Item 1. Financial Statements
Item
1. Financial Statements (Unaudited)
RANGE
IMPACT, INC.
CONSOLIDATED
FINANCIAL STATEMENTS
(Unaudited)
CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2025 (UNAUDITED) AND DECEMBER 31, 2024
4
CONSOLIDATED UNAUDITED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND JUNE 30, 2024
5
CONSOLIDATED UNAUDITED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND JUNE 30, 2024
6
CONSOLIDATED UNAUDITED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND JUNE 30, 2024
7
NOTES TO THE CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
8
3
RANGE
IMPACT, INC.
CONSOLIDATED
BALANCE SHEETS
June 30, 2025
(unaudited)
December 31, 2024
Assets
Current Assets
Cash and cash equivalents
$ 48,312
$ 167,286
Accounts receivable
257,207
3,209,070
Contract assets
-
154,354
Prepaid expenses
67,362
28,723
Deposits
5,137
-
Equipment held for sale
833,613
733,613
Total current assets
1,211,631
4,293,046
Long-term Assets
Land
56,618,965
1,008,897
Property and equipment, net of accumulated depreciation
386,896
890,772
Total long-term assets
57,005,861
1,899,669
Total Assets
$ 58,217,492
$ 6,192,715
Liabilities and Stockholders’ Equity
Current Liabilities
Line of credit
$ 1,800,000
$ 2,000,000
Current portion of long-term debt
854,246
789,719
Accounts payable
503,145
556,562
Accrued expenses
769,476
197,328
Total current liabilities
3,926,867
3,543,609
Long-term Liabilities
Long-term debt, net of current portion
1,228,031
1,814,701
Asset retirement obligation
47,157,763
-
Total long-term liabilities
48,385,794
1,814,701
Total liabilities
52,312,661
5,358,310
Stockholders’ Equity
Common stock, par value $ 0.001 per share; 1,000,000,000 shares authorized; 108,616,078 and 104,727,189 shares issued and outstanding, respectively
108,616
104,727
Additional paid-in-capital
58,374,651
57,609,560
Accumulated deficit
( 52,578,436 )
( 56,879,882 )
Total stockholders’ equity
5,904,831
834,405
Total Liabilities and Stockholders’ Equity
$ 58,217,492
$ 6,192,715
See
accompanying notes to the consolidated financial statements.
4
RANGE
IMPACT, INC.
CONSOLIDATED
STATEMENTS OF OPERATIONS
(Unaudited)
2025
2024
2025
2024
Three Months Ended
June 30,
Six Months Ended
June 30,
2025
2024
2025
2024
Revenues
$ 1,391,482
$ 2,349,738
$ 2,087,183
$ 6,259,631
Cost of services
883,160
2,498,667
1,575,010
6,389,706
Gross profit (loss)
508,322
( 148,929 )
512,173
( 130,075 )
Operating expenses:
General and administrative
624,771
697,699
1,183,918
1,641,600
Total operating expenses
624,771
697,699
1,183,918
1,641,600
Profit (loss) from operations
( 116,449 )
( 846,628 )
( 671,745 )
( 1,771,675 )
Other income (expense):
Other income
-
485
83,627
18,590
Gain on bargain purchase
-
-
5,602,484
-
Gain (loss) on sale of fixed assets
( 34,012 )
-
25,668
-
Deficiency claim on returned equipment
( 560,402 )
-
( 560,402 )
-
Interest expense
( 87,318 )
( 165,660 )
( 178,186 )
( 340,918 )
Total other income (expense)
( 681,732 )
( 165,175 )
4,973,191
( 322,328 )
Income (loss) from continuing operations
( 798,181 )
( 1,011,803 )
4,301,446
( 2,094,003 )
Loss from discontinued operations
-
( 157,278 )
-
( 288,918 )
Income tax expense
-
56,600
-
56,600
Net income (loss)
$ ( 798,181 )
$ ( 1,225,681 )
$ 4,301,446
$ ( 2,439,521 )
Net profit (loss) per share – basic and diluted
$ ( 0.01 )
$ ( 0.01 )
$ 0.04
$ ( 0.02 )
Weighted average number of common shares outstanding – basic and diluted
108,094,100
101,552,586
106,406,032
101,288,035
See
accompanying notes to the consolidated financial statements.
5
RANGE
IMPACT, INC.
CONSOLIDATED
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(Unaudited)
Three Months Ended June 30, 2025
Common Stock
Additional
Number of
Shares
Amount
Paid-in
Capital
Accumulated Deficit
Total
Balance as of March 31, 2025
108,616,078
$ 108,616
$ 58,210,161
$ ( 51,780,255 )
$ 6,538,522
Shares issued
-
-
-
-
-
Stock based compensation
-
-
164,490
-
164,490
Net loss
-
-
-
( 798,181 )
( 798,181 )
Balance as of June 30, 2025 (Unaudited)
108,616,078
$ 108,616
$ 58,374,651
$ ( 52,578,436 )
$ 5,904,831
Three Months Ended June 30, 2024
Common Stock
Additional
Number of
Shares
Amount
Paid-in
Capital
Accumulated Deficit
Total
Balance as of March 31, 2024
101,023,485
$ 101,023
$ 56,552,294
$ ( 48,295,639 )
$ 8,357,678
Shares issued
3,703,704
3,704
996,296
-
1,000,000
Stock based compensation
-
-
51,990
-
51,990
Net loss
-
-
-
( 1,225,681 )
( 1,225,681 )
Balance as of June 30, 2024 (Unaudited)
104,727,189
$ 104,727
$ 57,600,580
$ ( 49,521,320 )
$ 8,183,987
Six Months Ended June 30, 2025
Common Stock
Additional
Number of Shares
Amount
Paid-in
Capital
Accumulated Deficit
Total
Balance as of December 31, 2024
104,727,189
$ 104,727
$ 57,609,560
$ ( 56,879,882 )
$ 834,405
Shares issued for cash
3,888,889
3,889
596,111
-
600,000
Stock based compensation
-
-
168,980
-
168,980
Net profit
-
-
-
4,301,446
4,301,446
Balance as of June 30, 2025
108,616,078
$ 108,616
$ 58,374,651
$ ( 52,578,436 )
$ 5,904,831
Six Months Ended June 30, 2024
Common Stock
Additional
Number of Shares
Amount
Paid-in
Capital
Accumulated Deficit
Total
Balance as of December 31, 2023
101,023,485
$ 101,023
$ 56,547,804
$ ( 47,081,799 )
$ 9,567,028
Balance
101,023,485
$ 101,023
$ 56,547,804
$ ( 47,081,799 )
$ 9,567,028
Shares issued for cash
3,703,704
3,704
996,296
-
1,000,000
Stock based compensation
-
-
56,480
-
56,480
Net loss
-
-
-
( 2,439,521 )
( 2,439,521 )
Net profit (loss)
-
-
-
( 2,439,521 )
( 2,439,521 )
Balance as of June 30, 2024
104,727,189
$ 104,727
$ 57,600,580
$ ( 49,521,320 )
$ 8,183,987
Balance
104,727,189
$ 104,727
$ 57,600,580
$ ( 49,521,320 )
$ 8,183,987
See
accompanying notes to the consolidated financial statements.
