Financial Statements
−Removed: ROYALE ENERGY, INC.
−Removed: CONDENSED CONSOLIDATED BALANCE SHEETS
+Added: CONSOLIDATED BALANCE SHEETS
+Added: September 30,
Current Assets:
8 unchanged sentences
Oil and Gas Properties (Successful Efforts Basis), Real Property and Equipment and Fixtures, net
−Removed: See notes to unaudited condensed consolidated financial
−Removed: ROYALE ENERGY, INC.
−Removed: CONDENSED CONSOLIDATED BALANCE SHEETS
+Added: notes to unaudited condensed consolidated financial statements.
+Added: CONSOLIDATED BALANCE SHEETS
+Added: September 30,
LIABILITIES AND STOCKHOLDERS’ DEFICIT
1 unchanged sentence
Accounts Payable and Accrued Expenses
−Removed: Notes Payable - Current
Royalties Payable
12 unchanged sentences
Stockholders’ Deficit:
−Removed: Common Stock, $ 0.001 Par Value, 280,000,000 Shares Authorized 96,600,302 and 96,600,302 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively
+Added: Common Stock, $ 0.001 Par Value, 280,000,000 Shares Authorized 96,600,302 and 96,600,302 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively
Additional Paid in Capital
6 unchanged sentences
Total Liabilities, and Stockholders’ Deficit
−Removed: See notes to unaudited condensed consolidated financial
−Removed: ROYALE ENERGY, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
+Added: notes to unaudited condensed consolidated financial statements.
+Added: CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
For the three months ended
−Removed: For the six months ended
+Added: For the nine months ended
Oil, NGL and Gas Sales
−Removed: Supervisory Fees and Other
+Added: Other Operating Revenue
Total Revenues
2 unchanged sentences
Depreciation, Depletion and Amortization
+Added: Settlement of Asset Retirement Obligations
Legal and Accounting
4 unchanged sentences
Loss From Operations
+Added: ( 1,087,889 )
+Added: ( 1,408,768 )
+Added: ( 1,889,032 )
Other Income (Expense):
+Added: Interest Income
Interest Expense
−Removed: Gain on Settlement of Accounts Payable
−Removed: Gain on Settlement of Asset Retirement Obligations
+Added: ( 1,184,291 )
+Added: ( 1,651,014 )
+Added: ( 2,065,017 )
Preferred Stock Dividend
Net Loss available to common stock
+Added: $ ( 550,293 )
+Added: $ ( 1,405,701 )
+Added: $ ( 1,651,014 )
+Added: $ ( 2,718,747 )
Shares used in computing Basic and Diluted Net Loss per share
Basic and Diluted Net Loss Per Share
−Removed: See notes to unaudited condensed consolidated financial
−Removed: ROYALE ENERGY, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: FOR THE SIX MONTHS ENDED JUNE 30, 2025 AND 2024
−Removed: For the Six Months Ended
+Added: notes to unaudited condensed consolidated financial statements.
+Added: CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
+Added: THE NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
+Added: For the Nine Months Ended
CASH FLOWS FROM OPERATING ACTIVITIES
1 unchanged sentence
$ ( 2,065,017 )
−Removed: Adjustments to Reoconcile Net Loss to Net Cash Used in Operating Activities:
+Added: Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Depreciation, Depletion and Amortization
1 unchanged sentence
Credit Loss Expense
−Removed: Gain on Settlement of Accounts Payable
−Removed: Gain on Settlement of Asset Retirement Obligation
+Added: Settlement of Asset Retirement Obligation
+Added: Cash Settlement on Asset Retirement Obligation
Stock-Based Compensation
−Removed: Accretion of Debt Restructure Notes Payable
+Added: Accretion of Discount on Notes Payable
Right of Use Asset Depreciation
7 unchanged sentences
( 2,675,708 )
+Added: ( 1,381,384 )
CASH FLOWS FROM INVESTING ACTIVITIES
1 unchanged sentence
( 1,969,006 )
+Added: ( 4,706,411 )
Proceeds from Turnkey Drilling Programs
−Removed: Net Cash Provided by (Used in) Investing Activities
+Added: Net Cash Provided by Investing Activities
CASH FLOWS FROM FINANCING ACTIVITIES
1 unchanged sentence
Lease Financing Payments
−Removed: Net Cash Provided by (Used in) Financing Activities
−Removed: Net Increase (Decrease) in Cash and Cash Equivalents, and Restricted Cash
+Added: Net Cash Provided by Financing Activities
+Added: Net Increase (Decrease) in Cash, Cash Equivalents, and Restricted Cash
+Added: ( 1,628,284 )
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period
3 unchanged sentences
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING & FINANCING TRANSACTIONS:
−Removed: Accounts Payable for Oil and Gas Properties
−Removed: Increase (Decrease) in Capital Accrued Balance
−Removed: SUPPLEMENTAL DISCLOSURES OF NON CASH INVESTING & FINANCING ACTIVITIES:
−Removed: Series B Paid-In-Kind Dividends
−Removed: See notes to unaudited condensed consolidated
−Removed: financial statements.
−Removed: ROYALE ENERGY, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
−Removed: FOR THE THREE AND SIX MONTHS ENDED JUNE 30,
−Removed: 2025 AND 2024
+Added: Change in Capital Accrued Balance
+Added: notes to unaudited condensed consolidated financial statements.
+Added: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
+Added: THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
Comprehensive
1 unchanged sentence
December 31, 2023 Balance
+Added: $ ( 90,323,289 )
+Added: $ ( 35,633,489 )
Stock Issued in lieu of Compensation
Preferred Series B 3.5 % Dividend
−Removed: June 30, 2024 Balance
+Added: ( 2,065,017 )
+Added: ( 2,065,017 )
+Added: September 30, 2024 Balance
+Added: $ ( 93,042,036 )
+Added: $ ( 38,316,237 )
December 31, 2024 Balance
3 unchanged sentences
( 1,651,014 )
−Removed: June 30, 2025 Balance
+Added: September 30, 2025 Balance
$ ( 95,155,483 )
2 unchanged sentences
Stockholders’
−Removed: March 31, 2024 Balance
+Added: June 30, 2024 Balance
$ ( 91,636,335 )
1 unchanged sentence
Preferred Series B 3.5 % Dividend
−Removed: June 30, 2024 Balance
( 1,184,291 )
( 1,184,291 )
−Removed: March 31, 2025 Balance
+Added: September 30, 2024 Balance
$ ( 93,042,036 )
3 unchanged sentences
$ ( 13,430,036 )
−Removed: See notes to unaudited condensed consolidated financial
−Removed: ROYALE ENERGY, INC.
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL
−Removed: NOTE 1 – BASIS OF PRESENTATION
+Added: September 30, 2025 Balance
+Added: $ ( 95,155,483 )
+Added: $ ( 13,980,329 )
+Added: notes to unaudited condensed consolidated financial statements.
+Added: TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: 1 – BASIS OF PRESENTATION
Consolidation
−Removed: In the opinion of management, the accompanying unaudited condensed consolidated
−Removed: financial statements include all adjustments necessary to present fairly the Company’s financial position and the results of its
−Removed: operations and cash flows for the periods presented.
−Removed: The accompanying unaudited consolidated financial statements, which include
−Removed: the accounts of Royale Energy, Inc.
−Removed: (sometimes referred to as the “Company” “we,” “our,” “us,”
−Removed: “Royale Energy,” or “Royale”), Royale Energy Funds, Inc.
−Removed: (“REF”), and Matrix Oil Management Corporation
−Removed: and its subsidiaries, have been prepared in accordance with U.S.
−Removed: Generally Accepted Accounting Principles (“GAAP”) for interim
−Removed: consolidated financial information pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”)
−Removed: under Article 10 of Regulation S-X and the instructions to Form 10-Q.
−Removed: Accordingly, certain information and footnote disclosures normally
−Removed: included in our audited financial statements have been condensed or omitted pursuant to the SEC’s rules and regulations.
−Removed: intercompany transactions have been eliminated in the consolidation.
−Removed: In our opinion, all adjustments considered necessary for a fair presentation
−Removed: have been included.
−Removed: The consolidated balance sheet as of December 31, 2024 was derived from
−Removed: the audited financial statements at that date.
