Financial Performance - Net sales for the three months ended September 30, 2025, were $1,336,963, a decrease of 72.5% compared to $4,846,795 for the same period in 2024[187]. - For the nine months ended September 30, 2025, net sales were $12,211,402, down 36.4% from $19,174,369 in 2024[189]. - Net sales for the three months ended September 30, 2025, were $1,336,963, a decrease of 84% compared to $4,846,795 for the same period in 2024[192]. - Year-to-date net sales for the nine months ended September 30, 2025, were $12,211,402, down 36% from $19,174,369 in the prior year[192]. Cost and Expenses - Cost of goods sold for the three months ended September 30, 2025, was $2,387,726, compared to $4,750,839 for the same period in 2024, reflecting a decrease of 49.8%[189]. - Cost of goods sold for the three months ended September 30, 2025, was $2,387,726, a decrease of 50% from $4,750,839 in the same period in 2024[194]. - Operating expenses increased to $1,502,038 for the three months ended September 30, 2025, up 17.2% from $1,281,108 in 2024[190]. - Other expense for the three months ended September 30, 2025, was $1,237,883, a decrease of 62% from $3,260,108 in the same period in 2024[198]. - The cost of goods sold as a percentage of net sales was 179% for the three months ended September 30, 2025, compared to 98% for the same period in 2024[196]. Net Loss and Financial Health - The company reported a net loss of $3,790,684 for the three months ended September 30, 2025, compared to a net loss of $4,445,260 for the same period in 2024, representing a 14.7% improvement[191]. - The accumulated net losses from inception through September 30, 2025, totaled $33,301,117, raising concerns about the company's ability to continue as a going concern[184]. - Net loss for the three months ended September 30, 2025, was $3,790,684, or a loss of $0.17 per share, compared to a net loss of $4,445,260, or $0.25 per share, for the same period in 2024[201]. - The net loss for the nine months ended September 30, 2025, was $9,333,028, with favorable working capital changes of $4,551,167[210]. Assets and Liabilities - Total current assets decreased by $2,344,920 to $2,652,453 as of September 30, 2025, primarily due to a decrease in inventory and accounts receivable[203]. - Total assets decreased by $6,095,340 to $20,851,903 as of September 30, 2025, driven by reductions in current assets and property, plant, and equipment[204]. - As of September 30, 2025, current liabilities increased by $156,490, while total liabilities decreased by $57,764, primarily due to an increase in accounts payable of $387,630 and notes payable of $835,260[205]. - The increase in liabilities and decrease in cash and assets are attributed to operational losses, necessitating significant capital raising efforts[206]. Cash Flow and Financing - Cash on hand as of September 30, 2025, was $362,517, with ongoing operational and capital needs requiring additional cash[209]. - Net cash used in operating activities for the nine months ended September 30, 2025, was $1,982,648, compared to $4,616,746 for the same period in 2024, reflecting a decrease in cash used[210]. - Cash flow used in investing activities for the nine months ended September 30, 2025, was $124,859, a decrease of $1,774,353 from $1,899,212 in 2024[211]. - Net cash provided by financing activities for the nine months ended September 30, 2025, was $316,230, down from $5,023,764 in 2024, indicating a significant decrease in financing[212]. - The company launched a Regulation Crowdfunding offering to raise up to $1.235 million, but as of September 30, 2025, no commitments had been raised[208]. - The company anticipates satisfying cash flow needs through debt issuance or equity sales until operational cash flows improve[209]. - The company is committed to securing necessary resources to meet financial obligations and execute long-term objectives[209]. Strategic Initiatives - The company aims to increase revenues by securing greater volumes of crude oil for its Foreland refinery to enhance contribution margins[184]. - The company plans to retrofit the PR Spring Facility to recycle waste asphalt shingles and produce oil and asphalt paving aggregate[180]. - The acquisition of Foreland Refining Corporation is expected to be strategically beneficial, providing a strong base for growth and vertical integration in oil production and refining[183]. - The company expects production to resume in January 2026 after disruptions due to crude supplier issues and maintenance delays[193].