6
RANGE
IMPACT, INC.
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(Unaudited)
2025
2024
Six Months Ended June 30,
2025
2024
Cash flows from operating activities:
Net income (loss)
$ 4,301,446
$ ( 2,439,521 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Gain on bargain purchase
( 5,602,484 )
-
Net gain on asset disposals
( 25,668 )
-
Deficiency claims on returned equipment
560,402
-
Fair value of vested stock options
168,980
56,480
Depreciation
125,043
1,276,872
Accretion on asset retirement obligations
524,033
-
Changes in operating assets and liabilities:
Accounts receivable
( 6,653 )
2,796,626
Contract assets
154,354
( 1,127,652 )
Inventory
-
( 725,429 )
Prepaid expenses and other current assets
( 38,639 )
73,121
Deposits
( 5,137 )
150,000
Accounts payable
( 53,416 )
( 1,677,147 )
Accrued expenses
11,746
( 46,881 )
Net cash provided by (used in) operating activities
114,007
( 1,663,531 )
Cash flows from investing activities:
Cash paid for asset retirement obligations
( 415,338 )
-
Equipment purchases
( 100,000 )
-
Proceeds from asset sales
404,500
-
Net cash (used in) investing activities
( 110,838 )
-
Cash flows from financing activities:
Proceeds from stock issuance
600,000
1,000,000
Repayment of line of credit
( 200,000 )
( 200,000 )
Repayment of long-term debt
( 522,143 )
( 1,189,556 )
Net cash (used in) financing activities
( 122,143 )
( 389,556 )
Net (decrease) in cash and cash equivalents
( 118,974 )
( 2,053,087 )
Cash and cash equivalents - beginning of period
167,286
2,176,800
Cash and cash equivalents - end of period
$ 48,312
$ 123,713
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest
$ 110,215
$ 251,348
See
accompanying notes to the consolidated financial statements.
7
RANGE
IMPACT, INC.
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS
THREE
AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024
(Unaudited)
1.
BUSINESS OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Range
Impact, Inc. (the “Company”, “we”, “us” or “our”), was incorporated in the State of Nevada
on June 29, 2007.
Originally
founded in 2007 as Legend Mining Inc., the Company began operations as a mineral extraction exploration business. In 2011, the Company
changed its name to Stevia First Corp. and pursued a new strategy focused on developing stevia-based additives for the food and beverage
industry. In 2015, the Company changed its name to Vitality Biopharma, Inc. and pursued a new strategy focused on developing cannabinoid-based
prodrugs anticipated to treat inflammatory conditions of the gastrointestinal tract. In October 2021, the Company changed its name to
Malachite Innovations, Inc. and expanded its corporate strategy to include impact investing.
In
May 2022, the Company acquired Range Environmental Resources, Inc., a West Virginia corporation (“Range Environmental”) and
Range Natural Resources, Inc., a West Virginia corporation (“Range Natural”) to provide land reclamation and water restoration
services to mining and non-mining customers throughout the Appalachian region. In August 2023, the Company acquired Collins Building
& Contracting, Inc., a West Virginia corporation (“Collins Building”), an environmental services business primarily focusing
on the reclamation of abandoned mine land sites in West Virginia, as described in more detail in Note 2.
In August 2023, the Company
acquired Collins Building & Contracting, Inc., a West Virginia corporation (“Collins Building”), an environmental services
business primarily focusing on the reclamation of abandoned mine land sites in West Virginia.
In
September 2023, the Company, through its wholly-owned subsidiary CLV Azurite Land, LLC, acquired 1,745 acres of surface land and mineral
interests at the Hobet mine complex (“Hobet Mine”) located in Lincoln and Boone Counties, West Virginia, from three private
landowners in three separate transactions for a total cash purchase price of $ 948,376 (“Hobet Acquisition”).
In
December 2023, the Company changed its name to Range Impact, Inc., and reorganized into five operating business segments: (i) Range Reclaim,
(ii) Range Water, (iii) Range Security, (iv) Range Land, and (v) Drug Development. In January 2024, the Company added Range Minerals
as a sixth operating business segment. Range Minerals was previously reported within the Range Reclaim operating business segment. The
Drug Development segment was also renamed Graphium Biosciences.
In
August 2024, the Company sold substantially all of the assets of Collins Building to its previous owner in exchange for the cancellation
of all remaining debt owed to him (“Collins Sale”).
In September 2024, the Company sold Graphium Biosciences, Inc. and all
of its drug development assets (“Graphium Sale”). The Collins Sale and Graphium Sale are described in more detail in Note
4.
In
March 2025, the Company, through its wholly-owned subsidiary Range Sky View Land, LLC, acquired 120,154
acres of fee, surface and mineral interests at the Fola mine
complex (“Fola Mine”) located in Clay and Nicholas Counties, West Virginia (“Fola Acquisition”). As part of the
Fola Acquisition, the Company acquired 15 mining permits at the Fola Mine with an estimated reclamation obligation of $ 29.3
million and assumed an obligation to manage an additional 21
mining permits at the Fola Mine with a reclamation bond amount of $ 13.8
million. The Company also assumed two coal royalty contracts
and one 25-year solar lease with a multi-national corporation for the development of a large-scale solar project located on more than
1,000
acres at the Fola Mine. The Fola Acquisition is described in
more detail in Note 3.
On May 30, 2025, Range Sky View Land LLC (“Range Sky”), a wholly-owned
subsidiary of the Company, entered into a Transaction Advisory Agreement (“Advisory Agreement”) with AppleAtcha Land, LLC
(“AppleAtcha”) and WV Reclaim Co, LLC (“Reclaim”) pursuant to which AppleAtcha and Reclaim agreed to pay Range
Sky $750,000 and $25,000, respectively (collectively, the “Advisory Fee”), in consideration of Range Sky’s provision
of transition advisory services in connection with the sale by AppleAtcha and Reclaim of (i) approximately 424.80 acres of surface interests
and 3,773.60 acres of mineral interests and (ii) three (3) related mining permits ((i) and (ii) collectively referred to herein as the
“Ramp Run Mine”). The Advisory Fee is due and payable only upon the closing of the sale of the Ramp Run Mine to a third-party
(the “Payment Condition”). The Advisory Agreement is terminable by any of the parties on written notice to the others provided
that in the event that the Payment Condition is satisfied within 120 days after the date of a termination by Reclaim and AppleAtcha, then
in such case, Range Sky would still be entitled to receive the Advisory Fee payable in full on the closing date of the sale. The Agreement
also contains terms and conditions that are customary and typical for a transaction of this nature.
AppleAtcha is a wholly-owned subsidiary of Fola
Landholding, LLC (“Fola Holding”). Fola Holding is 80 %-owned by Tower IV, LLC, an investment entity owned by the daughters
of Joseph E. LoConti, the Company’s largest shareholder (“LoConti”). Devica Capital, LLC (“Devica”) owns
the remaining 20 % of AppleAtcha. Michael Cavanaugh (“Cavanaugh”), the Company’s Chief Executive Officer and member
of the Company’s board of directors, owns 100 % of Devica. LoConti and Cavanaugh are managers of Fola Holding and AppleAtcha. LoConti
also indirectly owns approximately 9 % of the outstanding stock of Continental Heritage Insurance Company, a specialty insurance company,
which has issued the reclamation bonds associated with the Ramp Run Mine.
