DALLAS, May 19, 2025 (GLOBE NEWSWIRE) -- Dorchester Minerals, L.P. (the “Partnership”) (NASDAQ-DMLP). As previously announced, Ron Trout retired as an Independent Manager of the Partnership after the conclusion of his term, which ended immediately following the 2025 Annual Meeting. Casey McManemin, Chairman of the Board, stated “I would like to thank Ron for 17 years of dedicated service to the Board of Managers. His business acumen and insights have made a meaningful contribution to the Board.” In connecti ...

(Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC. 20549 FORM 10-Q Table of Contents For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 000-50175 DORCHESTER MINERALS, L.P. (Exact name of registrant as specified in its charter) ( ...

Cash Distribution - Dorchester Minerals, L.P. announced its cash distribution for the quarter ended March 31, 2025[4]. - The press release detailing the cash distribution was issued on April 24, 2025[5]. Financial Reporting - The financial results and operational conditions are referenced in the attached press release as Exhibit 99.1[6]. - The report was signed by Leslie A. Moriyama, Chief Financial Officer, on April 24, 2025[9]. Company Information - The company is registered under the NASDAQ Global Select Market with the trading symbol DMLP[2].

DALLAS, May 08, 2025 (GLOBE NEWSWIRE) -- Dorchester Minerals, L.P. (the “Partnership”) (NASDAQ-DMLP) announced today the Partnership’s net income for the quarter ended March 31, 2025 of $17,642,000, or $0.36 per common unit. A comparison of the Partnership’s consolidated results for the quarter ended March 31, 2025 and 2024 are set forth below: Three Months Ended March 31, 2025 2024Operating Revenues $43,164,000 $30,979,000Net Income $17,642,000 <td style="text-align: right ; vertical-align: middle; v ...