Core Viewpoint - Sky Quarry Inc. is advancing its partnership with Continuum Network to create a framework for tokenizing energy-linked commodities, aiming to enhance capital access and operational efficiency [1][2][4]. Group 1: Partnership and Tokenization Framework - The collaboration with Continuum Network focuses on establishing a digital infrastructure for tokenizing energy-linked commodities, which includes launching a token creation process and a functional exchange interface [2]. - Tokenization will allow investors to have clear claims tied directly to tangible assets, rather than traditional company stock, thereby enhancing transparency and efficiency in capital raising [3][4]. Group 2: Market Context and Opportunities - The global proven crude reserves are approximately 1.567 trillion barrels, representing a significant untapped asset value that can be unlocked through tokenization [7]. - If 10-15% of producing reserves and 5% of undeveloped reserves were tokenized, it could potentially unlock $750 billion to $1 trillion in global liquidity [9][10]. Group 3: Financial Strategy and Implementation - Sky Quarry plans to sell tokens tied to its oil assets, priced based on current market oil prices, and use these tokens as collateral for crude oil purchases, thereby creating liquidity without diluting equity or incurring additional debt [6][11]. - The company aims to market its tokenization products to the energy sector, leveraging its own assets as a demonstration platform [21]. Group 4: Regulatory and Compliance Considerations - To ensure regulatory clarity, Sky Quarry will maintain a clear distinction between equity and token purchases, allowing investors to choose between traditional equity transactions and token investments [5]. - Successful tokenization will require rigorous execution to mitigate valuation, governance, and compliance risks as the market scales [14][18].

Core Insights - Sky Quarry (NASDAQ: SKYQ) has announced the launch of its Digital Asset Treasury (DAT) strategy, aiming to raise up to $100 million in phases to promote the tokenization of real assets and enhance balance sheet stability [1] - The company emphasizes the integration of digital assets with its core business, exploring the use of tokens for supply chain collateral and on-chain accounting to improve operational efficiency and transparency [1] Summary by Categories - **Funding Strategy** - Sky Quarry plans to raise up to $100 million through a phased approach to support its DAT strategy [1] - **Business Integration** - The company aims to combine digital assets with its main operations, focusing on the tokenization of real assets [1] - **Operational Efficiency** - Sky Quarry is exploring the use of tokens in supply chain collateral and on-chain accounting to enhance operational efficiency and transparency [1]

Core Viewpoint - Sky Quarry Inc. is advancing its digital asset treasury (DAT) strategy to enhance its balance sheet and facilitate the tokenization of real-world assets for business growth [1][3]. Group 1: Digital Asset Strategy - The company has been researching digital asset markets and engaging with various investors, indicating a shift from speculative trading to generating yield through creative asset utilization [2][5]. - Sky Quarry's management believes future investors will seek digital strategies that support operating businesses and create measurable shareholder value [3][5]. - The Board has authorized management to seek up to $100 million for a staged investment in the digital asset treasury strategy while maintaining sufficient working capital for operations [3][4]. Group 2: Market Positioning - The company aims to be an early mover in the evolving digital asset landscape, anticipating that many public companies will adopt crypto on their balance sheets [5]. - Tokenization could enable Sky Quarry to use digital tokens as collateral with suppliers, reducing cash burdens and streamlining accounting processes [6]. Group 3: Future Steps - Sky Quarry plans to continue discussions with selected partners and will provide updates as significant milestones in tokenization initiatives are reached [7].

Core Insights - Sky Quarry Inc. has appointed Marcus Laun as Interim Chief Executive Officer to lead the company through its next growth phase, focusing on sustainable operations and digital treasury strategies [1][2]. Company Overview - Sky Quarry is an integrated energy solutions company that combines oil production, refining, and environmental remediation, specifically targeting the recycling of waste asphalt shingles [5]. - The company operates three core assets: the PR Spring facility in Utah, the Foreland Refinery in Nevada, and proprietary technology for processing discarded asphalt shingles, which equates to approximately 22 million barrels of oil annually [3]. Strategic Initiatives - The company aims to enhance its business model through the implementation of a digital treasury and potential tokenization of its assets, which could broaden funding access and lower borrowing costs [4]. - By integrating blockchain-based tools with its operations, Sky Quarry seeks to unlock asset value that traditional markets often overlook, thereby increasing resilience and efficiency [4]. Market Positioning - Sky Quarry's integrated platform positions the company to benefit from tightening fuel supplies in the Western U.S. while advancing long-term sustainability goals [3].

