What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2025-05-21 compared with 2024-11-13 · 116 added, 112 removed, 196 unchanged (54% of the section changed)

25 unchanged sentences

Camber is a growth-oriented diversified energy company.

Through our majority-owned subsidiaries we provide custom energy and power solutions to commercial and industrial clients in North America, and have a majority interest in:

Through our subsidiaries we provide custom energy and power solutions to commercial and industrial clients in North America, and have a majority interest in:

(i) an entity with intellectual property rights to a fully developed, patented, proprietary medical and bio-hazard waste treatment system using ozone technology;

and (ii) entities with the intellectual property rights to fully developed, patented and patent pending, proprietary Electric Transmission and Distribution Open Conductor Detection Systems.

and (ii) entities with the intellectual property rights to fully developed, patented and patent pending, proprietary electric transmission and distribution broken conductor protection systems.

Also, we hold a license to a patented clean energy and carbon-capture system with exclusivity in Canada and for multiple locations in the United States.

Various of our other subsidiaries own interests in oil properties in the United States.

The Company is also exploring other renewable energy-related opportunities and/or technologies, which are currently generating revenue, or have a reasonable prospect of generating revenue within a reasonable period of time.

The Company is also exploring other energy-related opportunities and/or technologies which are currently generating revenue, or have a reasonable prospect of generating revenue within a reasonable period of time.

Custom Energy and Power Solutions:

Simson-Maxwell Acquisition

Simson-Maxwell:

On August 6, 2021, Viking acquired approximately 60.5% of the issued and outstanding shares of Simson-Maxwell Ltd.

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In August 2021, Viking entered into a license agreement with ESG Clean Energy, LLC (“ESG”), to utilize ESG’s patent rights and know-how related to stationary electric power generation and heat and carbon dioxide capture (the “ESG Clean Energy System”).

The intellectual property licensed by Viking includes certain patents and/or patent applications, including:

The intellectual property licensed by Viking includes certain patents and/or patent applications, including the following:

Reference No.

10,774,733, File date:

2 unchanged sentences

"Bottoming Cycle Power System."

17/661,382, Issue date:

August 8, 2023, Titled:

‘Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power, Capturing Carbon Dioxide and Producing Products’;

11624307, Issue date:

April 22, 2023, Titled:

‘Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power and Capturing Carbon Dioxide’ (iv) European (validated in the United Kingdom, France and Germany) Patent No.:

Systems for generating bottoming cycle power and producing distilled water

European Patent No.:

EP3728891, Issue Date:

April 12, 2023, Titled:

April 12, 2023;

Validated in the United Kingdom, France and Germany;

European Patent Application No.:

EP18870699.8, International File date:

October 24, 2018, PCT Publication No.:

WO2019084208, European Publication No.:

"Bottoming Cycle Power System."

Systems for generating bottoming cycle power and producing distilled water

11286832, Issue Date:

March 29, 2022;

Patent Application No.:

1 unchanged sentence

April 7, 2021, Titled:

“Bottoming Cycle Power System” (which was subsequently approved by the U.S.

Patent & Trademark Office in March, 2022 (No.

"Bottoming Cycle Power System.”

Systems for generating bottoming cycle power and capturing carbon dioxide

11415052, Issue Date:

August 16, 2022;

Patent Application No.:

17/448,943, File date:

June 25, 2021, Titled:

“Bottoming Cycle Power System”;

September 27, 2021, Titled:

"Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power and Capturing Carbon Dioxide."

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

US Patent No.:

11624307, Issue Date:

April 11, 2023;

Patent Application No.:

17/580,777, File date:

January 21, 2022, Titled:

"Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power and Capturing Carbon Dioxide."

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

PCT International Patent Application No.:

PCT/US2022/022827, File date:

March 31, 2022, Titled:

"Bottoming Cycle Power Systems."

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

PCT International Patent Application No.:

PCT/US2022/076635, File date:

September 19, 2022, Titled:

“Systems And Methods Associated With Bottoming Cycle Power Systems For Generating Power And Capturing Carbon Dioxide;

and (viii) U.S.

Published on October 13, 2022 with Publication No.:

WO 2022/216519

Systems and Methods for generating bottoming cycle power and capturing carbon dioxide

11,339,712, Issue Date:

May 24, 2022;

Patent Application No.:

17/358,197, File date:

June 25, 2021, Titled:

"Bottoming Cycle Power System."