−Removed: The accompanying consolidated financial statements should be read in conjunction with the
−Removed: consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31,
−Removed: Operating results for the three and six months ended June 30, 2025 are not necessarily indicative of the results that may be expected
−Removed: for the fiscal year ending December 31, 2025, or for any other period.
−Removed: Liquidity and Going Concern
−Removed: The primary sources of liquidity have historically been issuances of common
−Removed: stock, oil and gas sales through ongoing operations and the sale of oil and gas properties.
−Removed: There are factors that give rise to substantial
−Removed: doubt about our ability to meet liquidity demands, and we anticipate that our primary sources of liquidity will be from the issuance of
−Removed: debt and/or equity, the sale of oil and natural gas property participation interests through our normal course of business and the sale
−Removed: of non-strategic assets.
−Removed: At June 30, 2025, our consolidated financial statements reflect a working
−Removed: capital deficiency of $ 12,030,955 , and an accumulated deficit of $ 94,605,190 .
−Removed: We had a net loss of $ 1,100,721 for the six months ended
−Removed: June 30, 2025.
−Removed: These factors indicate that there is substantial doubt about our ability to continue as a going concern.
−Removed: The accompanying
−Removed: consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.
−Removed: Management’s plans to alleviate the going concern by continuing
−Removed: to seek to implement cost control measures that include, among other things, reduction of overhead costs, selling non-strategic
+Added: the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments necessary to
+Added: present fairly the Company’s financial position and the results of its operations and cash flows for the periods presented.
+Added: accompanying unaudited consolidated financial statements, which include the accounts of Royale Energy, Inc.
+Added: (sometimes referred to as
+Added: the “Company” “we,” “our,” “us,” “Royale Energy,” or “Royale”),
+Added: Royale Energy Funds, Inc.
+Added: (“REF”), and Matrix Oil Management Corporation and its subsidiaries, have been prepared in accordance
+Added: Generally Accepted Accounting Principles (“GAAP”) for interim consolidated financial information pursuant to the
+Added: rules and regulations of the Securities and Exchange Commission (“SEC”) under Article 10 of Regulation S-X and the instructions
+Added: to Form 10-Q.
+Added: Accordingly, certain information and footnote disclosures normally included in our audited financial statements have been
+Added: condensed or omitted pursuant to the SEC’s rules and regulations.
+Added: Significant intercompany transactions have been eliminated in
+Added: the consolidation.
+Added: In our opinion, all adjustments considered necessary for a fair presentation have been included.
+Added: consolidated balance sheet as of December 31, 2024 was derived from the audited financial statements at that date.
+Added: The accompanying consolidated
+Added: financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual
+Added: Report on Form 10-K for the fiscal year ended December 31, 2024.
+Added: Operating results for the three and nine months ended September 30,
+Added: 2025 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2025, or for any other
+Added: and Going Concern
+Added: primary sources of liquidity have historically been issuances of common stock, oil and gas sales through ongoing operations and the sale
+Added: of oil and gas properties.
+Added: There are factors that give rise to substantial doubt about our ability to meet liquidity demands, and we
+Added: anticipate that our primary sources of liquidity will be from the issuance of debt and/or equity, the sale of oil and natural gas property
+Added: participation interests through our normal course of business and the sale of non-strategic assets.
+Added: At September 30, 2025, our condensed consolidated financial statements
+Added: reflect a working capital deficiency of $ 12,226,414 , and an accumulated deficit of $ 95,155,483 .
+Added: We had a net loss of $ 1,651,014 for the
+Added: nine months ended September 30, 2025.
+Added: These factors indicate that there is substantial doubt about our ability to continue as a going
+Added: The accompanying condensed consolidated financial statements do not include any adjustments that might be necessary if we are
+Added: unable to continue as a going concern.
+Added: Management’s plans to alleviate the going concern uncertainty
+Added: by continuing to seek to implement cost control measures that include, among other things, reduction of overhead costs, selling non-strategic
assets, and, if possible, obtaining additional equity and debt financing.
−Removed: There is no assurance that additional financing will be
−Removed: available when needed or that we will be able to obtain any financing on terms acceptable to us and whether we will become
−Removed: profitable and generate positive operating cash flow.
−Removed: If we are unable to raise sufficient additional capital, we will have to
−Removed: develop and implement a plan to further extend payables, attempt to extend note repayments, and reduce overhead until sufficient
−Removed: additional capital is raised to support further operations.
+Added: There is no assurance that additional financing will be available
+Added: when needed or that we will be able to obtain any financing on terms acceptable to us and whether we will become profitable and generate
+Added: positive operating cash flow.
+Added: If we are unable to raise sufficient additional capital, we will have to develop and implement a plan to
+Added: further extend payables, attempt to extend note repayments, and reduce overhead until sufficient additional capital is raised to support
+Added: further operations.
There can be no assurance that any such plan will be successful.
−Removed: Use of Estimates
−Removed: The accompanying financial statements have been prepared in conformity
−Removed: GAAP and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure
−Removed: of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during
−Removed: the reporting period.
+Added: accompanying financial statements have been prepared in conformity GAAP and requires management to make estimates and assumptions that
+Added: affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial
+Added: statements and the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
−Removed: Material estimates that are particularly susceptible to significant change
−Removed: relate to the estimate of Company oil and gas reserves prepared by an independent engineering consultant.
−Removed: Such estimates are subject to
−Removed: numerous uncertainties inherent in the estimation of quantities of proven reserves.
−Removed: Estimated reserves are used in the calculation of
−Removed: depletion, depreciation and amortization, unevaluated property costs, impairment of oil and natural gas properties, estimated future net
−Removed: cash flows, taxes, and contingencies.
−Removed: Revenue Recognition
−Removed: A significant portion of our revenues are derived from the sale of crude
−Removed: oil, condensate, natural gas liquids (“NGLs”) and natural gas under spot and term agreements with our customers as follows:
+Added: estimates that are particularly susceptible to significant change relate to the estimate of Company oil and gas reserves prepared by
+Added: an independent engineering consultant.
+Added: Such estimates are subject to numerous uncertainties inherent in the estimation of quantities
+Added: of proven reserves.
+Added: Estimated reserves are used in the calculation of depletion, depreciation and amortization, unevaluated property
+Added: costs, impairment of oil and natural gas properties, estimated future net cash flows, taxes, and contingencies.
+Added: significant portion of our revenues are derived from the sale of crude oil, condensate, natural gas liquids (“NGLs”) and
+Added: natural gas under spot and term agreements with our customers as follows:
For the three months
−Removed: ended June 30,
−Removed: For the six months
−Removed: ended June 30,
+Added: ended September 30,
+Added: For the nine months
+Added: ended September 30,
Oil & Condensate Sales
Natural Gas Sales
−Removed: The pricing in our hydrocarbon sales agreements are variable, determined
−Removed: using various published benchmarks which are adjusted for negotiated quality and location differentials.
−Removed: As a result, revenue collected
−Removed: under our agreements with customers is highly dependent on the market conditions and may fluctuate considerably as the hydrocarbon market
−Removed: prices rise or fall.
−Removed: Typically, our customers pay us monthly, within a short period of time after we deliver the hydrocarbon products.
+Added: pricing in our hydrocarbon sales agreements are variable, determined using various published benchmarks which are adjusted for negotiated
+Added: quality and location differentials.
+Added: As a result, revenue collected under our agreements with customers is highly dependent on the market
+Added: conditions and may fluctuate considerably as the hydrocarbon market prices rise or fall.
+Added: Typically, our customers pay us monthly, within
+Added: a short period of time after we deliver the hydrocarbon products.
As such, we do not have any financing element associated with our contracts.
−Removed: We do not have any issues related to returns or refunds,
−Removed: as product specifications are standardized for the industry and are typically measured when transferred to a common carrier or midstream
−Removed: entity, and other contractual mechanisms (e.g., price adjustments) are used when products do not meet those specifications.
−Removed: In limited cases, we may also collect advance payments from customers as
−Removed: stipulated in our agreements;
−Removed: payments in excess of recognized revenue are recorded as contract liabilities on our consolidated balance
−Removed: Under our hydrocarbon sales agreements, the entire consideration amount
−Removed: is variable either due to pricing and/or volumes.
−Removed: We recognize revenues in the amount of variable consideration allocated to distinct
−Removed: units of hydrocarbons transferred to a customer.