Core Viewpoint - Sky Quarry Inc. is hosting a live investor webinar to discuss digital treasury strategies and their potential impact on the company's long-term growth [1][2]. Group 1: Webinar Details - The webinar is scheduled for August 29, 2025, at 12:00 p.m. PDT / 3:00 p.m. EDT, featuring Marcus Laun, President and Interim CFO of Sky Quarry, and moderated by Lloyd MacNeil, a project finance attorney [4][7]. - Attendees are encouraged to submit questions in advance, and registration is open to all investors, industry partners, and media, with limited space available [4][7]. Group 2: Company Overview - Sky Quarry Inc. is an integrated energy solutions company focused on revolutionizing the waste asphalt shingle recycling industry, aiming to repurpose millions of tons of asphalt shingle waste [5]. - The company is involved in oil production, refining, and environmental remediation, with a mission to improve waste management and reduce environmental impact [5]. Group 3: Digital Treasury Strategies - The webinar will cover how digital treasury strategies could strengthen balance sheets, unlock capital pathways, and support sustainable growth [2][7]. - It will also explore the role of tokenization in complementing digital treasury strategies and creating new market opportunities [7]. - The discussion will provide insights into how energy assets, digital markets, and innovative treasury tools could converge to support Sky Quarry's future [7].

Core Viewpoint - Sky Quarry Inc. has signed a Memorandum of Understanding (MOU) with Continuum Network to explore the potential of tokenizing its commodities in blockchain-enabled markets, aiming to enhance market participation and strengthen its financial position [1][2][3] Group 1: Partnership Details - The collaboration will evaluate technical, regulatory, and commercial aspects of creating a secure framework for resource-linked commodity tokens [2] - The partnership will assess platform architecture, smart contract design, and regulatory requirements, including SEC review [2][3] - Continuum Network will provide expertise in blockchain architecture and smart contract development to ensure compliance and security [3][4] Group 2: Financial Implications - Tokenizing non-cash assets could potentially free up hundreds of billions of dollars in working capital across the energy industry, facilitating growth for domestic companies [3] - The real-world asset tokenization sector is projected to become a multi-trillion-dollar market by 2030, indicating significant future opportunities [3] - The collaboration aims to build a robust digital treasury model to strengthen Sky Quarry's financial foundation [3][4] Group 3: Company Focus and Future Plans - Sky Quarry is focused on recycling waste asphalt shingles into valuable materials while exploring opportunities at the intersection of energy and digital assets [4][6] - The company is in discussions regarding treasury assets that may be candidates for its contemplated Treasury Model [4] - Sky Quarry plans to host a webinar to introduce its digital asset strategy, indicating a commitment to transparency and stakeholder engagement [5]

Core Viewpoint - Sky Quarry Inc. reported a 35% increase in revenue for Q2 2025 compared to Q2 2024, driven by operational improvements and regained supply volumes, despite a 24% decrease in revenue for the first half of 2025 compared to the prior year [3][9]. Financial Performance - Revenues for Q2 2025 were $4.54 million, up from $3.38 million in Q2 2024, marking a 35% increase [3]. - For the first half of 2025, revenues totaled $10.87 million, down from $14.33 million in the same period of 2024, reflecting a 24% decrease [3]. - Gross profit for Q2 2025 was a loss of $117,529, an improvement from a loss of $485,589 in Q2 2024, showing a positive change of $368,060 [4]. - The gross profit for the first half of 2025 was a loss of $843,060, compared to a profit of $83,860 in the prior year, indicating a decrease of $926,920 [4]. - Total operating expenses for Q2 2025 were $1.62 million, up from $0.97 million in Q2 2024 [5]. - The net loss for Q2 2025 was $2.21 million, an improvement from a net loss of $3.56 million in Q2 2024 [5]. - For the first half of 2025, the net loss was $5.54 million, compared to $6.03 million in the same period of 2024 [5]. Cash Flow and Assets - Net cash used in operating activities for the first half of 2025 was $0.73 million, significantly lower than $2.60 million in the prior year [6]. - As of June 30, 2025, total assets were $22.80 million, down from $26.95 million at the end of 2024 [11][12]. - Current assets decreased from $4.99 million at the end of 2024 to $3.20 million as of June 30, 2025 [11]. - Total liabilities decreased from $15.45 million at the end of 2024 to $14.94 million as of June 30, 2025 [12]. Strategic Initiatives - The company unveiled a strategic growth plan to ramp operations at the Foreland Refinery to its full permitted production capacity of up to 800,000 barrels per year [9]. - An application for a recycling permit was submitted to develop an integrated energy facility in Utah, aimed at recovering valuable oil from waste asphalt shingles [9]. - A strategic digital asset initiative was launched to explore the tokenization of real-world energy commodities, aiming to open new market channels [9].