In June 2025, the Company, through its wholly owned subsidiary Range Sky View Land LLC, acquired two mining permits
at the Fola Mine and assumed an associated coal mining lease (“Winoc Acquisition”). As part of the Winoc Acquisition, the
Company recognized an asset retirement obligation of $ 10,399,477 and derecognized a reclamation bond obligation of $ 5,184,920 .
As
a result of the various transactions referenced in this Note 1, the Company has reorganized its operations into two operating business
segments: (i) Range Land and (ii) Range Services.
Going
Concern
The
accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement
of liabilities and commitments in the normal course of business. As reflected in the accompanying financial statements, during the six
months ended June 30, 2025, the Company incurred a net loss of $ 1,301,038 (net of the gain on bargain purchase of $ 5,602,484 related
to the Fola Acquisition) and used $ 118,974 of cash in the Company’s activities. These factors raise substantial doubt about the
Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The financial
statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.
The
ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future and/or
raising additional capital to meet its obligations and repay its liabilities arising from normal business operations when they come due.
The Company estimates, as of June 30, 2025, that it may not have sufficient funds to operate the business for 12 months given its cash
balance of $ 48,312 and expected revenues to be generated by the Company’s operating business segments. The Company is actively
seeking additional financing and other sources of capital to fund its currently estimated level of operations. However, these estimates
could differ from actual capital needs if the Company’s business encounters unanticipated difficulties, or if its estimates of
the amount of cash necessary to operate its business prove to be wrong, and the Company uses its available financial resources faster
than it currently expects. No assurance can be given that any future financing or capital, if needed, will be available or, if available,
that it will be on terms that are satisfactory to the Company.
8
Basis
of Presentation
The
accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles (GAAP)
and with the instructions to Form 10-K and Article 8 of Regulation S-X. The consolidated financial statements include the accounts of
the Company and its wholly-owned subsidiaries: CLV Azurite Land LLC, Collins Building & Contracting, Inc., Graphium Biosciences,
Inc. (sold in September 2024 and included in discontinued operations in 2024), Range Environmental Resources, Inc., Range Land, LLC,
Range Minerals, LLC, Range Natural Resources, Inc., Range Reclaim, LLC, Range Rock Creek Land, LLC, Range Security, LLC, Range Security
Resources, LLC, Range Sky View Land, LLC, Range Water, LLC, and Terra Preta, LLC, and have been prepared in accordance with accounting
principles generally accepted in the United States of America. Intercompany balances and transactions have been eliminated in consolidation.
Reclassifications
Certain
prior period amounts have been reclassified to conform with the current period’s presentation.
Use
of Estimates
The
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual
results could differ from those estimates.
Discontinued
Operations
During
the third quarter of 2024, the Company sold its wholly-owned subsidiary Graphium Biosciences, Inc. In accordance with GAAP, assets and
liabilities of discontinued operations are presented separately in the Consolidated Balance Sheets, and results of discontinued operations
are reported as a separate component of consolidated net loss or net income in the Consolidated Statements of Operations, for all periods
presented, resulting in changes to the presentation of certain prior period amounts.
Refer
to Note 4 for additional discussion of discontinued operations and disposition of assets. All other notes to these consolidated financial
statements present the results of continuing operations and exclude amounts related to discontinued operations for all periods presented.
Business
Combinations
Business
combinations are accounted for using the purchase method of accounting under ASC 805, “Business Combinations”. This method
requires the Company to record assets and liabilities of the businesses acquired at their estimated fair values as of the acquisition
date. Any excess of the cost of the acquisition over the fair value of the net assets acquired is recorded as goodwill. Any excess of
the fair value of the net assets acquired over the cost of the acquisition is accounted for as a bargain purchase gain. Determining the
fair value requires management to make estimates and assumptions including discount rates, rates of return on assets, and long-term sales
growth rates.
Revenue
Recognition
The
Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers”. The core principle of the ASC 606 revenue
standard is that a company should recognize revenue by analyzing the following five steps: (1) identify the contract with the customer;
(2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to
the performance obligations in the contract; and (5) recognize revenue when (or as) each performance obligation is satisfied.
The
Company primarily invoices customers and recognizes revenue on a periodic basis for equipment and labor hours provided to a customer
on a particular job based on an agreed-upon hourly rate sheet or a fixed amount for a project. The Company also invoices customers and
recognizes revenue for equipment mobilization fees and materials and supplies required to complete a project. The Company invoices for
the sales of chemicals, stone and other products and recognizes revenue when the products are delivered to the customer’s designated
site or when control of these products is transferred to its customers, in an amount that reflects the consideration the Company expects
to be entitled to in exchange for those products. Sales taxes and other taxes that the Company collects concurrent with revenue producing
activities are excluded from revenue. Costs for equipment, labor and chemicals are generally expensed as incurred since the projects
are generally short-term and not subject to a contract. The Company also invoices customers for the provision of environmental security
services at an agreed-upon hourly rate for each project. All revenue is recognized at a point in time.
The
Company recognizes revenue on reclamation contracts over time as performance obligations are satisfied due to the continuous transfer
of control to the customer. The Company’s contracts are generally accounted for as a single performance obligation since the Company
is providing a significant service of integrating components into a single project. The Company recognizes revenue using a cost-based
input method by which actual costs incurred relative to total estimated contract costs determine, as a percentage, progress toward contract
completion. This percentage is applied to the contract price to determine the amount of revenue to recognize. The Company believes the
cost-based input method is the most faithful depiction of performance because it directly measures the value of the services transferred
to the customer.
Contract
Estimates
Due
to the nature of the Company’s performance obligations, the estimation of total revenue and cost at completion is subject to many
variables and requires significant judgment. Since a significant change in one or more of these variables could affect the profitability
of contracts, the Company reviews and updates contract-related estimates regularly through a review process in which the Company reviews
the progress and execution of performance obligations and the estimated cost at completion.
The
Company recognizes adjustments in estimated profit on contracts under the cumulative catch-up method. Under this method, the impact of
the adjustment on profit recorded to date is recognized in the period the adjustment is identified. Revenue and profit in future periods
of contract performance is recognized using the adjusted estimate. If at any time the estimate of contract profitability indicates an
anticipated loss on the contract, a provision for the entire loss is recognized in the period it is identified.
9
Contract
Modifications
Contract
modifications can occur during the performance of the Company’s contracts. Contracts may be modified to account for changes in
contract specifications or requirements. In most instances, contract modifications are for goods or services that are not distinct, and,
therefore, are accounted for as part of the existing contract.
Cost
and Expense Recognition
Contract
costs include all direct labor, materials, equipment mobilization, subcontractor, and equipment costs, and those indirect costs related
to contract performance, such as indirect labor, tools and supplies. Costs are recognized as incurred.