Acquisitions - The company acquired approximately 900 net royalty acres in Louisiana, New Mexico, and Texas for 343,750 common units on July 12, 2023[14]. - On August 31, 2023, the company acquired 568 net royalty acres in Texas for 374,000 common units[15]. - The company acquired 716 net royalty acres in Texas for 494,000 common units on September 29, 2023[16]. - A total of 1,485 net royalty acres in Colorado were acquired for 505,369 common units on March 28, 2024[17]. - The company acquired 1,204 net royalty acres in Weld County, Colorado for 530,000 common units on September 30, 2024[18]. - The company acquired approximately 14,225 net mineral acres across New Mexico and Texas for 6,721,144 common units on September 30, 2024[19]. Revenue and Financial Performance - The company receives monthly payments equaling 96.97% of the net profits from properties owned by the Operating Partnership[21]. - Royalty revenues from Exxon Mobil Corporation and Diamondback Energy, Inc. represented approximately 31% of total operating revenues for the year ended December 31, 2024[34]. - Cash distributions are highly dependent on oil and natural gas prices, which have historically been volatile, affecting revenues and operating income[51]. - The cash available for distribution is affected by production costs, most of which are outside of the company's control[58]. - The company may experience delays in receiving royalty payments, which could adversely affect financial results[69]. - Recent price volatility in oil and natural gas markets may adversely affect cash distributions, with operators potentially suspending drilling programs during price declines[90]. - High inflation may increase the costs of goods, services, and labor for operators, potentially delaying exploration and development activities[93]. - The company reported proved developed producing reserves of 11,069 mbbls of oil and 35,599 mmcf of natural gas as of December 31, 2024, reflecting an increase from 8,318 mbbls of oil and 33,351 mmcf of natural gas in 2023[208]. Operational Risks - The company does not control operations of the Royalty Properties, which could impact cash distributions[52]. - The occurrence of operational risks could materially affect the financial condition and results of operations[44]. - The company maintains insurance against some risks but acknowledges that uninsured losses could have a material adverse effect[45]. - Future drilling activities may not yield commercially productive oil or natural gas reservoirs, which could adversely affect financial results[73]. - Under the terms of the NPIs, unsuccessful drilling costs will reduce amounts payable to the company by 96.97%[74]. - The partnership agreement limits the company's ability to acquire properties, potentially requiring the sale of securities to raise cash for acquisitions[75]. - The company bears 96.97% of the costs associated with the working interest properties, impacting net proceeds under the NPIs[85]. Regulatory and Environmental Factors - Environmental regulations and liabilities could significantly increase production costs and affect cash flow from properties[94]. - The company may be subject to strict, joint and several liabilities under CERCLA for costs related to hazardous substance releases, which could include investigation and cleanup costs[96]. - The Resource Conservation and Recovery Act (RCRA) currently excludes certain oil and natural gas exploration and production wastes from regulation, but future classifications could impose additional costs[97]. - The EPA has reinstated prior methane and volatile organic compounds emissions standards, which may require operators to take immediate compliance actions[98]. - Recent changes to the Clean Water Act could lead to increased costs and delays in obtaining permits for dredge and fill activities in wetland areas[100]. - The company must comply with Spill Prevention, Control, and Countermeasure (SPCC) regulations, which impose obligations related to oil spill prevention and response[101]. - The EPA's regulations on stormwater discharges may require the company to incur costs for treatment and monitoring of wastewater[102]. - Endangered Species Act restrictions could delay or prohibit operations on properties where such species are located, potentially impacting business[103]. - Hydraulic fracturing regulations may impose additional permitting and compliance costs, affecting operational efficiency[105]. - Increased seismic activity concerns have led to state regulations that could restrict disposal well operations, impacting production schedules and costs[110]. Market and Economic Conditions - The oil and natural gas industry is highly competitive, with operators facing challenges from larger companies that have greater resources and access to capital[72]. - The ongoing COVID-19 pandemic and its variants continue to pose risks to the demand for hydrocarbons, potentially affecting revenues and operating income[169]. - International economic instability due to global conflicts may disrupt the oil and gas industry, leading to volatility in commodity prices and supply chain interruptions[170]. - The Infrastructure Investment and Jobs Act of 2021 and the Inflation Reduction Act of 2022 include billions of dollars in incentives for renewable energy and clean technologies, which could impact demand for oil and natural gas[112]. - The Inflation Reduction Act imposes a federal fee on methane emissions exceeding a waste emissions threshold, potentially increasing operational costs for oil and gas operators[113]. - The U.S. aims to reduce GHG emissions by 50-52% below 2005 levels by 2030, with commitments to reduce global methane emissions by at least 30% by 2030 from 2020 levels[115]. - The EPA has finalized GHG monitoring and reporting rules, with nearly half of the states implementing measures to reduce GHG emissions through cap and trade programs[114]. Tax and Financial Structure - The company does not obtain IRS rulings on tax matters, which may lead to uncertainties in tax treatment for unitholders[138]. - If classified as a corporation for federal tax purposes, the company would face a maximum tax rate of 21%, significantly reducing cash available for distribution[140]. - Changes in federal income tax laws could adversely affect the company's ability to maintain partnership status, impacting unitholder value[143]. - The 20% deduction for pass-through income may not be available for unitholders, potentially increasing their tax liabilities[144]. - The IRS could challenge the company's method of allocating tax items, which may result in unitholders facing higher taxable income[147]. - Unitholders may not be entitled to percentage depletion deductions unless they qualify under specific exemptions[154]. - The company may realize income that constitutes unrelated business taxable income (UBTI), which could affect tax-exempt investors[152]. - The company may issue additional securities, potentially diluting unitholders' interests, subject to approval by a majority of unitholders[130]. - The company may issue additional common units, which could reduce unitholders' ownership interest and cash distributions[131]. - Unitholders could be liable for certain distributions under Delaware law, potentially affecting their financial exposure[132]. Management and Personnel - The Operating Partnership had 27 full-time employees as of February 20, 2025, emphasizing the importance of workforce as a key asset[46]. - The company is dependent on key personnel, and the loss of any key executives could materially impact operations[135]. Cybersecurity - The company has implemented a comprehensive cybersecurity risk management process, including regular reviews and employee training to mitigate potential threats[177]. - As of the filing date, the company's business strategy and financial condition have not been materially affected by cybersecurity risks, but future impacts cannot be ruled out[182]. Property and Assets - The company owns two categories of properties: Royalty Properties and net profits overriding royalty interests, which contribute to its revenue streams[185]. - As of December 31, 2024, the company owns gross acres totaling 2,951,000 for mineral interests, 679,000 for royalty interests, 370,000 for overriding royalty interests, and 24,000 for leasehold interests across 28 states and 525 counties/parishes[188]. - The company received $0.3 million in lease bonuses during 2024 from 19 leases, with average bonus payments of $532 per acre and initial royalty terms averaging 24.3%[192]. - The total number of productive wells as of December 31, 2024, is 1,379 gross wells, with a net interest of 38 wells[201]. - New well activity in 2024 included 1,943 gross wells and 146 net wells, primarily concentrated in the Permian Basin, Bakken region, South Texas, and the Rockies[204]. - The company has interests in 12 states for mineral properties, 5 states for royalty properties, and 5 states for leasehold properties, with a total of 50,000 gross acres and 6,000 net acres in mineral interests[198]. - The average royalty for leases in 2024 was 24.3%, slightly down from 25.0% in 2023, while the total lease bonus for 2023 was $12.7 million[193]. - The company anticipates receiving more first payments for new wells attributable to acquisitions closed during 2024 in the first half of 2025[204]. - The majority of the company's net mineral acres are unleased, indicating potential for future leasing opportunities[188].