−Removed: Such allocation reflects the amount of total consideration we expect to collect for completed
−Removed: deliveries of hydrocarbons, and the terms of variable payment relate specifically to our efforts to satisfy the performance obligations
−Removed: under these contracts.
−Removed: Our performance obligations under our hydrocarbon sales agreements are to deliver either the entire production
−Removed: from the dedicated wells or specified contractual volumes of hydrocarbons.
−Removed: We often serve as the operator for jointly owned oil and gas properties.
−Removed: As part of this role, we perform activities to explore, develop and produce oil and gas properties in accordance with the joint operating
−Removed: arrangement and collective decisions of the joint parties.
−Removed: Other working interest owners reimburse us for costs incurred based on our
−Removed: We determined that these activities are not performed as part of customer relationships, and such reimbursements are recorded
−Removed: as cost reimbursements.
−Removed: We commonly market the share of production belonging to other working interest
−Removed: owners as the operator of jointly owned oil and gas properties.
−Removed: Those marketing activities are carried out as part of the collaborative
−Removed: arrangement, and we do not purchase or otherwise obtain control of other working interest owners’ share of production.
−Removed: we act as a principal only with respect to the sale of our share of production and recognize revenue for the volumes associated with our
−Removed: net production.
−Removed: We frequently sell a portion of the working interest in each well we drill,
−Removed: or participate in, to third-party investors and retain a portion of the prospect for our own account.
−Removed: We typically guarantee a cost to
−Removed: drill to the third-party drilling participants and record a loss or gain on the difference between the guaranteed price and the actual
−Removed: cost to drill the well.
−Removed: When monies are received from third parties for future drilling obligations, we record the liability as Turnkey
−Removed: Drilling Obligations.
−Removed: Once the contracted depth for the drilling of the well is reached and a determination as to the commercial viability
−Removed: of the well, the difference in the actual cost to drill and the guaranteed cost is recorded as income or expense depending on whether
−Removed: there was a gain or loss.
−Removed: Crude oil and condensate
−Removed: For the crude oil sales agreements, we satisfy our performance obligations
−Removed: and recognize revenue once customers take control of the crude at the designated delivery points, which include pipelines, trucks, or
−Removed: Natural gas and NGLs
−Removed: When selling natural gas and NGLs, we engage midstream entities to process
−Removed: our production stream by separating natural gas from the NGLs.
−Removed: Frequently, these midstream entities also purchase our natural gas and
−Removed: NGLs under the same agreements.
−Removed: In these situations, we determined the performance obligation is complete and satisfied at the tailgate
−Removed: of the processing plant when the natural gas and NGLs become identifiable and measurable products.
−Removed: We determined the plant tailgate is
−Removed: the point in time where control is transferred to midstream entities and they are entitled to significant risks and rewards of ownership
−Removed: of the natural gas and NGLs.
−Removed: The amounts due to midstream entities for gathering and processing services
−Removed: are recognized as shipping and handling cost and included as lease operating expense in our condensed consolidated statement of operations,
−Removed: since we make those payments in exchange for distinct services except for natural gas sold to Pacific Gas & Electric where transportation
−Removed: is netted directly against revenue.
−Removed: Under some of our natural gas processing agreements, we have an option to take the processed natural
−Removed: gas and NGLs in-kind and sell to customers other than the processing company.
−Removed: In those circumstances, our performance obligations are
−Removed: complete after delivering the processed hydrocarbons to the customer at the designated delivery points, which may be the tailgate of the
−Removed: processing plant, or an alternative delivery point requested by the customer.
−Removed: Restricted Cash
−Removed: We sponsor turnkey drilling arrangements in proved and unproved oil and
−Removed: gas properties.
+Added: We do not have any issues related to returns or refunds, as product specifications are standardized for the industry and are typically
+Added: measured when transferred to a common carrier or midstream entity, and other contractual mechanisms (e.g., price adjustments) are used
+Added: when products do not meet those specifications.
+Added: our hydrocarbon sales agreements, the entire consideration amount is variable either due to pricing and/or volumes.
+Added: We recognize revenues
+Added: in the amount of variable consideration allocated to distinct units of hydrocarbons transferred to a customer.
+Added: Such allocation reflects
+Added: the amount of total consideration we expect to collect for completed deliveries of hydrocarbons, and the terms of variable payment relate
+Added: specifically to our efforts to satisfy the performance obligations under these contracts.
+Added: Our performance obligations under our hydrocarbon
+Added: sales agreements are to deliver either the entire production from the dedicated wells or specified contractual volumes of hydrocarbons.
+Added: often serve as the operator for jointly owned oil and gas properties.
+Added: As part of this role, we perform activities to explore, develop
+Added: and produce oil and gas properties in accordance with the joint operating arrangement and collective decisions of the joint parties.
+Added: Other working interest owners reimburse us for costs incurred based on our agreements.
+Added: We determined that these activities are not performed
+Added: as part of customer relationships, and such reimbursements are recorded as cost reimbursements.
+Added: commonly market the share of production belonging to other working interest owners as the operator of jointly owned oil and gas properties.
+Added: Those marketing activities are carried out as part of the collaborative arrangement, and we do not purchase or otherwise obtain control
+Added: of other working interest owners’ share of production.
+Added: Therefore, we act as a principal only with respect to the sale of our share
+Added: of production and recognize revenue for the volumes associated with our net production.
+Added: frequently sell a portion of the working interest in each well we drill, or participate in, to third-party investors and retain a portion
+Added: of the prospect for our own account.
+Added: We typically guarantee a cost to drill to the third-party drilling participants and record a loss
+Added: or gain on the difference between the guaranteed price and the actual cost to drill the well.
+Added: When monies are received from third parties
+Added: for future drilling obligations, we record the liability as Deferred Drilling Obligations.
+Added: Once the contracted depth for the drilling
+Added: of the well is reached and a determination as to the commercial viability of the well, the difference in the actual cost to drill and
+Added: the guaranteed cost is recorded as income or expense depending on whether there was a gain or loss.
+Added: oil and condensate
+Added: the crude oil sales agreements, we satisfy our performance obligations and recognize revenue once customers take control of the crude
+Added: at the designated delivery points, which include pipelines, trucks, or vessels.
+Added: selling natural gas and NGLs, we engage midstream entities to process our production stream by separating natural gas from the NGLs.
+Added: Frequently, these midstream entities also purchase our natural gas and NGLs under the same agreements.
+Added: In these situations, we determined
+Added: the performance obligation is complete and satisfied at the tailgate of the processing plant when the natural gas and NGLs become identifiable
+Added: and measurable products.
+Added: We determined the plant tailgate is the point in time where control is transferred to midstream entities and
+Added: they are entitled to significant risks and rewards of ownership of the natural gas and NGLs.
+Added: amounts due to midstream entities for gathering and processing services are recognized as shipping and handling cost and included as
+Added: lease operating expense in our condensed consolidated statement of operations, since we make those payments in exchange for distinct
+Added: services except for natural gas sold to Pacific Gas & Electric where transportation is netted directly against revenue.
+Added: of our natural gas processing agreements, we have an option to take the processed natural gas and NGLs in-kind and sell to customers
+Added: other than the processing company.
+Added: In those circumstances, our performance obligations are complete after delivering the processed hydrocarbons
+Added: to the customer at the designated delivery points, which may be the tailgate of the processing plant, or an alternative delivery point
+Added: requested by the customer.
+Added: We sponsor turnkey drilling arrangements in proved and unproved oil
+Added: and gas properties.
The contracts require that participants pay us the full contract price upon execution of the drilling agreement.
8 unchanged sentences
We classify these funds prior to commencement
−Removed: of drilling as restricted cash based on guidance codified as under the Financial Accounting Standards Board (“FASB”) Accounting
−Removed: Standards Codification (“ASC”) 230-10-50-8.
+Added: of drilling as restricted cash.
In the event that progress payments are made from these funds;
−Removed: they are recorded
−Removed: as Prepaid Expenses and Other Current Assets.
−Removed: The following table provides a reconciliation of cash, cash equivalents,
−Removed: and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the statement
−Removed: of cash flows.
+Added: they are recorded as Prepaid Expenses and
+Added: Other Current Assets.
+Added: following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance
+Added: sheets that sum to the total of the same amounts shown in the statement of cash flows.
+Added: September 30,
Cash and Cash Equivalents
1 unchanged sentence
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows
−Removed: Equity Method Investments
−Removed: Investments in entities over which we have significant influence, but not
−Removed: control, are accounted for using the equity method of accounting.