The
Company recognizes revenue from contracts for financial reporting purposes over time. Progress toward completion of the Company’s
contracts is measured by the percentage of cost incurred to date compared to estimated total costs for each contract. This method is
used because management considers total cost to be the best available measure of progress on contracts. Because of inherent uncertainties
in estimating costs, it is at least reasonably possible that the estimates used will change significantly over the course of the contract’s
performance.
Revenue
earned over time compared to a point in time is as follows for the three and six months ended June 30, 2025 and 2024.
SCHEDULE
OF REVENUE EARNED OVERTIME COMPARED TO A POINT IN TIME
Three Months Ended
June 30, 2025
Three Months Ended
June 30, 2024
Earned over time
$ -
$ 1,179,341
Point in time
1,391,482
1,170,397
Total revenue
1,391,482
2,349,738
Six Months Ended
June 30, 2025
Six Months Ended
June 30, 2024
Earned over time
$ -
$ 2,049,835
Point in time
2,087,183
4,209,796
Total revenue
2,087,183
6,259,631
Cost
of Services
Contract
costs include all direct labor, materials, subcontractor, and equipment costs and those indirect costs related to contract performance,
such as indirect labor, tools and supplies. For construction contracts, costs are generally recognized as incurred. Under certain circumstances,
costs incurred in the period related to future activity on contracts may be capitalized.
Costs
incurred that do not contribute to satisfying performance obligations are excluded from the cost input calculation for revenue recognition.
Excluded costs include both uninstalled materials and abnormal costs. Abnormal costs comprise wasted materials, wasted or rework labor
and other resources to fulfill a contract that were not reflected in the price of the contract. A limited allowance for material overages
and labor inefficiencies is typically included in our contract costs estimates (and by extension, in the contract price).
Cash
and Cash Equivalents
The
Company considers all highly liquid investments with an original maturity of three months or less at the date of acquisition to be cash
equivalents. From time to time, the Company’s cash account balances exceed the balances covered by the Federal Deposit Insurance
Corporation. The Company has never suffered a loss due to such excess balances.
10
Accounts
Receivable
Included
as a component of accounts receivable are contract receivables that represent the Company’s unconditional right, subject only to
the passage of time, to receive consideration arising from performance obligations under reclamation contracts with customers. Billed
contract receivables have been invoiced to customers based on contracted amounts. There were no contract receivables at June 30, 2025, and
$ 154,354 at December 31, 2024. Trade accounts receivable are stated at the amount management expects to collect from the balances outstanding
as of June 30, 2025 or December 31, 2024 in the consolidated balance sheets. Based on management’s assessment, it has concluded
that losses on balances outstanding as of those dates will be immaterial and therefore, no allowances were recorded for the six months
ended June 30, 2025 or the six months ended June 30, 2024. Accounts receivable were $ 257,207 and $ 3,209,070 at June 30, 2025 and December
31, 2024, respectively. No credit loss expense was accrued in either the six months ended June 30, 2025 or the six months ended June
30, 2024 and there is no allowance for expected credit losses as of June 30, 2025 or December 31, 2024.
Contract
Assets
Billing
practices are governed by the contract terms of each project based upon costs incurred, achievement of milestones or predetermined schedules.
Billings do not necessarily correlate with revenue recognized over time using the percentage-of-completion method. Contract assets include
unbilled amounts typically resulting from revenue under long-term contracts when the percentage-of-completion method of revenue recognition
is utilized, and revenue recognition exceeds the amount billed to the customer. The Company’s contract assets are reported on a
contract-by-contract basis at the end of each reporting period. The Company classifies contract assets as current or noncurrent based
on whether the revenue is expected to be recognized sooner or later than one year from the balance sheet date.
Details
of contract assets arising from reclamation contracts in process as of June 30, 2025 and December 31, 2024 are as follows. The Company
did not have any active abandoned mine land projects as of June 30, 2025 therefore no contract assets were recognized on that date.
SCHEDULE
OF CONTRACT ASSETS
December 31, 2024
Costs incurred on contracts in progress
$ 1,513,306
Estimated earnings
1,168
Revenue earned on contracts in progress
1,514,474
Less: Billings to date
( 1,360,120 )
Total contract assets
$ 154,354
December 31, 2024
Costs and estimated earnings in excess of billings on contracts in progress
$ 154,354
Billings in excess of costs and estimated earnings on contracts in progress
-
Net contract assets
$ 154,354
Equipment
Held for Sale
Following
the completion of specific projects in the fourth quarter of 2024, management concluded that certain pieces of equipment would no longer
be required for future projects. Consequently, these items were separated and prepared for sale. It is not yet known whether there will be a gain or loss on the disposal of the equipment
held for sale, but management believes the assets are currently held at fair value. The Company recorded an impairment loss of $ 738,913
as of December 31, 2024. These assets are reported within the Range Services operating business segment.
Land
Land
is carried at cost, which includes an amount of asset retirement costs equal to the amount of asset retirement obligations recognized
in connection with the Fola Acquisition. The Company assesses the recoverability of its land by determining whether the cost of the land
can be recovered through projected future cash flows generated by the land. No land was identified for impairment. Land is reported within
the Range Land operating business segment. Refer to Note 3 for more details.
11
Property
& Equipment
Property
and equipment is carried at cost. Expenditures for maintenance and repairs are charged to cost of services. Additions and betterments
are capitalized. The cost and related accumulated depreciation of equipment sold or otherwise disposed of are removed from the accounts
and any gain or loss is reflected in the current year’s earnings.
SCHEDULE
OF PROPERTY AND EQUIPMENT
June 30, 2025
December 31, 2024
Equipment
$ 1,075,942
$ 3,433,543
Accumulated depreciation
( 689,046 )
( 2,542,771 )
Net book value
386,896
890,772
Depreciation expense
$ 125,043
$ 1,868,997
The
Company provides for depreciation of its property and equipment using the straight-line method for both financial reporting and federal
income tax purposes over the estimated six 6 -year
useful lives of the assets.
The
Company assesses the recoverability of its property and equipment by determining whether the depreciation of the assets over their remaining
lives can be recovered through projected future cash flows generated by the assets. There were no assets identified for impairment. These
assets are reported within the Range Services operating business segment.
Asset
Retirement Obligations
The
Company recognizes asset retirement obligations (“AROs”) in accordance with ASC 410, “Asset Retirement and Environmental
Obligations.” These obligations relate primarily to the Company’s legal and regulatory requirements to perform reclamation,
closure, and environmental remediation activities at coal mining sites currently under management by the Company.
Under
federal and state mining laws, including the Surface Mining Control and Reclamation Act of 1977 (“SMCRA”), the Company is
required to restore land and water resources disturbed by coal mining activities to their original or approved alternative condition.
AROs are recognized when the legal obligation is incurred, generally at the time mining activity commences or when the Company assumes
responsibility for a previously disturbed mine site.
The
Company records the fair value of a liability for an ARO in the period in which it is incurred if a reasonable estimate of fair value
can be made. Upon initial recognition, the Company capitalizes the cost as part of the carrying amount of the related long-lived asset.