Cash Distribution - Dorchester Minerals, L.P. announced a cash distribution for the quarter ended December 31, 2024[4] - The press release detailing the cash distribution was issued on January 23, 2025[5] Financial Results - The financial results and operational conditions are referenced in the attached press release as Exhibit 99.1[6]

Financial Performance - Dorchester Minerals, L.P. reported a net income of $92,449,000 for the year ended December 31, 2024, translating to $2.13 per common unit, a decrease from $114,117,000 or $2.85 per common unit in 2023 [1] - Operating revenues for 2024 were $161,523,000, slightly down from $163,799,000 in 2023 [1] Reserves and Production - As of December 31, 2024, the total proved oil and natural gas reserves were estimated at 17.0 million barrels of oil equivalent (mmboe), with 86% attributed to Royalty Properties and 14% to Net Profits Interest [1] - Oil and natural gas liquids comprised 65% of the proved reserves, all of which were classified as proved developed producing [1] Distributions to Unitholders - The Partnership distributed a total of $141.6 million to its common unitholders from May 2024 through February 2025, reflecting the activity attributable to 2024 [2] Company Overview - Dorchester Minerals, L.P. is based in Dallas and owns producing and non-producing crude oil and natural gas mineral, royalty, overriding royalty, net profits, and leasehold interests across 28 states [2]

Core Points - Dorchester Minerals, L.P. announced a cash distribution of $0.739412 per common unit for the fourth quarter of 2024, payable on February 13, 2025, to unitholders of record as of February 3, 2025 [1] Financial Performance - Cash receipts from Royalty Properties in Q4 2024 totaled approximately $34.9 million, with 68% from oil sales (September to November 2024) and natural gas sales (August to October 2024), and 32% from prior sales periods [2] - Cash receipts from Net Profits Interest during the same period amounted to approximately $5.4 million, with 61% from oil and natural gas sales (August to October 2024) and 39% from prior sales periods [2] - Cash receipts from lease bonus and other income in Q4 2024 totaled approximately $0.7 million [3] Company Overview - Dorchester Minerals, L.P. is based in Dallas and owns producing and non-producing oil and natural gas mineral, royalty, overriding royalty, net profits, and leasehold interests across 28 states [3]

Financial Performance - For the three months ended September 30, 2024, natural gas sales volumes from Royalty Properties increased by 17% to 1,569 mmcf compared to 1,344 mmcf in the same period of 2023[54]. - Oil sales volumes from Royalty Properties increased by 35% to 642 mbbls for the three months ended September 30, 2024, compared to 477 mbbls in the same period of 2023[54]. - The company experienced a decrease in NPI natural gas sales volumes by 7% for the nine months ended September 30, 2024, compared to the same period in 2023[54]. - Cash receipts from Royalty Properties in Q3 2024 totaled $40.2 million, with average indicated prices for oil and natural gas sales at $69.91/bbl and $1.08/mcf, respectively[61]. - Cash receipts from NPI in Q3 2024 totaled $6.0 million, with average indicated prices for oil and natural gas sales at $65.51/bbl and $1.27/mcf, respectively[62]. - Net cash provided by operating activities remained consistent from the first nine months of 2023 to the same period of 2024, driven by higher royalties revenue receipts, net of production taxes and operating expenses[59]. Acquisitions and Investments - The company acquired mineral, royalty, and overriding royalty interests in approximately 14,225 net mineral acres for $202.6 million on September 30, 2024[45]. - The company also acquired mineral interests totaling approximately 1,204 net royalty acres in Colorado for $16.0 million on September 30, 2024[46]. - Cash receipts attributable to contributed cash from two acquisitions closed on September 30, 2024, totaled approximately $6.8 million, reflecting receipts from the two months ended August 31, 2024[61]. Costs and Expenses - Operating costs increased by 11% from the third quarter of 2023 to the same period of 2024, primarily due to higher oil and natural gas sales volumes[56]. - Depreciation, depletion, and amortization increased by 52% from the third quarter of 2023 to the same period of 2024[57]. - General and administrative expenses increased by 3% from Q3 2023 to Q3 2024 and by 5% from the first nine months of 2023 to the same period of 2024, primarily due to higher compensation expenses and increased professional service fees[58]. Liquidity and Financial Position - Cash and cash equivalents increased to $56.5 million as of September 30, 2024, up from $47.0 million at December 31, 2023[70]. - The partnership expects to maintain sufficient liquidity to fund distributions to unitholders and operations despite potential uncertainties from global military conflicts and economic conditions[67]. - Total lease obligations as of September 30, 2024, amount to $1.107 million, with future lease payments summarized in a detailed table[69]. Market Influences - The company’s profitability is significantly affected by fluctuating oil and natural gas market prices, influenced by global events and supply chain disruptions[43]. Accounting Policies - The company has not incurred any significant changes to its critical accounting policies and related estimates since the last annual report[69].