−Removed: Income from equity method investments represents our proportionate share
−Removed: of net income generated by the equity method investees and is reflected in revenue and other income in our condensed consolidated statements
−Removed: of operations.
−Removed: Equity method investments are included as noncurrent assets on the condensed consolidated balance sheets.
−Removed: Equity method investments are assessed for impairment whenever changes
−Removed: in the facts and circumstances indicate a loss in value may have occurred as called for under ASC 323, Investments—Equity Method
−Removed: and Joint Ventures.
−Removed: When a loss is deemed to have occurred and is other than temporary, the carrying value of the equity method investment
−Removed: is written down to fair value, and the amount of the write-down is included in the condensed consolidated statement of operations.
−Removed: Other Receivables, net
−Removed: Our other receivables consist of receivables from direct working interest
−Removed: investors and industry partners.
−Removed: We account for expected credit losses on receivables using the Current Expected Credit Loss methodology.
−Removed: Under this standard, an allowance for expected credit losses is established and adjusted based on historical loss experience, current
−Removed: conditions, and reasonable and supportable forecasts of future economic conditions.
−Removed: The allowance account is increased or decreased in
−Removed: response to changes in these factors, reflecting our best estimate of credit losses over the remaining life of the receivables.
−Removed: All amounts considered uncollectible are charged against the allowance
−Removed: account and recoveries of previously charged off accounts are added to the allowance.
−Removed: At June 30, 2025 and December 31, 2024, we established
−Removed: an allowance for expected credit losses of $ 2,179,089 and $ 2,194,552 , respectively, for receivables from direct working interest investors
−Removed: whose expenses on non-producing wells were unlikely to be collected from revenue.
−Removed: Dividends on Series B Convertible Preferred Stock
−Removed: On October 11, 2024, we completed a significant equity restructuring transaction,
−Removed: eliminating our Series B, 3.5 % Convertible Preferred Stock (“Preferred Stock”).
−Removed: The Preferred Stock had an obligation to pay a 3.5 % cumulative
−Removed: dividend, in kind or cash, on a quarterly basis.
−Removed: The Board of Directors authorized the issuance of the Preferred Stock, for the
−Removed: settlement of dividends accumulated through December 31, 2023.
−Removed: We accrued $ 653,730 for dividends related to the Preferred Stock for
−Removed: the first three quarters of 2024.
−Removed: Each quarter, we charged retained earnings for the accumulating dividend as the amounts add to the
−Removed: liquidation preference of the Preferred Stock.
+Added: Method Investments
+Added: in entities over which we have significant influence, but not control, are accounted for using the equity method of accounting.
+Added: from equity method investments represents our proportionate share of net income generated by the equity method investees and is reflected
+Added: in other income in our condensed consolidated statements of operations.
+Added: Equity method investments are included as noncurrent
+Added: assets on the condensed consolidated balance sheets.
+Added: method investments are assessed for impairment whenever changes in the facts and circumstances indicate a loss in value may have occurred
+Added: as called for under ASC 323, Investments—Equity Method and Joint Ventures.
+Added: When a loss is deemed to have occurred and is other
+Added: than temporary, the carrying value of the equity method investment is written down to fair value, and the amount of the write-down is
+Added: included in the condensed consolidated statement of operations.
+Added: Receivables, net
+Added: other receivables consist of receivables from direct working interest investors and industry partners.
+Added: We account for expected credit
+Added: losses on receivables using the Current Expected Credit Loss methodology.
+Added: Under this standard, an allowance for expected credit losses
+Added: is established and adjusted based on historical loss experience, current conditions, and reasonable and supportable forecasts of future
+Added: economic conditions.
+Added: The allowance account is increased or decreased in response to changes in these factors, reflecting our best estimate
+Added: of credit losses over the remaining life of the receivables.
+Added: amounts considered uncollectible are charged against the allowance account and recoveries of previously charged off accounts are added
+Added: to the allowance.
+Added: At September 30, 2025 and December 31, 2024, we established an allowance for expected credit losses of $ 2,277,186 and
+Added: $ 2,194,552 , respectively, for receivables from direct working interest investors whose expenses on non-producing wells were unlikely
+Added: to be collected.
+Added: on Series B Convertible Preferred Stock
+Added: October 11, 2024, we completed a significant equity restructuring transaction, eliminating our Series B, 3.5 % Convertible Preferred Stock
+Added: (“Preferred Stock”).
+Added: Preferred Stock had an obligation to pay a 3.5 % cumulative dividend, in kind or cash, on a quarterly basis.
+Added: The Board of Directors authorized
+Added: the issuance of the Preferred Stock, for the settlement of dividends accumulated through December 31, 2023.
+Added: We accrued $ 653,730 for dividends
+Added: related to the Preferred Stock for the first three quarters of 2024.
+Added: Each quarter, we charged retained earnings for the accumulating
+Added: dividend as the amounts add to the liquidation preference of the Preferred Stock.
+Added: Reclassification
+Added: During the current quarter, the Company identified a prior quarter reclassification
+Added: error and missing segment disclosure.
+Added: Management determined the errors were not material to prior quarters;
+Added: therefore, prior quarter financial
+Added: statements have not been restated.
+Added: The correction was recorded in the current quarter as an out-of-period adjustment, resulting in a reclassification
+Added: of $ 390,000 from non-operating income (expense) to operating expenses and inclusion of the required segment information.
+Added: These adjustments
+Added: had no impact on net loss or total equity.
Issued, Not Yet Adopted
11 unchanged sentences
The Company is evaluating
−Removed: the impacts of this standard on our tax disclosures and is not planning to early adopt.
+Added: the impacts of this standard on our disclosures and is not planning to early adopt.
December 2023, FASB issued Accounting Standards Update (ASU) No.
8 unchanged sentences
and gas properties, equipment and fixtures consist of:
+Added: September 30,
Producing properties, including drilling costs
58 unchanged sentences
Cash flows used
−Removed: in impairment evaluations are developed using annually updated evaluation assumptions for crude oil commodity prices.
−Removed: Annual volumes
−Removed: are based on field production profiles, which are also updated annually.
+Added: in impairment evaluations are developed using quarterly updated evaluation assumptions for crude oil commodity prices.
+Added: Quarterly volumes
+Added: are based on field production profiles, which are also updated quarterly.
Prices for natural gas and other products are based on assumptions
−Removed: developed annually for evaluation purposes.
+Added: developed quarterly for evaluation purposes.
analyses are generally based on proved reserves.
2 unchanged sentences
Impairments are measured by the amount the carrying value exceeds fair value.
−Removed: During the six months ended June 30,
+Added: During the nine months ended September
30, 2025 and 2024, we incurred an impairment loss of $ 27,250 and $ 400,554 , respectively.
36 unchanged sentences
rig availability and/or contractual obligations.
−Removed: At June 30, 2025 and December 31, 2024, we had Deferred Drilling Obligations of $ 13,282,996
+Added: At September 30, 2025 and December 31, 2024, we had Deferred Drilling Obligations of
$ 13,982,996 and $ 11,457,996 , respectively.
5 unchanged sentences
3 – SERIES B PREFERRED STOCK
−Removed: Pursuant to the terms of the merger completed in 2018, all Class A limited
−Removed: partnership interests of Matrix Investments, LP (“Matrix Investments”) were exchanged for our common stock using conversion
−Removed: ratios according to the relative value of the Class A limited partnership interests, and $20,124,000 of Matrix Investments preferred limited
−Removed: partnership interests were converted into 2,012,400 shares of our Series B Convertible Preferred Stock (“Preferred Stock”).
−Removed: The Preferred Stock was convertible at the option of the security holder at the rate of ten shares of common stock for one share of Preferred
−Removed: For 2024, the board authorized the payment of each quarterly dividend of
−Removed: Preferred shares, as Paid-In-Kind shares (“PIK”) to be paid immediately following the end of the quarter.
−Removed: During 2024 no cash
−Removed: was used to pay dividends on share of Preferred Stock.
−Removed: On October 11, 2024, we completed a significant equity restructuring transaction,
−Removed: eliminating our Preferred Stock.