The liability is subsequently accreted over time through charges to operating expense, and the capitalized asset is depreciated over
its useful life.
As
of March 31, 2025, the Company recorded AROs of $ 43,079,071 related to the Fola Acquisition, which closed on that date. Refer to Note
3 for more details.
The
total undiscounted amount of estimated future cash flows required to satisfy the Company’s AROs over a 25-year projection period
was approximately $ 60,617,039 as of March 31, 2025. The Company uses an annual inflation rate of 2.72 % to forecast these estimated future
cash flows and a credit-adjusted risk-free rate of 7.18 % to discount these future inflation-adjusted obligations to a present value.
The
Company periodically reviews the estimated reclamation costs and timing assumptions used in calculating AROs. Changes in estimates are
reflected in the period in which they occur. Actual costs may differ from those estimated due to changes in applicable laws and regulation,
inflation, post-mine land use changes, and the final scope of the reclamation and water restoration activities.
The following table summarizes the changes in asset
retirement obligations for the three months ended June 30, 2025:
SCHEDULE
OF ASSET RETIREMENT OBLIGATION
Total asset retirement obligations as of March 31, 2025
$ 43,079,071
Accretion expense for the period
524,033
Sites removed during the period
( 6,429,480 )
Sites added during the period
10,399,477
Expenditures during the period
( 415,338 )
Total asset retirement obligations as of June 30, 2025
$ 47,157,763
Total Asset Retirement Obligations
47,157,763
12
Income
Taxes
The
Company follows the asset and liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities
are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their
respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates
is recognized as income (loss) in the period that includes the enactment date.
Leases
The
Company determines whether a contract is, or contains, a lease at inception. Right-of-use assets represent the Company’s right
to use an underlying asset during the lease term, and lease liabilities represent the Company’s obligation to make lease payments
arising from the lease. Right-of-use assets and lease liabilities are recognized at lease commencement based upon the estimated present
value of unpaid lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available
at lease commencement in determining the present value of unpaid lease payments. As of June 30, 2025, the Company had no material lease
commitments for longer than one year.
Stock-Based
Compensation
The
Company periodically issues stock options and restricted stock awards to employees and non-employees in non-capital raising transactions
for services. The Company accounts for such grants issued and vesting based on ASC 718, “Compensation-Stock Compensation”,
whereby the value of the award is measured on the date of grant and recognized for employees as compensation expense on the straight-line
basis over the vesting period. Recognition of compensation expense for non-employees is in the same period and manner as if the Company
had paid cash for the services. The Company recognizes the fair value of stock-based compensation within its Consolidated Statements
of Operations with classification depending on the nature of the services rendered.
The
fair value of the Company’s stock options is estimated using the Black-Scholes-Merton Option Pricing model, which uses certain
assumptions related to risk-free interest rates, expected volatility, expected life of the stock options or restricted stock, and future
dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes-Merton Option Pricing model and based
on actual experience. The assumptions used in the Black-Scholes-Merton Option Pricing model could materially affect compensation expense
recorded in future periods.
Basic
and Diluted Income (Loss) Per Share
Basic
income (loss) per share is computed by dividing the net income (loss) applicable to common stockholders by the weighted average number
of outstanding common shares during the period. Shares of restricted stock are included in the basic weighted average number of common
shares outstanding from the time they vest. Diluted income (loss) per share is computed by dividing net income (loss) applicable to common
stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have
been outstanding if all dilutive potential common shares had been issued. Diluted income (loss) per share excludes all potential common
shares if their effect is anti-dilutive. The following potentially dilutive shares were excluded from the shares used to calculate diluted
earnings per share as their inclusion would be anti-dilutive:
SCHEDULE
OF ANTI-DILUTIVE SECURITIES EXCLUDED FROM COMPUTATION OF EARNINGS PER SHARE
June 30, 2025
December 31, 2024
Options
12,243,376
11,594,210
Warrants
3,166,667
3,166,667
Total
15,410,043
14,760,877
Anti-dilutive loss per share
15,410,043
14,760,877
Fair
Value of Financial Instruments
FASB
ASC 825, “Financial Instruments” requires that the Company disclose estimated fair values of financial instruments. Financial
instruments held by the Company include, among others, accounts receivable, accounts payable and long-term debt. The carrying amounts
reported in the balance sheets for assets and liabilities qualifying as financial instruments are a reasonable estimate of fair value.
As
defined in FASB ASC 280 “Fair Value Measurements”, fair value is the price that would be received to sell an asset or paid
to transfer a liability, in an orderly transaction between market participants at the measurement date. In determining fair value, the
Company utilizes certain assumptions that market participants would use in pricing the asset or liability, including assumptions about
risk and/or the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated,
or generally unobservable firm inputs. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize
the use of unobservable inputs. Based on the examination of inputs used in the valuation techniques, the Company is required to provide
the following information according to the fair value hierarchy. The fair value hierarchy ranks the quality and reliability of the information
used to determine fair values. Financial assets and liabilities carried at fair value will be classified and disclosed in one of the
following three categories.
●
Level
1:
Quoted
market prices in active markets for identical assets or liabilities
●
Level
2:
Inputs
to the valuation methodology include:
○
Quoted
prices for similar assets or liabilities in active markets;
○
Quoted
prices for identical assets or similar assets or liabilities in inactive markets;
○
Inputs
other than quoted prices that are observable for the asset or liability;
○
Inputs
that are derived principally from or corroborated by observable market data by correlation or other means.
●
Level
3:
Unobservable
inputs that are not corroborated by market data
A
financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant
to the fair value measurement.
The
following is a description of the valuation methodologies used for instruments measured at fair value, including the general classification
of such instruments pursuant to the valuation hierarchy.
The
equipment held for sale is carried at the lower of carrying amount or fair value, and is considered level 2 as it is based on market
prices for similar assets.
13
Segments
As
of June 30, 2025, the Company has two operating business segments: (i) Range Land and (ii) Range Services. The Fola Mine, including the
royalty and lease agreements assigned in connection with the Fola Acquisition, and the Hobet Mine are reported in the Range Land operating
business segment. Effective January 1, 2025, the business activities of the Range Reclaim, Range Security and Range Water operating business
segments, which had been previously-reported as separate operating business segments, are now captured as part of the Range Services
operating business segment. This change was implemented as each of these business segments now serve to support the reclamation and improvement
of the land holdings of Range Land and not as businesses serving other customers. The change in the segment reporting is shown retrospectively
in this filing. Graphium Biosciences was sold in September 2024 and therefore the drug development business segment named Graphium Biosciences
is no longer reported as an operating business segment of the Company.
In
accordance with the “Segment Reporting” Topic of the ASC 280, the Company’s chief operating decision-maker has been
identified as the Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance
for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to
report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers,
and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation
under “Segment Reporting” due to their similar customer base and similarities in economic characteristics, nature of products
and services, and procurement, manufacturing, and distribution processes.
Recent
Accounting Pronouncements
In
November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.”