Systems for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water

11,346,256, Issue Date:

May 31, 2022;

Patent Application No.:

17/448,938, File date:

September 27, 2021, Titled:

"Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power, Capturing Carbon Dioxide and Producing Products."

Systems and Methods for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water and diesel exhaust fluid (DEF)

Patent Application No.:

17/661,382, File date:

April 29, 2022, Titled:

"Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power, Capturing Carbon Dioxide and Producing Products."

Systems and Methods for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water and diesel exhaust fluid (DEF).

PCT International Patent Application No.:

PCT/US2022/034298, File date:

June 21, 2022, Titled:

"Systems and Methods Associated With Bottoming Cycle Power Systems for Generating Power, Capturing Carbon Dioxide and Producing Products.";

Published on December 29, 2022 with Publication No.:

WO 2022/271667

Systems and Methods for generating bottoming cycle power, capturing carbon dioxide and producing associated products such as distilled water and diesel exhaust fluid (DEF).

11639677, Issue Date:

Patent Application No.:

17/934,279, File date:

September 22, 2022, Titled:

“System And Method For Capturing Carbon Dioxide From A Flow Of Exhaust Gas From A Combustion Process.”

Systems and Methods of Capturing Carbon Dioxide Utilizing The Exhaust Gas From An Internal Combustion Engine

Non-Provisional Patent Application No.:

18/312930, Filing date:

Converted to a non-provisional from provisional case no:

Provisional Patent Application No.:

63/371546, File date:

August 16, 2022, Titled:

"Absorption Chiller System With A Transport Membrane Heat Exchanger."

Systems and Methods for removing water from air or exhaust gas using an absorption chiller system having a transport membrane heat exchanger as an evaporator

The ESG Clean Energy System is designed to, among other things, generate clean electricity from internal combustion engines and utilize waste heat to capture approximately 100% of the carbon dioxide (CO2) emitted from the engine without loss of efficiency, and in a manner to facilitate the production of certain commodities.

11,286,832, for example, covers the invention of an “exhaust-gas-to-exhaust-gas heat exchanger” that efficiently cools – and then reheats – exhaust from a primary power generator so greater energy output can be achieved by a secondary power source with safe ventilation.

Another key aspect of this patent is the development of a carbon dioxide capture system that utilizes the waste heat of the carbon dioxide pump to heat and regenerate the adsorber that enables carbon dioxide to be safely contained and packaged.

Another key aspect of this patent is the development of a carbon dioxide capture system that utilizes the waste heat of the carbon dioxide pump to heat and regenerate the absorber that enables carbon dioxide to be safely contained and packaged.

The Company intends to sell, lease and/or sub-license the ESG Clean Energy System to third parties using, among other things, Simson-Maxwell’s existing distribution channels.

5 unchanged sentences

The technology is designed to be a sustainable alternative to incineration, chemical, autoclave and heat treatment of bio-hazardous waste, and for the treated waste to be classified as renewable fuel for waste-to-energy (“WTE”) facilities in many locations around the world.

Open Conductor Detection Technologies:

In February 2022, Viking acquired a 51% interest in two entities, Viking Sentinel and Viking Protection, that own the intellectual property rights to patented and patent pending proprietary electric transmission and distribution open conductor detection systems.

Broken Conductor Protection Technologies:

The systems are designed to detect a break in a transmission line, distribution line, or coupling failure, and to immediately terminate the power to the line before it reaches the ground.

15 unchanged sentences

Oil and Gas Properties:

As of September 30, 2024, the Company did not hold any interest in producing oil and gas properties.

As of March 31, 2025, the Company did not hold any interest in producing oil and gas properties.

Divestitures in 2024:

5 unchanged sentences

Loss on disposal

Divestitures in 2023:

On November 5, 2023, Mid-Con Petroleum, LLC and Mid-Con Drilling, LLC, wholly owned subsidiaries of Viking, sold 100% of their interest in oil and gas assets in Kansas, consisting of 168 producing wells, 90 injector wells and 34 non-producing wells, for gross proceeds of $515,000.

On December 1, 2023, a subsidiary of Petrodome sold its non-operated working interest in a producing oil well in Texas for proceeds of $250,000.

The Company recorded a net gain on these two transactions, as follows:

Proceeds from sale (net of transaction costs)

Reduction in oil and gas full cost pool (based on % of reserves disposed)

ARO recovered

Cash bond recoverable (net of fees)

Gain on disposal

Following these transactions, Petrodome ceased to be the operator of any oil and gas properties and applied for the refund of a cash performance bond of $50,000.