+Added: to the terms of the merger completed in 2018, all Class A limited partnership interests of Matrix Investments, LP (“Matrix Investments”)
+Added: were exchanged for our common stock using conversion ratios according to the relative value of the Class A limited partnership interests,
+Added: and $20,124,000 of Matrix Investments preferred limited partnership interests were converted into 2,012,400 shares of our Series B Convertible
+Added: Preferred Stock (“Preferred Stock”).
+Added: The Preferred Stock was convertible at the option of the security holder at the rate
+Added: of ten shares of common stock for one share of Preferred Stock.
+Added: 2024, the board authorized the payment of each quarterly dividend of Preferred shares, as Paid-In-Kind shares (“PIK”) to
+Added: be paid immediately following the end of the quarter.
+Added: During 2024 no cash was used to pay dividends on share of Preferred Stock.
+Added: October 11, 2024, we completed a significant equity restructuring transaction, eliminating our Preferred Stock.
4 – LOSS PER SHARE
and diluted loss per share are calculated as follows:
−Removed: Three Months Ended June 30,
+Added: Three Months Ended September 30,
$ ( 550,293 )
$ ( 1,184,291 )
+Added: ( 1,184,291 )
Preferred Stock Dividend
Net Loss Attributable to Common Shareholders
+Added: ( 1,405,701 )
+Added: ( 1,405,701 )
Weighted average common shares outstanding
−Removed: Effect of dilutive securities
Weighted average common shares, including Dilutive effect
−Removed: Six Months Ended June 30,
+Added: Nine Months Ended September 30,
$ ( 1,651,014 )
1 unchanged sentence
$ ( 2,065,017 )
+Added: ( 2,065,017 )
Preferred Stock Dividend
5 unchanged sentences
Weighted average common shares outstanding
−Removed: Effect of dilutive securities
Weighted average common shares, including Dilutive effect
−Removed: the six and three months ended June 30, 2025 and 2024, we had dilutive securities of 0 and 24,664,550 , respectively.
−Removed: During the six and
−Removed: three month periods in 2024 and 2025, these securities were not included in the dilutive loss per share, due to their antidilutive nature.
+Added: the nine and three months ended September 30, 2025 and 2024, we had dilutive securities of 0 and 24,664,550 , respectively.
+Added: nine and three month periods in 2025 and 2024, these securities were not included in the dilutive loss per share, due to their antidilutive
5 – INCOME TAXES
−Removed: tax assets and liabilities reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities
−Removed: for financial reporting purposes and amounts used for income tax purposes.
−Removed: Deferred tax assets are reduced by a valuation allowance when,
−Removed: in the opinion of management, it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized.
−Removed: tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.
−Removed: At the end of 2015,
−Removed: management reviewed the reliability of our net deferred tax assets, and due to our continued cumulative losses in recent years, we concluded
−Removed: it is not “more-likely-than-not” our deferred tax assets will be realized.
−Removed: As a result, we will continue to record a full
−Removed: valuation allowance against the deferred tax assets in 2025.
+Added: Deferred tax assets and liabilities reflect the net tax effect of temporary
+Added: differences between the carrying amount of assets and liabilities for financial reporting purposes and amounts used for income tax purposes.
+Added: Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more-likely-than-not that some portion
+Added: or all of the deferred tax assets will not be realized.
+Added: Deferred tax assets and liabilities are adjusted for the effects of changes in
+Added: tax laws and rates on the date of enactment.
+Added: Management has reviewed the realizability of our net deferred tax assets, and due to our
+Added: continued cumulative losses in recent years, we concluded it is “more-likely-than-not” our deferred tax assets will not be
+Added: As a result, we will continue to record a full valuation allowance against the deferred tax assets in 2025.
6 – ISSUANCE OF COMMON STOCK
−Removed: the six months ended June 30, 2025, no common stock was issued in lieu of cash payments for salaries and board fees.
−Removed: During the six months
−Removed: ended June 30, 2024, in lieu of cash payments for board fees, we issued 1,299,641 shares of common stock valued at approximately $ 36,000
+Added: the nine months ended September 30, 2025, no common stock was issued in lieu of cash payments for salaries and board fees.
+Added: nine months ended September 30, 2024, in lieu of cash payments for board fees, we issued 1,299,641 shares of common stock valued at approximately
$ 36,000 to board members.
6 unchanged sentences
Write-offs charged against the allowance
−Removed: Balance at June 30, 2024
+Added: Balance at September 30, 2024
Balance at December 31, 2024
1 unchanged sentence
Write-offs charged against the allowance
−Removed: Balance at June 30, 2025
+Added: Balance at September 30, 2025
8 – RELATED PARTY NOTES PAYABLE
−Removed: February 7, 2024 the board of directors of the Company approved a debt facility of up to $ 3 million.
−Removed: On February 9, 2024, the
−Removed: Company entered into a Secured Term Loan Note with Walou Investments, LP, a Texas limited partnership, which is under the control of
−Removed: Johnny Jordan, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors.
−Removed: In addition, Mr.
−Removed: Jordan is the beneficial owner of 29.2 % of the Company’s issued and outstanding common stock.
−Removed: The initial loan to the Company
−Removed: was $ 1,400,000 which was received on February 9, 2024.
−Removed: The outstanding principal balance of the loan has an interest rate of 18.0 %.
−Removed: The Company began making monthly interest payments on March 1, 2024, and will continue until the maturity date.
−Removed: On November 1, 2024
−Removed: the maturity was extended from August 1, 2025 to January 1, 2026.
−Removed: The loan is secured by a deed of trust, which was recorded in
−Removed: Ector County, Texas and covers, among other things, certain oil and gas assets of the Company in Ector County, Texas.
+Added: February 7, 2024, the Board of Directors of the Company approved a related-party debt facility of up to $ 3 million.
+Added: On February 9, 2024,
+Added: the Company entered into a Secured Term Loan Note with Walou Investments, LP, a Texas limited partnership under the control of Johnny
+Added: Jordan, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors.
+Added: Jordan is also the beneficial
+Added: owner of approximately 29.2 % of the Company’s issued and outstanding common stock.
+Added: The initial advance to the Company was $ 1,400,000
+Added: on February 9, 2024.
+Added: loan originally bore interest at 18.0 % per annum, with monthly interest-only payments beginning March 1, 2024.
+Added: The loan is secured by
+Added: a deed of trust recorded in Ector County, Texas, covering certain of the Company’s oil and gas assets located in Ector County.
+Added: November 1, 2024, the maturity date of the loan was extended from August 1, 2025 to January 1, 2026.
+Added: Subsequently, on August 29, 2025,
+Added: the loan was further extended to April 1, 2027, and the Company executed an additional advance of $ 500,000 on the loan, increasing the
+Added: total outstanding principal balance to $ 1,900,000 .
+Added: Effective September 1, 2025, the interest rate on the outstanding principal was reduced
+Added: from 18.0% to 15.0% per annum.
+Added: as modified by the amendments described above, all other terms and conditions of the Secured Term Loan Note remain in full force and
9 – Debt and Equity Restructuring Transaction
2 unchanged sentences
The transaction was executed through a combination of common stock issuance, stock options, and
−Removed: senior promissory notes in exchange for the redemption of all outstanding Series B Preferred Shares as of June 30, 2024.
+Added: senior promissory notes in exchange for the redemption of all outstanding Series B Preferred Shares as of September 30, 2024.
The preferred
36 unchanged sentences
issued was allocated between notes payable, common stock, and additional paid-in capital.
−Removed: of June 30, 2025, the Company had 96,600,302 shares of common stock outstanding, and no preferred shares issued or outstanding.
+Added: of September 30, 2025, the Company had 96,600,302 shares of common stock outstanding, and no preferred shares issued or outstanding.
+Added: NOTE 10 – BUSINESS COMBINATION:
+Added: ACQUISITION OF ADDITIONAL
+Added: INTEREST IN PRADERA FUEGO
+Added: On September 3, 2025, we completed the acquisition of non-operated
+Added: working interests in seven producing Barnett wells adding an additional 18.5 % aggregate working interest and corresponding 13.875 % aggregate
+Added: net revenue interest in the Pradera Fuego (the “Pradera Fuego Acquisition”) field located in Ector County, Texas, within the
+Added: Permian Basin, for a total of $ 1,500,000 .
+Added: We accounted for the transaction as an asset acquisition.
+Added: The acquisition increases the Company’s
+Added: economic interest in the Pradera Fuego operations.