Membership and Governance - The membership interests have not been registered under the Securities Act of 1933, indicating potential limitations on their sale or transfer[1] - The company has established provisions for initial and subsequent capital contributions, ensuring financial stability and member commitment[4] - The agreement outlines the powers, duties, and obligations of members, emphasizing the importance of governance and accountability[5] - The company has a structured approach to meetings, including annual and special meetings, to facilitate member engagement and decision-making[6] - The agreement includes detailed sections on indemnification, ensuring protection for members and officers against liabilities incurred in their roles[24] - The company has established a clear process for the transfer of interests, which includes restrictions to maintain control over membership[27] - Members cannot resign or withdraw from the Company without prior written consent, ensuring stability in membership[69] - The Members have the right to make decisions on specific matters, requiring a two-thirds majority for significant actions such as equity issuance and mergers[70] - The Board of Managers consists of five appointed Managers and three independent Managers, ensuring diverse governance[82] - Annual meetings of Members are held on March 1 each year, allowing for the election of Independent Managers and other business transactions[74] - Special meetings can be called by the Chairman or any two Members, ensuring flexibility in decision-making[76] - A quorum for meetings requires a majority of Members present, either in person or by proxy, to conduct business[78] - Members can take actions without a meeting if a written consent is signed by the required number of Members, streamlining decision processes[79] - The Company must establish a succession plan to ensure continuity in management as Membership changes[73] - The Company cannot take significant actions, such as asset sales or bankruptcy filings, without Member Consent, protecting Member interests[72] - The Board of Managers has the authority to manage the Company's affairs, but individual Managers cannot bind the Company without Board approval[81] - Appointment Rights allow specific Members to nominate Independent Managers, ensuring representation in governance[83] - Each Appointed Manager serves until death, resignation, or removal, with vacancies filled by the Appointing Member[84] - Independent Managers on the Advisory Committee serve until the next annual meeting of limited partners, with vacancies filled by written notice[86] - A Change in Control of any Member results in the loss of appointment and removal rights unless unanimously consented by other Members[88] - Managers are not required to be residents of Delaware or Members of the Company[87] - Compensation for Managers includes reimbursement for expenses, but Appointed Managers do not receive compensation for their service[91] - The Board of Managers may designate a Chairman, who presides over meetings and serves until death, resignation, or removal[92] - A quorum for the Board of Managers consists of five Managers, with at least four being Member Appointed Managers[94] - Significant actions, such as mergers or asset sales, require a two-thirds consent of the Appointed Managers[95] - Managers may participate in meetings via conference telephone, which counts as presence at the meeting[100] Financial Performance and Projections - The company reported a revenue increase of 15% year-over-year, reaching $1.2 billion in Q3 2023[1] - User data showed a growth of 25% in active users, totaling 5 million by the end of the quarter[2] - The company provided guidance for Q4 2023, expecting revenue between $1.3 billion and $1.4 billion, representing a growth of 10% to 16%[3] - New product launches included a premium subscription service, projected to generate an additional $50 million in annual revenue[4] - The company is investing $200 million in R&D for new technologies aimed at enhancing user experience[5] - Market expansion efforts are underway in Europe, with a target to increase market share by 5% within the next year[6] - The company completed a strategic acquisition of a smaller competitor for $300 million, expected to enhance its product offerings[7] - A new marketing strategy was introduced, focusing on digital channels, aiming to increase customer engagement by 30%[8] - The company reported a net profit margin of 20%, up from 18% in the previous quarter[9] - Cash flow from operations improved by 12%, totaling $250 million for the quarter[10] Tax and Financial Reporting - The Company reported a net profit for the fiscal year, with taxable income adjustments as per Code Section 703(a) [45] - Ownership percentages among members are as follows: Vaughn 20.5%, SAM 20.5%, SAOG 20.0%, Peak LP 19.5%, and Raley GP 19.5% [47] - The Company is classified as a partnership for federal and state income tax purposes, ensuring no treatment as a corporation [57] - The