This ASU enhances reportable segment disclosures on both an annual and interim basis primarily in regards to the disclosure of significant
segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within the reported
measure(s) of segment profit or loss. In addition, this ASU requires disclosure, by segment, of other items included in the reported
measure(s) of segment profit or loss, including qualitative information describing the composition, nature and type of each item. This
ASU also expands disclosure requirements related to the CODM, including how the reported measure(s) of segment profit or loss are used
to assess segment performance and allocate resources, and the method used to allocate overhead for significant segment expenses. All
current required annual segment reporting disclosures under Topic 280 are now effective for interim periods. The ASU is effective for
fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early
adoption permitted. The Company has adopted this ASU. The Company will continue to evaluate its segment disclosures in future reporting
periods to ensure continued compliance with evolving accounting guidance and disclosure best practices.
In
December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. This ASU
enhances income tax disclosures by providing information to better assess how an entity’s operations, related tax risks, tax planning
and operational opportunities affect its tax rate and prospects for future cash flows. This ASU requires additional disclosures to the
annual effective tax rate reconciliation including specific categories and further disaggregated reconciling items that meet the quantitative
threshold. Additionally, this ASU requires disclosures relating to income tax expense and payments made to federal, state, local and
foreign jurisdictions. This ASU is effective for fiscal years beginning after December 15, 2024. The Company will
make the requisite updates in the notes to the annual financial statements for the period ending December 31, 2025.
In November 2024, the FASB issued ASU 2024-03, “Income
Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”.
This guidance requires tabular footnote disclosure of certain operating expenses disaggregated into categories, such as employee compensation,
depreciation, and intangible asset amortization, included within each interim and annual income statement’s expense caption, as
applicable. The effective date of this guidance is for fiscal years beginning after December 15, 2026, and interim periods within fiscal
years beginning after December 15, 2027. We are in the process of evaluating the impact of adopting this guidance on our consolidated
financial statement disclosures.
2.
ACQUISITION OF COLLINS BUILDING & CONTRACTING
On
August 31, 2023, the Company entered into a stock purchase agreement with the owner of Collins Building & Contracting, Inc. (“Collins
Building”) pursuant to which the owner agreed to sell all of the outstanding common stock of Collins Building to the Company in
exchange for (a) cash consideration of $ 1,000,000 ,
(b) a five 5 -year
secured promissory note in the principal amount of $ 2,000,000 ,
bearing interest at 7.0 %
per annum (the “First Promissory Note”), and (c) a two 2 -year
secured promissory note in the principal amount of $ 2,035,250 ,
bearing interest at 8.25 %
per annum (the “Second Promissory Note”). The
First Promissory Note was secured by the acquired real property and quarry infrastructure ,
and the
Second Promissory Note was secured by the acquired equipment .
The
Company accounted for the transaction as a business combination in accordance ASC 805 “Business Combinations”. The Company
performed an allocation of the purchase price paid for the assets acquired and the liabilities assumed. The fair values of the assets
acquired in that transaction are set forth below. Because the fair values exceeded the purchase price, we recognized a gain on the purchase
of $ 1,875,150 . The allocation of the purchase price is based on management’s estimates and a third-party assessment of the fair
value of the equipment purchased.
SCHEDULE
OF BUSINESS ACQUISITION ALLOCATION OF PURCHASE PRICE
Fair value of assets acquired:
Equipment
$ 6,156,000
Land
554,900
Buildings
199,500
Total assets acquired
6,910,400
Less: Gain on bargain purchase price
( 1,875,150 )
Purchase price
$ 5,035,250
Cash consideration
1,000,000
Long-term notes issued to the seller
4,035,250
Total purchase price
$ 5,035,250
Acquisition transaction costs incurred
$ 167,212
As
discussed in Note 4, on August 22, 2024, nearly all of the equipment, as well as the land and buildings were sold to the previous owner
of Collins Building in consideration of the full and complete cancellation of the First Promissory Note and the Second Promissory Note.
Collins
Building contributed $ 572,886 of
revenue and $ 1,681 of net income to the Company’s consolidated revenues and net income for the six months ended June
30, 2025. This revenue was created as a pass-through to a subcontractor who is completing contracts that belong to Collins
Building for abandoned mine sites. We anticipate these contracts will be completed by the end of 2025. Collins Building’s operations
contributed revenues of $ 0 and net loss of $ 274,081 to the Company’s consolidated revenues and net loss for the three months ended
June 30, 2024. For the six months ended June 30, 2024, Collins Building’s operations contributed no revenue and a net loss of $ 544,836 .
The losses stem primarily from depreciation of equipment and buildings purchased as part of the Collins Building acquisition.
14
3.
ACQUISITION OF FOLA MINE SITE
On
March 31, 2025, the Company, through its wholly-owned subsidiary Range Sky View Land, LLC, acquired 120,154
acres of fee, surface and mineral interests at the Fola mine complex (“Fola Mine”) located in Clay and Nicholas
Counties, West Virginia. As part of the Fola Acquisition, the Company acquired 15 mining permits at the Fola Mine with an estimated
reclamation obligation of $ 29,282,126
and assumed an obligation to manage an additional 21 mining permits at the Fola Mine with a reclamation bond amount of
$ 13,796,945 .
As a result, on March 31, 2025, the Company recorded AROs of $ 43,079,071
related to the Fola Acquisition, and capitalized an equal amount onto the fair value of the acquired land on that same date. The
Company also assumed two coal royalty contracts and one 25-year solar lease for the development of a large-scale solar project
located on more than 1,500 acres at the Fola Mine.
SCHEDULE OF
BUSINESS ACQUISITION OF FOLA MINE SITA
Estimated asset retirement obligation on 15 acquired permits
$ 29,282,126
Contingent reclamation obligation on 21 permits
13,796,945
Total asset retirement obligation capitalized to land
$ 43,079,071
Fair value of Fola Mine land acquired
8,561,000
Total land value of Fola Mine property
$ 51,640,071
Beginning land value as of December 31, 2024
1,008,897
Land value as of March 31, 2025
$ 52,648,968
The
fair value of the land acquired by the Company in connection with the Fola Acquisition was $ 8,561,000 , and the Company agreed to credit
an outstanding receivable of $ 2,958,516 due from one of the sellers to the Company, as consideration provided in lieu of cash. Because
the fair value of the land acquired exceeded the amount of the accounts receivable credited in connection with the Fola Acquisition,
the Company recognized a bargain purchase gain of $ 5,602,484 during the three months ended March 31, 2025.
SCHEDULE OF BARGAIN
PURCHASE GAIN
Fair value of Fola Mine land acquired
$ 8,561,000
Accounts receivable credited in lieu of cash
( 2,958,516 )
Bargain purchase gain recognized
$ 5,602,484
4.
DISPOSALS AND DISCONTINUED OPERATIONS
On
August 22, 2024, substantially all of the assets of Collins Building were sold to its previous owner in exchange for the cancellation
of all remaining debt owed to him arising from the Company’s acquisition of Collins Building in August 2023. Any projects related
to Collins Building will be completed either by subcontractors or with equipment and resources of Range Environmental. The Company recognized
a net loss on the Collins Building sale of $ 3,043,799 . This sale did not constitute a discontinued operation as the Company has ongoing
activities related to its acquisition of Collins Building, and only certain assets were sold and debts forgiven. As of March 31, 2025,
any remaining active projects related to Collins Building will be completed by the previous owner or his subcontractors at the previous
owner’s expense.
On
September 30, 2024, the Company sold all of its common stock of Graphium Biosciences to a newly-formed entity, Placer Biosciences, Inc.
(“Placer”), owned by two former officers of the Company, in exchange for a warrant to purchase 1,000 shares of Placer’s
common stock (then representing 25 % of the outstanding shares of Placer) at $ 0.01 per share and cash proceeds of $ 100 . The warrant to
purchase shares of Placer’s common stock expires on September 30, 2034.
Loss
from Discontinued Operations
Discontinued
operations for the three and six months ended June 30, 2024 consists of results from Graphium Biosciences operations. The Company
had no discontinued operations for the three and six months ended June 30, 2025. The following table provides details about the
major classes of line items constituting “Loss from discontinued operations” presented on the Company’s
Consolidated Statements of Operations:
SCHEDULE
OF DISCONTINUING OPERATIONS INCOME STATEMENT
3 Months Ended
June 30, 2024
6 Months Ended
June 30, 2024
Operating expenses:
Research and development
$ 157,278
$ 288,918
Total operating expenses
157,278
288,918
Loss from discontinued operations
$ ( 157,278 )
$ ( 288,918 )
5.
EQUITY
Issuance
of Common Stock
On
January 21, 2025, the Company entered into a securities purchase agreement for the issuance and sale of 3,333,333 shares of the Company’s
common stock at a price of $ 0.15 per share. The aggregate proceeds to the Company were approximately $ 500,000 .
On
February 6, 2025, the Company entered into a securities purchase agreement for the issuance and sale of 555,556 shares of the Company’s
common stock at a price of $ 0.18 per share. The aggregate proceeds to the Company were approximately $ 100,000 .
15
6.
STOCK OPTIONS
Stock
options issued during the three months ended June 30, 2025 and the three months ended June 30, 2024
During
the three months ended June 30, 2025, the Company granted options to an officer and two directors to purchase 250,000 shares (each) of
the Company’s common stock with an exercise price of $ 0.148 per share that expire ten years from the date of grant. All options
vested upon grant. The fair value of the option award was estimated on the date of grant using the Black-Scholes-Merton Option Pricing
model based on the following assumptions: (i) volatility rate of 259.90 %, (ii) discount rate of 3.75 %, (iii) zero expected dividend yield,
and (iv) expected life of 10 years, which is the term of the options. The total fair value of the option grants at their grant dates
was approximately $ 37,500 each, for a total of $ 112,500 which was allocated to general and administrative expenses during the three months
ended June 30, 2025. In addition to the expense recorded for the new option awards, there was $ 51,990 recorded for amortized stock-based
awards during the three months ended June 30, 2025.
During
the three months ended June 30, 2024, the Company granted options to an officer to purchase 250,000 shares of the Company’s common
stock with an exercise price of $ 0.38 per share that expire ten years from the date of grant. Options to 125,000 shares vested upon grant
and options to purchase 125,000 vest in one year. The fair value of the option award was estimated on the date of grant using the Black-Scholes-Merton
Option Pricing model based on the following assumptions: (i) volatility rate of 267.24 %, (ii) discount rate of 4.70 %, (iii) zero expected
dividend yield, and (iv) expected life of 10 years, which is the term of the options. The total fair value of the option grants at their
grant dates was approximately $ 95,000 , $ 47,500 of which was allocated to general and administrative expenses during the three months
ended June 30, 2024.
During
the three months ended June 30, 2025, the Company recorded $ 164,490 in stock-based compensation expense. For the three months ended June
30, 2024, the Company recorded $ 51,990 stock-based compensation expense related to vested stock options. At June 30, 2025, there was
no unamortized cost for outstanding stock-based awards.
A
summary of the Company’s stock option activity during the three months ended June 30, 2025 is as follows:
SCHEDULE
OF STOCK OPTION ACTIVITY
Shares
Weighted
Average
Exercise Price
Balance Outstanding at December 31, 2024
11,594,210
$ 0.45
Granted
750,000
0.15
Exchanged
-
-
Exercised
-
-
Expired
( 100,834 )
2.16
Forfeited
-
-
Balance Outstanding at June 30, 2025
12,243,376
$ 0.42
Balance Exercisable at June 30, 2025
12,243,376
$ 0.42
At
June 30, 2025, the 12,243,376 outstanding stock options had $ 67,630 of intrinsic value.
A
summary of the Company’s stock options outstanding and exercisable as of June 30, 2025 is as follows:
SCHEDULE
OF STOCK OPTION OUTSTANDING
Number of Options
Weighted Average Exercise Price
Weighted Average Grant- Date Stock Price
Options Outstanding and Exercisable, June 30, 2025
100,000
$ 0.1337
$ 0.1337
750,000
$ 0.148
$ 0.148
3,050,000
$ 0.18
$ 0.18
1,550,000
$ 0.212
$ 0.212
1,150,000
$ 0.277
$ 0.277
750,000
$ 0.30
$ 0.30
2,000,000
$ 0.35
$ 0.35
250,000
$ 0.38
$ 0.38
1,664,542
$ 0.50
$ 0.50
128,000
$ 0.96
$ 0.96
350,834
$ 1.50 - 1.95
$ 1.50 - 1.95
500,000
$ 2.00 - 2.79
$ 2.00 - 2.79
12,243,376
16
7.
WARRANTS
A
summary of warrants to purchase common stock issued during the six months ended June 30, 2025 is as follows:
SCHEDULE
OF WARRANTS ACTIVITY
Shares
Weighted
Average
Exercise Price
Balance Outstanding and Exercisable at December 31, 2024
3,166,667
$ 0.56
Granted
-
-
Exercised
-
-
Expired
-
-
Balance Outstanding and Exercisable at June 30, 2025
3,166,667
$ 0.56
At
June 30, 2025, the 3,166,667 outstanding stock warrants had no intrinsic value.
8.
LINE OF CREDIT
In
November 2022, the Company secured a bank line of credit with a limit of $ 1,000,000 . In November 2023, the parties amended and restated
this line of credit. The line of credit, as amended, has a maturity date of December 31, 2025 , and bears interest at the fixed rate of
eight and three-quarters percent ( 8.75 %). As of June 30, 2025 and December 31, 2024, the balance due under the line of credit was $ 1,000,000 .
In
June 2023, Range Environmental secured a bank loan with a limit of $ 1,000,000 . In November 2023, the loan amount was increased to $ 1,400,000 .
Principal and accrued interest payments are required in March, June, September and December. The loan has a maturity date of December
31, 2025 , and bears interest at the fixed rate of seven and three-quarters per cent ( 7.75 %). As of June 30, 2025 and December 31, 2024,
the balance due under the loan was $ 800,000 and $ 1,000,000 , respectively.
9.
LONG-TERM DEBT OBLIGATIONS
Long-term
debt consists of debt on equipment, which serves as the collateral. Interest rates on the equipment financings range from 6.2 % to 7.2 %
for 2025 and mature between 2027 through 2029.