+Added: 11 – SEGMENT REPORTING
+Added: The Company has one reportable segment, which encompasses the
+Added: ownership and investment in onshore oil and natural gas properties in the United States and turnkey drilling programs.
+Added: The segment’s revenues are derived
+Added: from the Company’s interests in the sales of crude oil, natural gas, and NGL production.
+Added: The Company evaluates performance based on various financial metrics, including
+Added: but not limited to consolidated income or loss from operations, net revenue, and cash flow from operations.
+Added: The Company’s chief
+Added: executive officer, chief operating officer, and chief financial officer together function as the chief operating decision maker (“CODM”)
+Added: and manage the Company’s business activities as a single operating segment.
+Added: The accounting policies of the one reportable segment are identical to
+Added: those described for the consolidated Company.
+Added: The CODM uses income (loss), as reported in the unaudited condensed consolidated statement
+Added: of operations, to measure segment profitability, assess performance, and manage strategic capital resource allocations.
+Added: The measure of
+Added: segment assets is reported as “Total assets” on the unaudited condensed consolidated balance sheets.
+Added: The significant expense
+Added: categories regularly provided to and reviewed by the CODM are those presented in the unaudited condensed consolidated statements of operations.
Management ’ s Discussion and Analysis of Financial Condition and Results of Operations
31 unchanged sentences
OF OPERATIONS
−Removed: the six months ended June 30, 2025, and 2024, we incurred net losses of $1,100,721 and $880,726, respectively.
−Removed: The difference was primarily
−Removed: due to the gain on turnkey drilling recognized during the six months ended June 30, 2024, where we recognized a gain of $527,715 as we
−Removed: participated in the drilling and completion of two wells in the Texas Permian basin and decreased oil and gas revenues.
−Removed: During the three
−Removed: months ended June 30, 2025 and 2024, we had net losses of $418,770 and $110,616, respectively.
−Removed: The difference was due primarily to the
−Removed: $527,715 gain on turnkey drilling recognized during the second quarter of 2024.
−Removed: the first six months of 2025, revenues from oil and gas production decreased $401,068 or 33.7%, to $788,343 during the period in 2025
−Removed: from revenues of $1,189,411 during the first six months of 2024.
+Added: For the nine months ended September 30, 2025, and 2024, we incurred net
+Added: losses of $1,651,014 and $2,065,017, respectively.
+Added: The difference was primarily due to lower lease operating, lease impairment, and credit
+Added: loss expenses recognized during the nine months ended September 30, 2025 when compared to the same period in 2024.
+Added: During the three months
+Added: ended September 30, 2025 and 2024, we incurred net losses of $550,293 and $1,184,291, respectively.
+Added: The difference was due primarily
+Added: an impairment of $337,500 recognized during the period in 2024.
+Added: the first nine months of 2025, revenues from oil and gas production decreased $376,201 or 21.5%, to $1,372,919 during the period in 2025
+Added: from revenues of $1,749,120 during the first nine months of 2024.
This decrease was mainly due to lower oil and natural gas production
volumes and lower oil commodity prices.
−Removed: The net sales volume of oil and condensate for the six months ended June 30, 2025, was approximately
−Removed: 10,500 barrels with an average price of $64.29 per barrel, versus 14,280 barrels with an average price of $75.18 per barrel for the six
−Removed: months of 2024.
−Removed: This represents a decrease in net sales volume of 3,780 barrels or 26.5%, which was mainly due to wells being offline
−Removed: during the period in 2025 due to weather related issues in our Texas Jameson field.
−Removed: The net sales volume of natural gas for the six months
−Removed: ended June 30, 2025, was approximately 50,801 Mcf with an average price of $2.19 per Mcf, versus 61,073 Mcf with an average price of
−Removed: $1.87 per Mcf for the same period in 2024.
+Added: The net sales volume of oil and condensate for the nine months ended September 30, 2025, was
+Added: approximately 18,592 barrels with an average price of $63.86 per barrel, versus 21,079 barrels with an average price of $74.88 per barrel
+Added: for the nine months of 2024.
+Added: This represents a decrease in net sales volume of 2,487 barrels or 11.8%, which was mainly due to wells
+Added: being offline during the period in 2025 due to weather related issues in our Texas Jameson field.
+Added: The net sales volume of natural gas
+Added: for the nine months ended September 30, 2025, was approximately 84,898 Mcf with an average price of $2.15 per Mcf, versus 91,255 Mcf
+Added: with an average price of $1.84 per Mcf for the same period in 2024.
This represents a decrease in net sales volume of 6,357 Mcf or 7.0%.
−Removed: The decrease in natural
−Removed: gas production volume was also due to the weather related issues in our Jameson field and to some of our California natural gas wells
−Removed: being offline for approximately a month due to mandatory pipeline inspections by Pacific Gas and Electric.
−Removed: For the quarter ended June
−Removed: 30, 2025, revenues from oil and gas production decreased $213,509 or 39.1% to $332,237 from the 2024 second quarter revenues of $545,746.
−Removed: This decrease was also due to lower oil production volumes and lower oil commodity prices.
−Removed: The net sales volume of oil and condensate
−Removed: for the quarter ended June 30, 2025, was approximately 4,812 barrels with an average price of $58.44 per barrel, versus 6,476 barrels
−Removed: with an average price of $79.41 per barrel for the second quarter of 2024.
−Removed: This represents a decrease in net sales volume of 1,664 barrels
−Removed: or 25.7% for the quarter in 2025.
−Removed: The net sales volume of natural gas for the quarter ended June 30, 2025, was approximately 28,035 Mcf
−Removed: with an average price of $1.78 per Mcf, versus 28,414 Mcf with an average price of $1.07 per Mcf for the second quarter of 2024.
−Removed: represents a decrease in net sales volume of 379 Mcf or 1.3% for the quarter in 2025.
−Removed: and natural gas lease operating expenses decreased by $187,148 or 24.0%, to $592,977 for the six months ended June 30, 2025, from $780,125
−Removed: for the same period in 2024.
−Removed: For the second quarter of 2025, lease operating expenses decreased $43,233 or 12.5% from the same quarter
−Removed: Both of these decreases were due to lower workover related costs and equipment repairs on our Jameson field during the period
−Removed: in 2025 as we attempted to increase production during the period in 2024.
−Removed: aggregate of supervisory fees and other income was $52,981 for the six months ended June 30, 2025, an increase of $22,723 from $30,258
−Removed: during the same period in 2024.
−Removed: During the second quarter of 2025, supervisory fees and other income increased $7,325 when compared to
−Removed: the quarter in 2024.
−Removed: These increases were mainly due to higher interest income on our bank balances.
−Removed: Depreciation,
−Removed: depletion and amortization expense decreased to $115,480 from $197,179, a decrease of $81,699 or 41.4% for the six months ended June
−Removed: 30, 2025, as compared to the same period in 2024.
−Removed: During the second quarter 2025, depreciation, depletion and amortization expenses decreased
−Removed: $67,891 or 61.6%.
−Removed: The depletion rate is calculated using production as a percentage of reserves.
−Removed: This decrease in depletion expense was
−Removed: due to an increase in expected recoverable reserves which decreased the depletion rate.
−Removed: June 30, 2025, Royale Energy had a Deferred Drilling Obligation of $13,282,996.
−Removed: During the first six months of 2025, although we participated
−Removed: in the drilling of a well in the Texas Permian basin, we did not book turnkey gains or losses as we waited for the well to be completed
−Removed: and the final costs to be determined.
−Removed: At June 30, 2024, Royale Energy had a Deferred Drilling Obligation of $9,465,832.
−Removed: During the first
−Removed: six months of 2024, we removed $3,371,095 of drilling obligations as we participated in the drilling and completion of two oil wells
−Removed: in the Texas Permian basin, while incurring expenses of $2,843,380, resulting in a gain of $527,715.
−Removed: and administrative expenses increased by $24,015 or 2.9% from $828,031 for the six months ended June 30, 2024 to $852,046 for the same
−Removed: period in 2025.
−Removed: For the second quarter 2025, general and administrative expenses increased $4,921 or 1.3% when compared to the same period
−Removed: These increases were mainly due to higher employee related expenses due primarily to marketing bonuses paid to employees during
−Removed: the period in 2025.
−Removed: For the first six months of 2025, marketing expenses increased $24,755 or 17.5% to $166,528, compared to $141,773
−Removed: for the first six months of 2024.