The refund, net of fees, is included in prepaids and other current assets at December 31, 2023 and was included in the determination of the gain on disposal.

Merger with Viking Energy Group, Inc.

10 unchanged sentences

(d) on a proposal for the disposal of all or substantially all of Camber’s property, business and undertaking;

(f) during the winding-up of Camber;

and/or (g) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party.

(e) during the winding-up of Camber;

and/or (f) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party.

Each share of New Camber Series H Preferred Stock has a face value of $10,000 per share, is convertible into a certain number of shares of Camber Common Stock, with the conversion ratio based upon achievement of certain milestones by Viking’s subsidiary, Viking Protection (provided the holder has not elected to receive the applicable portion of the purchase price in cash pursuant to that certain Purchase Agreement, dated as of February 9, 2022, by and between Viking and Jedda Holdings, LLC), is subject to a beneficial ownership limitation of 4.99% of Camber Common Stock (but may be increased up to a maximum of 9.99% at the sole election of a holder by the provision of at least 61 days’ advance written notice) and has voting rights equal to one vote per share of Camber Series H Preferred Stock held on a non-cumulative basis.

Each outstanding option or warrant to purchase Viking Common Stock (a “Viking Option”), to the extent unvested, automatically became fully vested and was converted automatically into an option or warrant (an “Adjusted Option”) to purchase, on substantially the same terms and conditions as were applicable to such Viking Option, except that instead of being exercisable into Viking Common Stock, such Adjusted Option is exercisable into Camber Common Stock.

Each outstanding promissory note issued by Viking that is convertible into Viking Common Stock (a “Viking Convertible Note”) was converted into a promissory note convertible into Camber Common Stock (an “Adjusted Convertible Note”) having substantially the same terms and conditions as applied to the corresponding Viking Convertible Note (including, for the avoidance of doubt, any extended post-termination conversion period that applies following consummation of the Merger), except that instead of being convertible into Viking Common Stock, such Adjusted Convertible Note is convertible into Camber Common Stock.

Each outstanding promissory note issued by Viking that was convertible into Viking Common Stock (a “Viking Convertible Note”) was converted into a promissory note convertible into Camber Common Stock (an “Adjusted Convertible Note”) having substantially the same terms and conditions as applied to the corresponding Viking Convertible Note (including, for the avoidance of doubt, any extended post-termination conversion period that applies following consummation of the Merger), except that instead of being convertible into Viking Common Stock, such Adjusted Convertible Note is convertible into Camber Common Stock.

In connection with the Merger, Camber issued approximately 49,290,152 shares of Camber Common Stock, which represented approximately 59.99% of the outstanding Camber Common Stock after giving effect to such issuance.

In addition, Camber reserved for issuance approximately 88,647,137 additional shares of Camber Common Stock in connection with the potential (1) conversion of the New Camber Series A Preferred Stock, (2) conversion of the New Camber Series H Preferred Stock, (3) exercise of the Adjusted Options and (4) conversion of the Adjusted Convertible Notes.

For accounting purposes, the Merger is deemed a reverse acquisition.

For accounting purposes, the Merger was deemed a reverse acquisition.

Consequently, Viking (the legal subsidiary) was treated as the acquiror of Camber (the legal parent).

Accordingly, these consolidated financial statements reflect the financial position, operating results, and cash flow of Viking up to the date of the Merger, and the combined financial position, operating results and cash flow of Viking and Camber from August 1, 2023 to December 31, 2023.

The prior year comparative financial information is that of Viking.

Doris continues to serve as President and Chief Executive Officer of the combined company, and the combined company continues to have its headquarters in Houston, Texas.

Recent Development

On August 7, 2024, the Company received notice from the NYSE Regulation that it had suspended trading of the Company’s common stock and determined to commence proceedings to delist the Company’s common stock from the NYSE American as a result of its determination that the Company is no longer suitable for listing pursuant to Section 1003(f)(v) of the NYSE American Company Guide due to the low selling price of the Company’s common stock.

The Company had a right to a review of the staff’s determination to delist the Company’s common stock by the Listings Qualifications Panel of the Committee for Review of the Board of Directors of the NYSE American.

The Company decided not to request a review of the staff’s determination and appeal this determination.

On August 16, 2024, the NYSE filed a Notification of Removal from Listing with the Securities and Exchange Commission to delist the Company’s common stock pending.

The Company’s common stock began trading under the trading symbol “CEIN” on the OTC Pink Market operated on the OTC Markets system effective with the open of the markets on August 8, 2024.

Effective August 27, 2024, the Company received approval to have its common stock quoted on the OTCQB Venture Market on the OTC Markets.

Going Concern Qualification

The Company’s condensed consolidated financial statements included herein have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.

The Company generated a net loss of $(63,944,509) for the nine months ended September 30, 2024, as compared to a net loss of $(10,785,683) for the nine months ended September 30, 2023.

The loss for the nine months ended September 30, 2024, was comprised of, among other things, certain non-cash items, including:

(i) goodwill impairment of $34,860,411;

The Company generated a net loss of $(3,191,653) for the three months ended March 31, 2025, as compared to a net loss of $(26,618,215) for the three months ended March 31, 2024.

The loss for the three months ended March 31, 2025, was comprised of, among other things, certain non-cash items, including:

(i) amortization of debt discount of $793,381;

(ii) change in fair value of derivative liability of $266,891;

(iii) amortization of debt discount of $2,538,362;

(iv) loss on extinguishment of debt of $811,132;

(v) loss on disposal of membership interests of $755,506;

and (vi) depreciation, depletion and amortization of $596,427.

As of September 30, 2024, the Company had a stockholders’ deficit of $(31,662,829), long-term debt, net of current, of $39,673,475 and a working capital deficiency of $14,221,385.

The largest components of current liabilities creating this working capital deficiency is accrued interest on notes payable to Discover Growth Fund, LLC (“Discover”) of $6,194,664 and drawings by Simson-Maxwell against its bank credit facility of $4,193,122.

and (iii) depreciation, depletion and amortization of $136,847.

As of March 31, 2025, the Company had stockholders’ deficit of $(40,927,038), long-term debt, net of current, of $41,276,474 and a working capital deficiency of $(19,821,650).

The largest components of current liabilities creating this working capital deficiency are accrued interest on notes payable to Discover Growth Fund, LLC (“Discover”) of $6,953,336, drawings by Simson-Maxwell against its bank credit facility of $3,782,332, an advance from FK Venture, LLC of $1,200,000 and amounts due to AGD Advisory Group, Inc., a related party, of $1,110,000.

These conditions raise substantial doubt regarding the Company’s ability to continue as a going concern.

4 unchanged sentences

RESULTS OF CONTINUING OPERATIONS

The following discussion of the financial condition and results of operation of the Company for the three and nine months ended September 30, 2024 and 2023, should be read in conjunction with the audited consolidated financial statements and the notes thereto in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2023, filed with the SEC on August 26, 2024.

The following discussion of the financial condition and results of operation of the Company for the three months ended March 31, 2025 and 2024, should be read in conjunction with the audited consolidated financial statements and the notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on May 12, 2025.

Liquidity and Capital Resources

Working Capital:

Nine Months Ended September 30,

Three Months Ended March 31,

Current assets

3 unchanged sentences

$ (14,512,332 )

Nine Months Ended September 30,

Net Cash Used in Operating Activities

$ (1,454,022 )

Three Months Ended March 31,

Net Cash Provided by (Used in) Operating Activities

$ (1,185,014 )

Net Cash Provided by (Used in) Investing Activities

Net Cash Provided by Financing Activities

Decrease in Cash during the Period

$ (1,806,750 )

Net Cash Provided by (Used in) Financing Activities

Increase (decrease) in Cash during the Period

Cash and Cash Equivalents, beginning of period

Cash and Cash Equivalents, end of Period

Net cash used in operating activities was $(1,454,022) during the nine months ended September 30, 2024, as compared to $(4,840,379) in the comparable period in 2023.

This increase is primarily the result of a higher net working capital deficit, partially offset by an increased cash loss.

Net cash flows from investing activities increased to $138,546 during the nine months ended September 30, 2024, as compared to $21,582 in the comparable period in 2023.

This increase is due primarily to proceeds of $205,000 from the sale of oil and gas properties in 2024.

Net cash flows from financing activities decreased to $860,831 during the nine months ended September 30, 2024, as compared to $3,012,047 in the comparable period in 2023.

This decrease is mainly due to lower net proceeds on the issuance of debt.

Three months ended September 30, 2024, compared to the three months ended September 30, 2023

The Company had gross revenues of $7,198,012 for the three months ended September 30, 2024, as compared to $10,131,070 for the three months ended September 30, 2023, a decrease of $2,933,058 or 29%.

The reported decrease is driven primarily by an unusually large sale recorded in the three-month period ended September 30, 2023.

The Company’s operating expenses decreased by $1,606,922 to $9,067,532 for the three-month period ended September 30, 2024, from $10,674,454 in the corresponding prior year three-month period.

Cost of goods sold for the three months ended September 30, 2024 were $5,121,748, as compared to $6,653,715 for the three-month period ended September 30, 2023 due to decreased power segment sales.

Lease operating costs decreased were nil for the three-month period ended September 30, 2024, as compared to $207,931 for the three-month period ended September 30, 2023.

Net cash provided by (used in) in operating activities was $241,960 during the three months ended March 31, 2025, as compared to $(1,185,014) in the comparable period in 2024.

This increase is primarily the result of a higher net working capital deficit, plus a reduced cash operating loss.

Net cash flows from investing activities decreased to $(16,136) during the three months ended March 31, 2025, as compared to $162,596 in the comparable period in 2024.

The increase is due primarily to proceeds of $205,000 from the sale of oil and gas properties in 2024 and lower investment in fixed asset additions.

Net cash flows from financing activities decreased to $(171,548) during the three months ended March 31, 2025, as compared to $524,063 in the comparable period in 2024.

This decrease is mainly due to a reduction in advances on the bank credit facility as compared to the prior year.

Three months ended March 31, 2025, compared to the three months ended March 31, 2024

The Company had gross revenues of $6,229,335 for the three months ended March 31, 2025, as compared to $6,690,880 for the three months ended March 31, 2024, a decrease of $461,545 or 7%.

Power generation units and parts, and service and repairs, both decreased as compared to the prior period.

The Company’s operating expenses decreased by $939,334 to $8,010,107 for the three-month period ended March 31, 2025, from $8,949,441 in the corresponding prior year three-month period.

Cost of goods sold for the three months ended March 31, 2025 were $4,648,824, as compared to $4,572,757 for the three-month period ended March 31, 2024 due to lower margins.

General and administrative expenses decreased by $595,565 to $3,224,436 compared to $3,820,001 in the corresponding prior period.

Depreciation, depletion and amortization (“DD&A”) expense decreased to $136,847 as compared to $228,799 in the prior period.

General and administrative expenses increased to $3,760,486 compared to $3,557,486 in the corresponding prior period.

Loss from Operations

The Company generated a loss from operations for the three months ended September 30, 2024 of $(1,869,520), compared to $(543,384) for the three months ended September 30, 2023.

Other Income (Expense)

The Company had other expense, net, of $(32,902,161) for the three months ended September 30, 2024, as compared to other expense, net of $(7,333,960) for the three months ended September 30, 2023.

The higher expense was due primarily to goodwill impairment of $(34,860,411), partially offset by a gain in fair value of derivative liability of $2,668,909 as compared to a loss in fair value of $(5,986,536) in the prior year.

The Company had a net loss of $(34,771,681) during the three-month period ended September 30, 2024, compared with a net loss of $(7,877,344) for the three-month period ended September 30, 2023.

Nine months ended September 30, 2024, compared to the nine months ended September 30, 2023

The Company had gross revenues of $25,410,505 for the nine months ended September 30, 2024, as compared to $24,407,583 for the nine months ended September 30, 2023, an increase of $1,002,922 or 4%.

Higher power segment revenues were partially offset by lower oil and gas revenues.

The Company’s operating expenses increased by $3,180,080 to $30,801,256 for the nine-month period ended September 30, 2024, from $27,621,176 in the corresponding prior year nine-month period.

Cost of goods sold for the nine months ended September 30, 2024 were $17,886,731, as compared to $16,256,686 for the nine-month period ended September 30, 2023 due to increased power segment sales.

Lease operating costs decreased to $22,352 for the nine-month period ended September 30, 2024, as compared to $534,123 for the nine-month period ended September 30, 2023.

Depreciation, depletion and amortization (“DD&A”) expense was $596,427 as compared to $698,061 in the prior period.

Stock based compensation was $305,000 as compared to zero in the prior period.

General and administrative expenses increased by $1,925,503 to $11,990,210 compared to $10,064,707 in the corresponding prior period.

Loss from Operations

The Company generated a loss from operations for the nine months ended September 30, 2024, of $(5,390,751), compared to $(3,213,593) for the nine months ended September 30, 2023.

The Company generated a loss from operations for the three months ended March 31, 2025 of $(1,780,772), compared to $(2,258,561) for the three months ended March 31, 2024.

Other Income (Expense)

The Company had other expense, net, of $(58,553,758) for the nine months ended September 30, 2024, as compared to other expense, net, of $(7,572,090) for the nine months ended September 30, 2023.

The higher expense was due primarily to goodwill impairment of $(34,860,411), a loss on the change in fair value of derivative liability of $(18,573,289), a loss on disposal of membership interests of $(755,506) and higher interest expense, amortization of debt discount and loss on extinguishment of debt.

The Company had a net loss of $(63,944,509) during the nine-month period ended September 30, 2024, compared with a net loss of $(10,785,683) for the nine-month period ended September 30, 2023.

The Company had other expense, net, of $(1,410,881) for the three months ended March 31, 2025, as compared to other expense, net of $(24,359,654) for the three months ended March 31, 2024.

The lower expense was due primarily to a decrease of $21,850,116 in expense related to the change in the fair value of derivatives as compared to the prior year.

The Company had a net loss of $(3,191,653) during the three-month period ended March 31, 2025, compared with a net loss of $(26,618,215) for the three-month period ended March 31, 2024.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

21 unchanged sentences

Sale of Power Generation Units

The Company considers the completed unit or units to be a single performance obligation for purposes of revenue recognition and recognizes revenue when control of the product is transferred to the customer, which typically occurs upon shipment or delivery to the customer.

The Company considers a completed unit to be a performance obligation for purposes of revenue recognition and recognizes revenue when control of the product is transferred to the customer, which typically occurs upon shipment or delivery to the customer.

Commissioning of the unit is considered to be a separate performance obligation for which revenue is recognized when the commissioning is completed.

Progress payments are recognized as contract liabilities until the completed unit is delivered.

Revenue is measured as the amount of consideration the Company expects to be entitled to in exchange for the transfer of the units, which is generally the price stated in the contract.

Revenue is measured as the amount of consideration the Company expects to be entitled to in exchange for the transfer of the unit and commissioning of the unit, which is generally the price stated in the contract.

The Company does not allow returns because of the customized nature of the units and does not offer discounts, rebates, or other promotional incentives or allowances to customers.

12 unchanged sentences

Most service and repairs are completed in one or two days.

Oil and Gas Revenues

Sales of crude oil, natural gas, and natural gas liquids (“NGLs”) are included in revenue when production is sold to a customer in fulfillment of performance obligations under the terms of agreed contracts.

Performance obligations primarily comprise delivery of oil, gas, or NGLs at a delivery point, as negotiated within each contract.

Each barrel of oil, million BTU (“MMBtu”) of natural gas, or other unit of measure is separately identifiable and represents a distinct performance obligation to which the transaction price is allocated.

Performance obligations are satisfied at a point in time once control of the product has been transferred to the customer.

Goodwill is the excess of cost of an acquired entity over the fair value of amounts assigned to assets acquired and liabilities assumed in a business combination.

Goodwill is subject to impairment testing at least annually and will be tested for impairment between annual tests if an event occurs or circumstances change that would indicate the carrying amount may be impaired.

An entity has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.

If, after completing the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company will proceed to a quantitative test.

The Company may also elect to perform a quantitative test instead of a qualitative test for any or all of our reporting units.

The test compares the fair value of an entity’s reporting units to the carrying value of those reporting units.

This quantitative test requires various judgments and estimates.

The Company estimates the fair value of the reporting unit using a market approach in combination with a discounted operating cash flow approach.

Impairment of goodwill is measured as the excess of the carrying amount of goodwill over the fair values of recognized and unrecognized assets and liabilities of the reporting unit.

Intangible Assets

1 unchanged sentence

This asset is amortized on a straight-line basis over the remaining life of the related patents being licensed, which is approximately 16 years.

Additionally, with the acquisition of Simson-Maxwell, the Company identified other intangible assets consisting of customer relationships (which is being amortized on a straight-line basis over 10 years) and Simson-Maxwell brand (which is not being amortized) with an aggregate appraised fair value $3,908,126.

With the acquisition of a 51% interest in Viking Ozone, Viking Sentinel and Viking Protection, as described in Note 8, the Company has aggregate intangible assets of $15,433,340.

25 unchanged sentences

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 2. Management’s Discussion and Analysis