,000 $ 30,000 $ 26,000 $ — $ 36,000

Expected return on plan assets ( 311,000 ) ( 274,000 ) — — — —

Amortization of net actuarial loss — 20,000 — — — 46,000

Net periodic benefit (income) cost $ ( 166,000 ) $ ( 125,000 ) $ 30,000 $ 26,000 $ — $ 82,000

The net periodic benefit (income) cost is included in “General and administrative” expenses in the Company's Condensed Consolidated Statements of Operations.

3 unchanged sentences

Fluctuations in actual equity market returns as well as changes in general interest rates will result in changes in the market value of plan assets and may result in increased or decreased retirement benefits costs and contributions in future periods.

The components of earnings before income taxes, after adjusting the earnings for non-controlling interests, are as follows:

The components of earnings (loss) before income taxes, after adjusting the earnings for non-controlling interests, are as follows:

Three months ended

March 31, Six months ended

2022 2021 2022 2021

United States $ 1,016,000 $ ( 931,000 ) $ 1,908,000 $ 491,000

1 unchanged sentence

$ 2,190,000 $ ( 822,000 ) $ 3,375,000 $ ( 175,000 )

The components of the income tax provision are as follows:

The components of the income tax provision (benefit) are as follows:

Three months ended

March 31, Six months ended

2022 2021 2022 2021

Current $ 172,000 $ 59,000 $ 252,000 $ 83,000

4 unchanged sentences

Income from our non-controlling interest in the Kukio Resort Land Development Partnerships is treated as non-unitary for state of Hawaii unitary filing purposes, thus unitary Hawaii losses provide limited sheltering of such non-unitary income.

Income from our investment in the Oklahoma oil venture is 100% allocable to Oklahoma

and Barnwell receives no benefit from consolidated or unitary losses and, therefore, is subject to Oklahoma state taxes.

Income from our investment in the Oklahoma oil venture is 100% allocable to Oklahoma and Barnwell receives no benefit from consolidated or unitary losses and, therefore, is subject to Oklahoma state taxes.

In addition, net operating loss carryforwards, the benefit of which had not previously been recognized due to the Company's continuing full valuation allowance, are estimated to be partially utilized in the current year periods as the recognized benefit is now more likely than not.

REVENUE FROM CONTRACTS WITH CUSTOMERS

Disaggregation of Revenue

The following tables provides information about disaggregated revenue by revenue streams, reportable segments, geographical region, and timing of revenue recognition for the three months ended December 31, 2021 and 2020.

Three months ended December 31, 2021

The following tables provide information about disaggregated revenue by revenue streams, reportable segments, geographical region, and timing of revenue recognition for the three and six months ended March 31, 2022 and 2021.

Three months ended March 31, 2022

Oil and natural gas Contract drilling Land investment Other Total

15 unchanged sentences

Total revenues before interest income $ 5,133,000 $ 818,000 $ 695,000 $ 32,000 $ 6,678,000

Three months ended December 31, 2020

Three months ended March 31, 2021

Oil and natural gas Contract drilling Land investment Other Total

4 unchanged sentences

Drilling and pump — 1,389,000 — — 1,389,000

Other — — — 57,000 57,000

Total revenues before interest income $ 2,552,000 $ 1,389,000 $ — $ 57,000 $ 3,998,000

Geographical regions:

United States $ — $ 1,389,000 $ — $ 4,000 $ 1,393,000

Canada 2,552,000 — — 53,000 2,605,000

Total revenues before interest income $ 2,552,000 $ 1,389,000 $ — $ 57,000 $ 3,998,000

Timing of revenue recognition:

Goods transferred at a point in time $ 2,552,000 $ — $ — $ 57,000 $ 2,609,000

Services transferred over time — 1,389,000 — — 1,389,000

Total revenues before interest income $ 2,552,000 $ 1,389,000 $ — $ 57,000 $ 3,998,000

Six months ended March 31, 2022

Oil and natural gas Contract drilling Land investment Other Total

Revenue streams:

Oil $ 6,325,000 $ — $ — $ — $ 6,325,000

Natural gas 1,708,000 — — — 1,708,000

Natural gas liquids 1,020,000 — — — 1,020,000

Drilling and pump — 1,694,000 — — 1,694,000

Contingent residual payments — — 1,295,000 — 1,295,000

9 unchanged sentences

Total revenues before interest income $ 9,053,000 $ 1,694,000 $ 1,295,000 $ 89,000 $ 12,131,000

Six months ended March 31, 2021

Oil and natural gas Contract drilling Land investment Other Total

Revenue streams:

Oil $ 3,313,000 $ — $ — $ — $ 3,313,000

Natural gas 836,000 — — — 836,000

Natural gas liquids 290,000 — — — 290,000

Drilling and pump — 3,331,000 — — 3,331,000

Contingent residual payments — — 485,000 — 485,000

Other — — — 130,000 130,000

Total revenues before interest income $ 4,439,000 $ 3,331,000 $ 485,000 $ 130,000 $ 8,385,000

Geographical regions:

United States $ — $ 3,331,000 $ 485,000 $ 4,000 $ 3,820,000

Canada 4,439,000 — — 126,000 4,565,000

Total revenues before interest income $ 4,439,000 $ 3,331,000 $ 485,000 $ 130,000 $ 8,385,000

Timing of revenue recognition:

Goods transferred at a point in time $ 4,439,000 $ — $ 485,000 $ 130,000 $ 5,054,000

Services transferred over time — 3,331,000 — — 3,331,000

Total revenues before interest income $ 4,439,000 $ 3,331,000 $ 485,000 $ 130,000 $ 8,385,000

Contract Balances

The following table provides information about accounts receivables, contract assets and contract liabilities from contracts with customers:

December 31, 2021 September 30, 2021

March 31, 2022 September 30, 2021

Accounts receivables from contracts with customers $ 4,446,000 $ 2,797,000

9 unchanged sentences

Such deferred revenue typically results from billings in excess of costs and estimated earnings on uncompleted contracts.

As of December 31, 2021 and September 30, 2021, the Company had $ 523,000 and $ 455,000 , respectively, included in “Other current liabilities” on the balance sheet for those performance obligations expected to be completed in the next twelve months.

During the three months ended December 31, 2021 and 2020, the amount of revenue recognized that was previously included in contract liabilities as of the beginning of the respective period was $ 186,000 and $ 573,000 , respectively.

As of March 31, 2022 and September 30, 2021, the Company had $ 662,000 and $ 455,000 , respectively, included in “Other current liabilities” on the balance sheets for those performance obligations expected to be completed in the next twelve months.

During the six months ended March 31, 2022 and 2021, the amount of revenue recognized that was previously included in contract liabilities as of the beginning of the respective period was $ 308,000 and $ 789,000 , respectively.

Contracts are sometimes modified for a change in scope or other requirements.

7 unchanged sentences

Nearly all of the Company's contract drilling segment contracts have original expected durations of one year or less.

At December 31, 2021, the Company had four contract drilling jobs with original expected durations of greater than one year.

For these contracts, approximately 13 % of the remaining performance obligation of $ 2,818,000 is expected to be recognized as revenue in the next twelve months and the remaining, thereafter.

At March 31, 2022, the Company had four contract drilling jobs with original expected durations of greater than one year.

For these contracts, 13 % of the remaining performance obligation of $ 2,844,000 is expected to be recognized in the next twelve months and the remaining, thereafter.

Contract Fulfillment Costs

Preconstruction costs, which include costs such as set-up and mobilization, are capitalized and allocated across all performance obligations and deferred and amortized over the contract term on a progress towards completion basis.

As of December 31, 2021 and September 30, 2021, the Company had $ 281,000 and $ 326,000 , respectively, in unamortized preconstruction costs related to contracts that were not completed.

During the three months ended December 31, 2021 and 2020, the amortization of preconstruction costs related to contracts were not material and were included in the accompanying Condensed Consolidated Statements of Operations.

Additionally, no impairment charges in connection with the Company’s preconstruction costs were recorded during the three months ended December 31, 2021 and 2020.

As of March 31, 2022 and September 30, 2021, the Company had $ 257,000 and $ 326,000 , respectively, in unamortized preconstruction costs related to contracts that were not completed.

During the three and six months ended March 31, 2022 and 2021, the amortization of preconstruction costs related to contracts were not material and were included in the accompanying Condensed Consolidated Statements of Operations.

Additionally, no impairment charges in connection with the Company’s preconstruction costs were recorded during the three and six months ended March 31, 2022 and 2021.