−Removed: For the second quarter 2025, marketing expenses increased $15,712 or 19.2% when compared to the second
−Removed: quarter in 2024.
−Removed: Marketing expense varies from period to period according to the number of marketing events attended by personnel and
−Removed: their associated costs.
−Removed: and accounting expense decreased to $305,712 for the six-month period in 2025, compared to $342,164 for the same period in 2024, a $36,452
−Removed: For the second quarter 2025, legal and accounting expenses decreased $2,419 or 3.9%.
−Removed: These decreases during the period in 2025
−Removed: were primarily due to higher legal fees related to our debt facility entered into during the period in 2024.
−Removed: the six months ended June 30, 2025, we recorded a $220,692 gain on settlement of asset retirement obligation liability due mainly to
−Removed: finalizing the plugging and abandonment of three natural gas sites in California.
−Removed: During the six months ended June 30, 2025, we recorded
−Removed: a gain on settlement of $105,494 with a vendor due to an equipment failure which occurred during a workover.
−Removed: During the six months ended
−Removed: June 30, 2025, we recorded impairments of $27,250 on various lease and land costs in our California natural gas fields where the carrying
−Removed: value exceeded the fair value, compared to $63,054, recorded in the first six months of 2024.
−Removed: During the six months ended June 30, 2025
−Removed: and 2024, we also recorded Credit Loss expenses of $13,126 and $176,044, respectively, which arose from identified uncollectable receivables
−Removed: relating to our oil and natural gas properties either plugged and abandoned or scheduled for plugging and abandonment (“P&A”)
−Removed: and our period end oil and natural gas reserve values.
−Removed: We periodically review our accounts receivable from working interest owners to
−Removed: determine whether collection of any of these charges appears doubtful.
−Removed: expense for the six months ended June 30, 2025, and 2024, was $195,112 and $99,740, respectively.
−Removed: The higher 2025 interest expense was
−Removed: due to the $1.4 million note payable entered into in February 2024, discussed in Note 8 and the notes payable related to the debt restructuring
−Removed: in October 2024, discussed in Note 9.
−Removed: RESOURCES AND LIQUIDITY
−Removed: June 30, 2025, we had current assets totaling $9,463,845 and current liabilities totaling $21,494,800, resulting in a $12,030,955 working
−Removed: capital deficit.
−Removed: We had $1,456,696 in cash and $6,000,000 in restricted cash at June 30, 2025, compared to $1,877,163 in cash and $6,025,000
−Removed: in restricted cash at December 31, 2024.
−Removed: June 30, 2025, our other receivables, which consist of joint interest billing receivables from direct working interest investors and
−Removed: industry partners, totaled $685,566 compared to $868,429 at December 31, 2024, a $182,863 or 21.1% decrease, mainly due to lower joint
−Removed: interest billing receivables.
−Removed: At June 30, 2025, revenue receivable was $332,426, a decrease of $432,227, compared to $764,653 at December
−Removed: 31, 2024, due to lower production volumes and commodity prices during the period in 2025 when compared to the fourth quarter of 2024.
−Removed: At June 30, 2025, our accounts payable and accrued expenses totaled $5,066,253, a decrease of $1,900,352 from the accounts payable at
−Removed: December 31, 2024 of $6,966,605, which was mainly due to lower revenue payables at the end of the second quarter 2025 and accounts payable
−Removed: payments and accrued liability settlements during the period in 2025.
−Removed: have had recurring operating and net losses and cash used in operations and the consolidated financial statements reflect a working capital
−Removed: deficiency of $12,030,955 and an accumulated deficit of $94,605,190.
−Removed: These factors raise substantial doubt about our ability to continue
−Removed: as a going concern, and anticipate that our primary sources of liquidity will be from the sale of oil and gas in the course of normal
−Removed: operations, the sale of oil and gas property, sales of participation interest and possible issuance of debt and/or equity.
−Removed: unable to generate sufficient cash from operations or financing sources, it may become necessary to curtail, suspend or cease operations,
−Removed: sell property, or enter into financing transaction(s) on less favorable terms;
−Removed: any such outcomes could have a material adverse effect
−Removed: on our business, results of operations, financial position, and liquidity.
−Removed: Management has plans to increase revenues by making commitments
−Removed: to participate with industry partners in drilling wells in the Permian basin and will also continue to drill and workover wells in our
−Removed: Texas Jameson field.
−Removed: Although there are no assurances, Management believes that expected increases in revenue together with reduced capital
−Removed: expenditures for drilling should allow the Company to meet its liquidity needs through the remainder of 2025.
−Removed: Net cash used in operating activities totaled $2,247,911 and $728,190 for the six months ended June 30, 2025 and 2024,
−Removed: respectively, a $1,519,721 or 209% difference.
−Removed: This difference in cash used was mainly due to a decrease in accounts payable and accrued
−Removed: expenses due to payments made during the period, lower revenue payables to direct working interest owners due to lower revenue receipts,
−Removed: and to accrued asset retirement liability settlements during the 2025 period.
−Removed: Net cash provided by investing activities totaled $1,808,069 for the six months ended June 30, 2025, while net cash used
−Removed: in investing activities totaled $561,191 for the six months ended June 30, 2024.
−Removed: During the six month period in 2025, we received approximately
−Removed: $1.8 million in drilling funds while our drilling and lease expenditures were approximately $16,900.
−Removed: During the six-month period in 2024,
−Removed: we received approximately $3.1 million in drilling funds while our drilling and lease expenditures were approximately $3.6 million as
−Removed: we participated in drilling and obtained lease interests in the Permian basin.
−Removed: Net cash used in financing activities totaled $5,625 for the six months ended June 30, 2025 and net cash provided by
−Removed: financing activities was $1,393,728 for the six months ended June 30, 2024.
−Removed: The difference in cash provided, was due to receipt of $1.4
−Removed: million from the note payable discussed in Note 8.
−Removed: During the six-month periods in 2025 and 2024, the totals were also used for principal
−Removed: payments on our financing lease payments.
−Removed: Accounting Estimates
−Removed: critical accounting policies are further disclosed in Note 1 to the consolidated financial statements included in our 2024 Annual Report
−Removed: on Form 10-K.
+Added: The decrease in natural gas production volume was also due to the weather related issues in our Jameson field and to some of our California
+Added: natural gas wells being offline for approximately a month due to mandatory pipeline inspections by Pacific Gas and Electric.
+Added: quarter ended September 30, 2025, revenues from oil and gas production increased $24,867 or 4.4% to $584,576 from the 2024 third quarter
+Added: revenues of $559,709.
+Added: This increase was due to higher oil and natural gas production volumes during the period in 2025.
+Added: The net sales
+Added: volume of oil and condensate for the quarter ended September 30, 2025, was approximately 8,092 barrels with an average price of $63.29
+Added: per barrel, versus 6,800 barrels with an average price of $74.25 per barrel for the third quarter of 2024.
+Added: This represents an increase
+Added: in net sales volume of 1,292 barrels or 19.0% for the quarter in 2025.
+Added: The net sales volume of natural gas for the quarter ended September
+Added: 30, 2025, was approximately 34,096 Mcf with an average price of $2.11 per Mcf, versus 30,182 Mcf with an average price of $1.79 per Mcf
+Added: for the third quarter of 2024.
+Added: This represents an increase in net sales volume of 3,914 Mcf or 13.0% for the quarter in 2025.
+Added: Oil and natural gas lease operating expenses decreased by $444,056
+Added: or 34.4%, to $848,469 for the nine months ended September 30, 2025, from $1,292,525 for the same period in 2024.
+Added: For the third quarter
+Added: of 2025, lease operating expenses decreased $151,414 or 29.6% from the same quarter in 2024.
+Added: Both of these decreases were partially due
+Added: to lower workover related costs and equipment repairs on our Jameson field during the period in 2025 as we attempted to increase production
+Added: during the period in 2024.
+Added: During the nine months ended September 30, 2025, we also recorded settlement of accounts payable of $105,494
+Added: with a vendor due to an equipment failure which occurred during a workover.
+Added: Additionally, during the nine months ended September 30, 2025,
+Added: we recorded a settlement of accounts payable of $53,583 due to the write-off of accounts payable where vendors are not legally entitled
+Added: The aggregate of supervisory fees and other income was $74,234 for the
+Added: nine months ended September 30, 2025, an increase of $29,271 from $44,963 during the same period in 2024.
+Added: During the third quarter of
+Added: 2025, supervisory fees and other income increased $6,548 when compared to the same quarter in 2024.
+Added: These increases were mainly due to
+Added: higher interest income on our bank balances.
+Added: Depreciation, depletion and amortization expense decreased to $198,976
+Added: from $253,726, a decrease of $54,750 or 21.6% for the nine months ended September 30, 2025, compared to the same period in 2024.
+Added: decrease in depletion expense was due to an increase in expected recoverable reserves which decreased the depletion rate.
+Added: The depreciation
+Added: rate is calculated using production as a percentage of reserves.
+Added: During the third quarter 2025, depreciation, depletion and amortization
+Added: expenses increased $26,949 or 47.7% due to an increase in our oil and gas assets during the quarter due to our purchase of additional
+Added: interests in existing wells.
+Added: At September 30, 2025, Royale Energy had a Deferred Drilling Obligation
+Added: of $13,982,996.
+Added: During the first nine months of 2025, although we participated in the drilling of a well in the Texas Permian basin,
+Added: we did not book turnkey gains or losses as we waited for the well to be completed and the final costs to be determined.
+Added: At December 31,
+Added: 2024, Royale Energy had a Deferred Drilling Obligation of $11,328,332.
+Added: During the first nine months of 2024, we removed $3,371,095 of
+Added: drilling obligations as we participated in the drilling and completion of two oil wells in the Texas Permian basin, while incurring expenses
+Added: of $2,843,380, resulting in a gain of $527,715.
+Added: General and administrative expenses increased by $37,326 or 3.1% from $1,197,677
+Added: for the nine months ended September 30, 2024 to $1,235,003 for the same period in 2025.
+Added: For the third quarter 2025, general and administrative
+Added: expenses increased $13,311 or 3.6% when compared to the same period in 2024.
+Added: These increases were mainly due to higher employee related
+Added: expenses during the periods in 2025.
+Added: For the first nine months of 2025, marketing expenses decreased $41,252 or 15.3% to $228,732, compared
+Added: to $269,984 for the first nine months of 2024.
+Added: For the third quarter 2025, marketing expenses decreased $66,007 or 51.5% when compared
+Added: to the third quarter in 2024.
+Added: Marketing expense varies from period to period according to the number of marketing events attended by our
+Added: personnel and their associated costs.
+Added: Legal and accounting expense decreased to $382,660 for the nine-month period
+Added: in 2025, compared to $485,114 for the same period in 2024, a decrease of $102,454 or 21.1%.
+Added: For the third quarter 2025, legal and accounting
+Added: expenses decreased $66,002 or 46.2%.
+Added: These decreases during the periods in 2025 were primarily due to higher legal fees related to our
+Added: debt facility entered into during the period in 2024.
+Added: During the nine months ended September 30, 2025, we recorded a $230,681
+Added: gain on settlement of asset retirement obligation liability due mainly to finalizing the plugging and abandonment of three natural gas
+Added: sites in California.
+Added: During the nine months ended September 30, 2025 and 2024, we recorded impairments of $27,250 and $400,554, respectively,
+Added: on various lease and land costs in our California natural gas fields where the carrying value exceeded the fair value.
+Added: During the nine
+Added: months ended September 30, 2025 and 2024, we also recorded Credit Loss expenses of $111,558 and $279,491, respectively, which arose from
+Added: identified uncollectable receivables relating to our oil and natural gas properties either plugged and abandoned or scheduled for plugging
+Added: and abandonment and our period end oil and natural gas reserve values.
+Added: We periodically review our accounts receivable from working interest
+Added: owners to determine whether collection of any of these charges appears doubtful.
+Added: Interest expense for the nine months ended September 30, 2025, and
+Added: 2024, was $296,200 and $207,744, respectively.
+Added: The higher 2025 interest expense was due to the $1.4 million note payable entered into
+Added: in February 2024, discussed in Note 8 and the notes payable related to the debt restructuring in October 2024, discussed in Note 9.
+Added: CAPITAL RESOURCES AND LIQUIDITY
+Added: At September 30, 2025, we had current assets totaling $8,765,809 and
+Added: current liabilities totaling $20,992,223, resulting in a $12,226,414 working capital deficit.
+Added: We had $796,979 in cash and $5,476,900 in
+Added: restricted cash at September 30, 2025, compared to $1,877,163 in cash and $6,025,000 in restricted cash at December 31, 2024.
+Added: At September 30, 2025, our other receivables, which consist of joint
+Added: interest billing receivables from direct working interest investors and industry partners, totaled $663,775 compared to $868,429 at December
+Added: 31, 2024, a $204,654 or 23.6% decrease, mainly due to lower joint interest billing receivables.
+Added: At September 30, 2025, revenue receivable
+Added: was $573,638, a decrease of $191,015, compared to $764,653 at December 31, 2024, due to lower production volumes and commodity prices
+Added: during the period in 2025 when compared to the fourth quarter of 2024.
+Added: At September 30, 2025, our accounts payable and accrued expenses
+Added: totaled $5,261,628, a decrease of $1,704,977 from the accounts payable at December 31, 2024 of $6,966,605, which was mainly due to lower
+Added: revenue payables at the end of the third quarter 2025 and accounts payable payments and accrued liability settlements during the period
+Added: We have had recurring operating and net losses and cash used in operations
+Added: and the condensed consolidated financial statements reflect a working capital deficiency of $12,226,414 and an accumulated deficit of $95,155,483.
+Added: These factors raise substantial doubt about our ability to continue as a going concern, and anticipate that our primary sources of liquidity
+Added: will be from the sale of oil and gas in the course of normal operations, the sale of oil and gas properties, sales of participation interests
+Added: in oil and gas wells and possible issuance of debt and/or equity.
+Added: If we are unable to generate sufficient cash from operations or financing
+Added: sources, it may become necessary to curtail, suspend or cease operations, sell property, or enter into financing transaction(s) on less
+Added: favorable terms;
+Added: any such outcomes could have a material adverse effect on our business, results of operations, financial position, and
+Added: Management has plans to increase revenues by making commitments to participate with industry partners in drilling wells in
+Added: the Permian basin and will also continue to drill and workover wells in our Texas Jameson field.
+Added: Although there are no assurances, Management
+Added: believes that expected increases in revenue together with reduced capital expenditures for drilling should allow the Company to meet its
+Added: liquidity needs through the remainder of 2025.
+Added: Operating Activities.
+Added: Net cash used in operating activities totaled
+Added: $2,675,708 and $1,381,384 for the nine months ended September 30, 2025 and 2024, respectively, a $1,294,324 or 93.7% difference.
+Added: difference in cash used was mainly due to a decrease in accounts payable and accrued expenses due to payments made during the period,
+Added: lower revenue payables to direct working interest owners due to lower revenue receipts, and to accrued asset retirement liability settlements
+Added: during the 2025 period.
+Added: Investing Activities.
+Added: Net cash provided by investing activities
+Added: totaled $555,994 and $231,089 for the nine months ended September 30, 2025 and 2024, respectively, a $324,905 or 140.6% difference.
+Added: the nine month period in 2025, we received approximately $2.5 million in drilling funds while our drilling and lease expenditures were
+Added: approximately $2.0 million, mainly due to our purchase of additional interests in our existing Permian basin wells.
+Added: During the nine-month
+Added: period in 2024, we received approximately $4.9 million in drilling funds while our drilling and lease expenditures were approximately
+Added: $4.7 million as we participated in drilling and obtained lease interests in the Permian basin.
+Added: Financing Activities.
+Added: Net cash provided by financing activities
+Added: totaled $491,430 and $1,393,039 for the nine months ended September 30, 2025 and 2024, respectively.
+Added: The difference in cash provided,
+Added: was due to receipt of $500,000 during the period in 2025 and $1.4 million received in 2024 from the note payable discussed in Note 8.
+Added: During the nine-month periods in 2025 and 2024, $8,570 and $6,961, respectively, were used for principal payments on our financing lease
+Added: Critical Accounting Estimates
+Added: Our critical accounting policies are further disclosed in Note 1 to
+Added: the consolidated financial statements included in our 2024 Annual Report on Form 10-K.
Quantitative and Qualitative Disclosures About Market Risk
+Added: Not applicable.
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.