As
described in Note 4, in August 2024, the Collins Building debt was cancelled in exchange for the property and substantially all of the
equipment acquired in the original transaction. The Collins Building debt consisted of a five 5 -year
secured promissory note with an original principal amount of $ 2,000,000 ,
bearing interest at 7.0 %
per annum (the “First Promissory Note”), and a two 2 -year
secured promissory note with an original principal amount of $ 2,035,250 ,
bearing interest at 8.25 %
per annum (the “Second Promissory Note”). The First Promissory Note was secured by the acquired real property and quarry
infrastructure and the Second Promissory Note was secured by the acquired equipment. Both of these notes have been cancelled.
In
November 2024, certain equipment items no longer needed by the Company were surrendered to the financing company which held liens on
the equipment, in exchange for a release of debt. The result of this transaction was a reduction of the net equipment values on the
balance sheet and a reduction in long-term debt of $ 1,012,375 .
In June 2025, the financing company asserted deficiency claims in the amount of $ 560,402
which are included in the financial statements as an other expense in the consolidated statement of operations and as an accrued
expense as of June 30, 2025.
A
summary of payments due under the Company’s long-term debt by year is as follows:
SCHEDULE
OF MATURITIES OF LONG TERM DEBT
Equipment
Financing
2025 – due between July 1, 2025 and June 30, 2026
854,246
2026 – due between July 1, 2026 and June 30, 2027
465,582
2027 – due between July 1, 2027 and June 30, 2028
458,135
2028 – due between July 1, 2028 and June 30, 2029
304,314
Total long-term debt
$ 2,082,277
17
10.
MAJOR CUSTOMER AND CONCENTRATION OF CREDIT RISK
Sales
to the Company’s largest customer were 54 %
and 0 % of total sales for the three and six months ended June 30, 2025, respectively. Sales to the Company’s two largest customers constituted 92 %
and 89 %
of total sales for the three and six months ended June 30, 2024, respectively.
Accounts
receivable from the largest customer were 0 %
of total accounts receivable as of June 30, 2025 and December 31, 2024. Accounts receivable as of June 30, 2025 were 46 %
from the second largest customer as of June 30, 2025. Accounts receivable from this customer were 17 % as of December 31, 2024.
11.
COMMITMENTS AND CONTINGENCIES
From
time to time, the Company is involved in legal matters arising in the ordinary course of business. While the Company believes that such
matters are currently not material, there can be no assurance that matters arising in the ordinary course of business for which the Company
is, or could be, involved in litigation, will not have an adverse effect on its business, financial condition or results of operations.
12.
SEGMENT INFORMATION
ASC
280, “Segment Reporting” establishes standards for reporting information about operating segments on a basis consistent with
the Company’s internal organizational structure as well as information about services, categories, business segments and major
customers in financial statements. The Company has two reportable segments that are based on the following business units: (i) Range
Land and (ii) Range Services. The Range Reclaim, Range Security and Range Water operating business segments, which had been previously
reported as separate operating business segments are now captured within the Range Services operating business segment. As described
in Note 4, the Company’s Graphium Biosciences segment was reported as discontinued operations during the third quarter of 2024,
and accordingly, the results of this segment are excluded from the table below, which only reflects continuing operations for all periods
presented. In accordance with the “Segment Reporting” Topic of the ASC, the Company’s chief operating decision-maker
has been identified as the Company’s Chief Executive Officer, who reviews operating results to make decisions about allocating
resources and assessing performance for the entire Company. Existing guidance, which is based on a management approach to segment reporting,
establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products
and services, major customers and the countries in which the entity holds material assets and reports revenue. All material operating
units qualify for aggregation under “Segment Reporting” due to their similar customer base and similarities in economic characteristics,
nature of products and services, and procurement, manufacturing and distribution processes.
The
two reportable segments that result from applying the aggregation criteria are as follows:
●
Range
Land – mine land acquired, reclaimed and repurposed for next generation uses
●
Range
Services – services in support of reclamation and repurposing of acquired mine land
The
Company had no inter-segment sales for the periods presented.
18
Summarized
financial information concerning the Company’s reportable segments is shown as below:
SCHEDULE
OF FINANCIAL INFORMATION OF REPORTABLE SEGMENT
By
Categories
Range Land
Range Services
Corporate
Total
For the three months ended June 30, 2025
Range Land
Range Services
Corporate
Total
Sales
$ 1,106,089
$ 285,393
$ -
$ 1,391,482
Gross profit (loss)
562,056
( 53,734 )
-
508,322
Net income (loss)
543,207
( 908,563 )
( 432,825 )
( 798,181 )
Total assets
56,757,222
1,402,602
57,668
58,217,492
Depreciation
-
40,260
-
40,260
Interest expense
-
65,200
22,118
87,318
Capital expenditures for long-lived assets
$ -
$ -
$ -
$ -
Range Land
Range Services
Corporate
Total
For the three months ended June 30, 2024
Range Land
Range Services
Corporate
Total
Sales
$ -
$ 2,349,738
$ -
$ 2,349,738
Gross profit (loss)
-
( 148,929 )
-
( 148,929 )
Net income (loss)
-
( 769,176 )
( 456,505 )
( 1,225,681 )
Total assets
1,008,940
17,668,095
764,485
19,441,520
Depreciation
-
638,437
-
638,437
Interest expense
-
61,195
104,465
165,660
Tax expense
-
-
56,600
56,600
Capital expenditures for long-lived assets
$ -
$ -
$ -
$ -
Range Land
Range Services
Corporate
Total
For the six months ended June 30, 2025
Range Land
Range Services
Corporate
Total
Sales
$ 1,106,089
$ 981,094
$ -
$ 2,087,183
Gross profit (loss)
539,556
( 27,383 )
-
512,173
Net income (loss)
6,122,626
( 1,130,532 )
( 690,648 )
4,301,446
Total assets
56,757,222
1,402,602
57,668
58,217,492
Depreciation
-
125,043
-
125,043
Interest expense
-
147,734
30,452
178,186
Capital expenditures for long-lived assets
$ -
$ 100,000
$ -
$ 100,000
Range Land
Range Services
Corporate
Total
For the six months ended June 30, 2024
Range Land
Range Services
Corporate
Total
Sales
$ -
$ 6,259,631
$ -
$ 6,259,631
Gross profit (loss)
-
( 130,075 )
-
( 130,075 )
Net income (loss)
-
( 1,511,954 )
( 927,567 )
( 2,439,521 )
Total assets
1,008,940
17,668,095
764,485
19,441,520
Depreciation
-
1,276,872
-
1,276,872
Interest expense
-
154,173
186,745
340,918
Tax expense
-
-
56,600
56,600
Capital expenditures for long-lived assets
$ -
$ -
$ -
$ -
13.
SUBSEQUENT EVENTS
On July 1, 2025, the coal mining lease assumed as part of the Winoc Acquisition became effective.
In
early August 2025, the equipment held for sale was surrendered to the financing company which held liens on the equipment.
19
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.