PART I – FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Sky Quarry Inc.'s unaudited condensed consolidated financial statements as of June 30, 2025, show total assets decreased to **$22.8 million**, a net loss of **$5.5 million**, and an accumulated deficit of **$29.5 million**, indicating significant going concern uncertainty [Condensed Consolidated Financial Statements](index=5&type=section&id=Condensed%20Consolidated%20Financial%20Statements) The company's financial statements show a weakened balance sheet with cash at **$173,795** and total assets at **$22.8 million**, while net sales decreased to **$10.9 million** for the six months ended June 30, 2025, resulting in a **$5.5 million** net loss and **$0.7 million** cash used in operations Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash | $173,795 | $385,116 | | Total Current Assets | $3,199,332 | $4,997,373 | | Total Assets | $22,800,561 | $26,947,243 | | Total Current Liabilities | $11,723,448 | $12,398,672 | | Total Liabilities | $14,935,079 | $15,448,746 | | Total Shareholders' Equity | $7,865,482 | $11,498,497 | Condensed Consolidated Statements of Operations (Unaudited) | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net Sales | $10,874,439 | $14,327,574 | | Gross Margin | ($843,060) | $83,860 | | Loss from Operations | ($4,402,430) | ($2,498,347) | | Net Loss | ($5,542,344) | ($6,025,023) | | Basic and Diluted Loss per Share | ($0.27) | ($0.37) | Condensed Consolidated Statements of Cash Flows (Unaudited) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | ($729,401) | ($2,602,375) | | Net cash used in investing activities | ($381,296) | ($1,371,716) | | Net cash provided by (used in) financing activities | ($1,226,930) | $4,178,508 | | Increase (decrease) in cash and restricted cash | ($2,339,302) | $196,283 | [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's oil production and environmental remediation business, highlighting a significant **'Going Concern'** uncertainty due to an accumulated deficit of **$29.5 million** and reliance on additional capital, alongside disclosures on debt, revenue, and subsequent management and financing events - The company is an oil production, refining, and development-stage environmental remediation company focused on recycling waste asphalt shingles and remediating oil-saturated soils[21](index=21&type=chunk) - Management has identified material uncertainties that cast **significant doubt** on the Company's ability to continue as a **going concern**, with an **accumulated deficit of $29,510,433** as of June 30, 2025, and insufficient operating cash flows without **additional financing**[26](index=26&type=chunk)[28](index=28&type=chunk) - Subsequent to the quarter end, the company entered into an agreement for the potential purchase of up to **$8.125 million of common stock**, secured a new **$1 million promissory note**, and appointed **Marcus Laun as President and Interim CFO** following the resignation of Darryl Delwo[136](index=136&type=chunk)[145](index=145&type=chunk)[146](index=146&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=35&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses a **24%** year-over-year decrease in net sales for the first six months of 2025 due to supply challenges and lower WTI pricing, alongside increased operating expenses, critical liquidity with only **$173,795** in cash, and the ongoing need for additional capital to address going concern uncertainties [Results of Operations](index=37&type=section&id=Results%20of%20Operations) For the six months ended June 30, 2025, net sales decreased **24%** to **$10.9 million**, resulting in a gross loss of **$843,060** due to lower product sales, while general and administrative expenses rose **38%** to **$3.6 million**, though the net loss slightly improved to **$5.5 million** Net Sales by Product (Six Months Ended June 30) | Product | 2025 | 2024 | Change | | :--- | :--- | :--- | :--- | | Diesel | $3,608,873 | $5,318,870 | (32%) | | Liquid Asphalt | $4,125,288 | $3,631,543 | 14% | | VGO | $2,931,119 | $3,474,668 | (16%) | | Naphtha | $196,482 | $1,340,594 | (85%) | | **Total** | **$10,874,439** | **$14,327,574** | **(24%)** | - The decline in net sales was primarily due to challenges in regaining supply volumes after the **2024 Foreland Refinery outage** and a drop in **WTI pricing from $87 to $68 per barrel**[168](index=168&type=chunk) - General and administrative expenses increased by **38%** for the six-month period, mainly due to a **$926,000 increase in professional fees** and a **$156,000 increase in executive compensation** associated with becoming a public company[174](index=174&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity is precarious, with cash at **$173,795** and total assets decreasing by **$4.1 million**, alongside negative operating cash flow of **$729,401**, necessitating additional capital through