SEGMENT INFORMATION

6 unchanged sentences

Three months ended

March 31, Six months ended

2022 2021 2022 2021

Oil and natural gas $ 5,133,000 $ 2,552,000 $ 9,053,000 $ 4,439,000

23 unchanged sentences

Interest income 1,000 — 2,000 —

Earnings before income taxes $ 1,452,000 $ 806,000

Earnings (loss) before income taxes $ 2,536,000 $ ( 760,000 ) $ 3,988,000 $ 46,000

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

1 unchanged sentence

Three months ended

March 31, Six months ended

2022 2021 2022 2021

Foreign currency translation:

2 unchanged sentences

Income taxes — — — —

Net current period other comprehensive loss ( 25,000 ) ( 234,000 )

Net current period other comprehensive income (loss) 12,000 ( 85,000 ) ( 13,000 ) ( 319,000 )

Ending accumulated foreign currency translation 249,000 226,000 249,000 226,000

13 unchanged sentences

Barnwell estimates the fair value of asset retirement obligations based on the projected discounted future cash outflows required to settle abandonment and restoration liabilities.

Such an estimate requires assumptions and judgments regarding the existence of liabilities, the amount and timing of cash outflows required to settle the liability, what constitutes adequate restoration, inflation factors, credit adjusted discount rates, and consideration of changes in legal, regulatory, environmental and political environments.

Abandonment and restoration cost estimates are determined in conjunction with Barnwell’s reserve engineers based on historical information regarding costs incurred to abandon and restore similar

well sites, information regarding current market conditions and costs, and knowledge of subject well sites and properties.

discount rates, and consideration of changes in legal, regulatory, environmental and political environments.

Abandonment and restoration cost estimates are determined in conjunction with Barnwell’s reserve engineers based on historical information regarding costs incurred to abandon and restore similar well sites, information regarding current market conditions and costs, and knowledge of subject well sites and properties.

Asset retirement obligation fair value measurements in the current period were Level 3 fair value measurements.

2 unchanged sentences

In the quarter ended March 31, 2021, the Company applied for an increase to our CEBA loan and received an additional CAD$ 20,000 for a total loan amount received of CAD$ 60,000 ($ 47,000 ) under the program.

The CEBA loan is interest-free with no principal payments required until December 31, 2022, after which the remaining loan balance is converted to a three year term loan at 5 % annual interest paid monthly.

If the Company repays 66.6 % of the principal amount prior to December 31, 2022, there will be loan forgiveness of 33.3 % up to a maximum of CAD$ 20,000 .

In January 2022, the Canadian government announced the extension of the CEBA loan repayment deadline and interest-free period from December 31, 2022 to December 31, 2023.

Accordingly, the CEBA loan is interest-free with no principal payments required until December 31, 2023, after which the remaining loan balance is converted to a two year term loan at 5 % annual interest paid monthly.

If the Company repays 66.6 % of the principal amount prior to December 31, 2023, there will be loan forgiveness of 33.3 % up to a maximum of CAD$ 20,000 .

STOCKHOLDERS' EQUITY (DEFICIT)

4 unchanged sentences

333-254365), filed with the Securities and Exchange Commission on March 16, 2021, and declared effective on March 26, 2021 (the "Registration Statement”), and the prospectus dated March 26, 2021, included in the Registration Statement.

The sale of shares under the ATM began in May 2021 and in fiscal 2021, the Company sold 1,167,987 shares of common stock resulting in net proceeds of $ 3,784,000 after commissions and fees of $ 123,000 .

No shares were sold under the ATM during the three months ended December 31, 2021.

During the six months ended March 31, 2022, the Company sold 509,467 shares of common stock resulting in net proceeds of $ 2,356,000 after commissions and fees of $ 75,000 and ATM-related professional services of $ 22,000 .

CONTINGENCIES

3 unchanged sentences

Barnwell’s management is not aware of any claims or litigation involving Barnwell that are likely to have a material adverse effect on its results of operations, financial position or liquidity.

In the three months ended December 31, 2021, it was determined that a contract drilling segment well completed in the period did not meet the contract specifications for plumbness under a gyroscopic plumbness test which the contract required.

In the quarter ended December 31, 2021, it was determined that a contract drilling segment well completed in the period did not meet the contract specifications for plumbness under a gyroscopic plumbness test which the contract required.

While the well did pass the cage plumbness test, the contract uses the gyroscopic test as the measure of plumbness.

Barnwell and the customer currently have a verbal arrangement where Barnwell will provide for centralizers and armored cabling and a warranty agreement, however Barnwell’s management believes the plumbness deviation is not impactful to the performance of the submersible pumps that will be installed in the well.

Accordingly, while costs for the centralizers and armored cabling have been accrued, no accrual has been recorded as of December 31, 2021 for the warranty as there is no probable or estimable contingent liability.

Accordingly, while costs for the centralizers and armored cabling have been accrued, no accrual has been recorded as of March 31, 2022 for the warranty as there is no probable or estimable contingent liability.