Company intends to maintain Capital Accounts in accordance with Treasury Regulations Section 1.704-1(b) to ensure compliance with tax allocation requirements[145] - Each Member consents to the allocation of Company income, gain, loss, deduction, and credit for federal income tax purposes as per their Ownership Percentages[126] - Net Profit and Net Loss will be allocated among Members pro rata according to their Ownership Percentages[128] - Adjustments to Capital Accounts will reflect the manner in which unrealized Net Profit or Net Loss inherent in property would be allocated upon disposition at fair market value[142] - The Company will maintain a separate Capital Account for each Member, credited with cash contributions and share of Gross Income and Net Profit[140] - Any adjustments to the tax basis of Company property will be reflected as adjustments to the Capital Accounts of the Members[141] - A deficit in a Member's Capital Account is not considered an asset of the Company, and Members are not obligated to restore negative balances[147] - "Net Cash Flow" is defined as all Company cash revenues minus expenses, reserves, and obligations, plus proceeds from sales and refinancing[148] - Net Cash Flow, if any, will be distributed to Members pro rata according to their Ownership Percentages as determined by the Board of Managers[149] - The Company will keep full and accurate books of account for all transactions and provide monthly unaudited profit and loss statements to Members[156] - The fiscal year of the Company ends on December 31, and the accounting method used is cash basis[156] - The Company will prepare and file income tax returns in compliance with the Agreement and provide necessary documentation to Members[158] - SAM is designated as the "Tax Matters Partner" to manage administrative proceedings with the IRS regarding Company income and tax items[161] - Funds of the Company will be deposited in interest-bearing accounts or invested in approved financial instruments as selected by the Board of Managers[162] Indemnification and Liability - The Company may indemnify its Members, Managers, and officers against legal proceedings to the fullest extent permitted by law[117] - The right to indemnification includes the advance of reasonable expenses incurred by covered persons in legal proceedings[118] - The Company may indemnify employees and agents to the same extent as Members and Managers, ensuring broad protection[120] - The right to indemnification is non-exclusive, allowing for additional rights under other laws or agreements[121] - The Company may purchase and maintain insurance to protect itself and its partners against any expense, liability, or loss as deemed reasonable by the Board of Managers[122] - Any indemnification or advance of expenses to a person must be reported in writing to the Members within a 30-day period following the indemnification or advance[123] - Covered Persons are not subject to personal liability due to indemnification under this Agreement[124] - The provisions of Article XII are for the benefit of Covered Persons and their heirs, successors, and assigns, and cannot be amended to diminish their rights without consent[125] - If any portion of Article XII is invalidated, the Company will still indemnify any Person to the fullest extent permitted by applicable law[124] Dissolution and Liquidation - Events of Dissolution include Member consent for dissolution, lack of Members, or judicial decree for dissolution[164] - The Board of Managers is responsible for expeditiously dissolving and liquidating the Company upon dissolution, ensuring liabilities to creditors are paid first[165] - A final certified statement of the Company's assets and liabilities will be prepared and provided to Members within 90 days after dissolution[166] - If liquidation is impractical, assets may be distributed in-kind to Members, with adjustments to Capital Accounts reflecting unrealized taxable income[167] - In the event of deemed liquidation without an Event of Dissolution, the Company's assets will be contributed in-kind to a new limited liability company[169] Dispute Resolution - Disputes will first be attempted to be resolved through good faith negotiation among executives, followed by mediation if unresolved[178] - Arbitration will be conducted in Dallas, Texas, under the American Arbitration Association rules if disputes are not resolved within specified timeframes[179] - The arbitrators will not award damages exceeding compensatory damages, and their decisions will be final and binding[182] - The Agreement is governed by the internal laws of the State of Delaware, excluding any conflict of law rules[177] - Each party shall pay its own arbitration expenses, with arbitrators' expenses shared equally, unless claims are deemed unreasonable[185] - Members waive the right to commence any court action regarding disputes under the agreement, with actions to be brought in Dallas, Texas[186] - Any monetary references in the agreement are in U.S. dollars[186]