debt or equity to fund ongoing operations Balance Sheet Summary | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash | $173,795 | $385,116 | | Total Current Assets | $3,199,332 | $4,997,373 | | Total Assets | $22,800,561 | $26,947,243 | | Total Current Liabilities | $11,723,448 | $12,398,672 | - The company had **negative operating cash flows of $729,401** for the six months ended June 30, 2025[179](index=179&type=chunk)[188](index=188&type=chunk) - The company will continue to require **additional cash** for operational and capital needs, which it anticipates satisfying through **debt or equity issuance** until cash flows from operations are sufficient[186](index=186&type=chunk) [Quantitative and Qualitative Disclosure About Market Risks](index=44&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risks) This section is not applicable as the company is a smaller reporting company - Not applicable[192](index=192&type=chunk) [Controls and Procedures](index=44&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were **not effective** as of June 30, 2025, with no material changes to internal controls during the quarter, though a CFO resignation and interim appointment occurred subsequently - Management concluded that the Company's disclosure controls and procedures as of June 30, 2025, were **not effective**[192](index=192&type=chunk) - There were no changes in internal controls over financial reporting during the quarter ended June 30, 2025, that materially affected or are reasonably likely to materially affect internal controls[193](index=193&type=chunk) PART II – OTHER INFORMATION [Legal Proceedings](index=45&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal actions in the ordinary course of business, but management does not expect a material adverse effect on its financial position or results of operations - Management does not expect currently pending or threatened legal matters to have a **material adverse effect** on the company's financial position or results of operations[196](index=196&type=chunk) [Risk Factors](index=45&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, Sky Quarry is not required to provide this information - As a smaller reporting company, this item is not required[197](index=197&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=45&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During the six months ended June 30, 2025, the company issued **1,050,824 shares** of common stock in exchange for services and interest payments on promissory notes, receiving no cash proceeds - The company issued an aggregate of **1,050,824 shares of common stock** during the six-month period, which were issued in exchange for services and to pay interest on notes, with **no cash proceeds received**[198](index=198&type=chunk) [Defaults Upon Senior Securities](index=45&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no events under this item - There have been no events required to be reported under this Item[199](index=199&type=chunk) [Mine Safety Disclosures](index=45&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company - Not applicable[200](index=200&type=chunk) [Other Information](index=45&type=section&id=Item%205.%20Other%20Information) On August 12, 2025, Marcus Laun, an Executive VP and director, was appointed President and Interim Chief Financial Officer - **Marcus Laun** was appointed **President and Interim Chief Financial Officer** on August 12, 2025[201](index=201&type=chunk) [Exhibits](index=46&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files - The report includes **CEO and CFO certifications** pursuant to Rule 13a-14(a) and Section 1350, as well as **XBRL filings**[202](index=202&type=chunk)

Core Insights - Sky Quarry Inc. is launching a crowdfunding offering through its subsidiary, Foreland Refining Corporation, to support its sustainable resource recovery initiatives [1][5] - The company aims to address the fuel supply gap in Nevada, which currently imports about 86% of its refined fuel, by enhancing local production capabilities [2][8] - Sky Quarry is exploring digital asset strategies to improve transparency and efficiency in capital raising, viewing its revenue-linked crowdfunding as a potential model for future blockchain applications [3][4] Company Overview - Sky Quarry Inc. focuses on oil production, refining, and environmental remediation, particularly in recycling waste asphalt shingles [7] - Foreland Refining Corporation operates the Eagle Springs refinery in Nevada, producing essential petroleum products and serving various sectors across the Western U.S. [8] Crowdfunding Details - The proceeds from the crowdfunding will be used for refinery upgrades, operational efficiency improvements, and integration of recycled heavy oil from asphalt shingle recycling [5] - The crowdfunding offering is conducted under Regulation Crowdfunding through PicMii Crowdfunding [6]