INFORMATION RELATING TO THE CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Capital expenditure accruals related to oil and natural gas exploration and development increased $ 1,851,000 during the three months ended December 31, 2021 and decreased $ 225,000 during the three months ended December 31, 2020.

Additionally, capital expenditure accruals related to oil and natural gas asset retirement obligations increased $ 304,000 during the three months ended December 31, 2021 and decreased $ 176,000 during the three months ended December 31, 2020.

Six months ended

Supplemental disclosure of cash flow information:

Cash paid during the year for:

Income taxes paid, net $ 302,000 $ 85,000

Capital expenditure accruals related to oil and natural gas exploration and development increased $ 443,000 during the six months ended March 31, 2022 and decreased $ 381,000 during the six months ended March 31, 2021.

Additionally, capital expenditure accruals related to oil and natural gas asset retirement obligations increased $ 2,341,000 during the six months ended March 31, 2022 and decreased $ 12,000 during the six months ended March 31, 2021.

RELATED PARTY TRANSACTIONS

3 unchanged sentences

Changes to the arrangement above, effective March 7, 2019, are discussed in Note 4.

During the three months ended December 31, 2021, Kaupulehu Developments received $ 600,000 in percentage of sales payments from KD I from the sale of three single-family lots within Phase II of Increment I.

During the three months ended December 31, 2020, Kaupulehu Developments received $ 485,000 in percentage of sales payments from KD I from the sale of two single-family lots within Phase II of Increment I.

O'Farrell, a member of the Board of Directors of the Company effective July 12, 2021, is the sole member of Four Pines Operating LLC which owns a 25 % interest in Gros Ventre.

February 2021, Gros Ventre and BOK, a wholly-owned subsidiary of Barnwell, entered into the Agreement of Teton Barnwell, an entity formed for the purpose of directly investing in oil and natural gas exploration and development in Oklahoma.

Under the terms of the Agreement, Gros Ventre makes no capital contributions and receives 2 % of the profits of Teton Barnwell.

Additionally, as the manager of Teton Barnwell, Gros Ventre is paid an annual asset management fee equal to 1 % of the cumulative capital contributions made to Teton Barnwell as compensation for its management services.

During the six months ended March 31, 2022, Barnwell received $ 1,295,000 in percentage of sales payments from KD 1 from the sale of six single-family lots within Phase II of Increment I.

During the six months ended March 31, 2021, Barnwell received $ 485,000 in percentage of sales payments from KD 1 from the sale of two single-family lots within Phase II of Increment I.

O'Farrell, a member of the Board of Directors of the Company through March 7, 2022, is the sole member of Four Pines Operating LLC which owns a 25 % interest in Gros Ventre.

In February 2021, Gros Ventre and BOK, a wholly-owned subsidiary of Barnwell, entered into the Teton Operating Agreement of Teton Barnwell, an entity formed for the purpose of directly investing in oil and natural gas exploration and development in Oklahoma.

Under the terms of the Teton Operating Agreement, Gros Ventre makes no capital contributions and receives 2 % of the profits of Teton Barnwell.

Additionally, as the manager of Teton Barnwell, Gros Venture is paid an annual asset management fee equal to 1 % of the cumulative capital contributions made to Teton Barnwell as compensation for its management services.

SUBSEQUENT EVENTS

Oil and Natural Gas Property Acquisitions

Subsequent to December 31, 2021, Barnwell acquired additional working interests in oil and natural gas properties located in the Twining area of Alberta, Canada for consideration of approximately $ 1,250,000 .

The purchase price per the agreement was adjusted for customary purchase price adjustments to reflect the economic activity from the effective date to the closing date.

The final determination of the customary adjustments to the purchase price has not yet been made, however it is not expected to result in a material adjustment.

This transaction will be reflected in Barnwell's quarter ending March 31, 2022.

Subsequent to March 31, 2022, Barnwell received net cash distributions in the amount of $ 385,000 from the Kukio Resort Land Development Partnerships.

Financial results of this distribution will be reflected in Barnwell's quarter ending June 30, 2022.

In May 2022, Barnwell’s stockholders approved the amendment to increase the Company’s number of authorized shares of common stock from 20,000,000 to 40,000,000 shares and approved the amendments to the Company’s 2018 Equity Incentive Plan (the “2018 Plan”) which included the amendment to increase the total number of shares of stock authorized for awards granted under the 2018 Plan from 800,000 to 1,600,000 shares amongst other amendments.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements