Evolution Petroleum (EPM) - 2024 Q4 - Annual Report

Forward-Looking Statements The report contains forward-looking statements involving risks and uncertainties that are not guarantees of future performance - The report includes forward-looking statements concerning plans, strategies, financial projections, and operational expectations3 - The company warns that actual results may differ materially from these statements due to known and unknown risks, including changes in commodity prices for oil, natural gas, and NGLs46 Glossary of Selected Petroleum Industry Terms Definitions for key technical terms and abbreviations used in the petroleum industry are provided Part I Business The company is an independent energy firm focused on acquiring and developing onshore U.S. oil and gas properties to maximize shareholder returns - The company's core business strategy is to maximize total shareholder return by acquiring and developing a diversified portfolio of long-life oil and gas properties, maintaining financial discipline, and returning cash to shareholders1827 - In February 2024, the company acquired non-operated assets in the SCOOP and STACK plays of Oklahoma for approximately $39.2 million20 - In September 2023, the company entered into a participation agreement with PEDEVCO for the joint development of the Chaveroo oilfield, acquiring a 50% working interest in participated locations2425 Proved Reserves as of June 30, 2024 | Reserve Category | Oil (MBbls) | Natural Gas (MMcf) | NGLs (MBbls) | Total Proved Reserves (MBOE) | Percent of Total Proved | | :--- | :--- | :--- | :--- | :--- | :--- | | Developed Producing | 7,746 | 66,627 | 5,065 | 23,917 | 75.2% | | Developed Non-Producing | 108 | 33 | 9 | 123 | 0.4% | | Undeveloped | 3,956 | 11,249 | 1,914 | 7,745 | 24.4% | | Total Proved | 11,810 | 77,909 | 6,988 | 31,785 | 100.0% | | Product Mix | 37% | 41% | 22% | 100% | | - For fiscal year 2024, four individual purchasers collectively accounted for approximately 69% of the company's total revenues, indicating significant customer concentration62 Risk Factors The company faces significant risks from commodity price volatility, operational dependencies, reserve estimation, and regulatory changes - A substantial or extended decline in oil and natural gas prices could adversely affect the company's business, financial condition, and ability to fund capital expenditures103104 - The company has limited control over its properties as they are all operated by third parties, which could lead to unexpected costs or lower production109 - Estimates of oil and natural gas reserves are inherently uncertain and subjective, and inaccurate estimates could lead to material financial adjustments119 - The company faces transition and physical risks from climate change, including stricter regulations, increased litigation risk, and potential impacts from extreme weather129130131 - A cyber-attack could result in information theft, operational disruption, and financial loss as the industry is increasingly dependent on digital technologies139140 Unresolved Staff Comments The company reports no unresolved comments from the Securities and Exchange Commission - None168 Cybersecurity The company maintains a cybersecurity risk management program overseen by the Board and has experienced no material incidents - Cybersecurity risk management is part of the company's enterprise risk management program, with oversight from the Board of Directors and management by the Principal Financial Officer169170 - The company reports that no cybersecurity incidents or threats have materially impacted its business or operations170 Properties Detailed information on the company's oil and gas properties is incorporated by reference from other sections - Information regarding the company's properties is located in Item 1. Business and Note 4 to the consolidated financial statements172 Legal Proceedings Information on legal proceedings is incorporated by reference and discloses no material pending litigation - Information on legal proceedings is incorporated by reference from Note 10, "Commitments and Contingencies"173 Mine Safety Disclosures This section is not applicable to the company - Not Applicable173 Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities The company's stock trades on the NYSE American, with a history of quarterly dividends and an active share repurchase program - The company's common stock is traded on the NYSE American under the ticker symbol 'EPM'175 Quarterly Dividends Per Share | Quarter Ended | Fiscal Year 2024 | Fiscal Year 2023 | | :--- | :--- | :--- | | June 30 | $0.12 | $0.12 | | March 31 | $0.12 | $0.12 | | December 31 | $0.12 | $0.12 | | September 30 | $0.12 | $0.12 | - A share repurchase program authorized up to $25.0 million is effective through December 31, 2024, with $20.4 million remaining available for repurchases as of June 30, 2024180 Reserved This item is reserved and contains no information Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses a significant decline in net income due to lower commodity prices, its liquidity position, and future capital plans Financial Performance Comparison (FY 2024 vs. FY 2023) | Metric | FY 2024 | FY 2023 | Change | Change % | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $85.9M | $128.5M | ($42.6M) | (33.2)% | | Net Income | $4.1M | $35.2M | ($31.1M) | (88.4)% | | Diluted EPS | $0.12 | $1.04 | ($0.92) | (88.5)% | | Avg. Price per BOE | $34.56 | $49.56 | ($15.00) | (30.3)% | Cash Flow Summary (in thousands) | Cash Flow Activity | FY 2024 | FY 2023 | | :--- | :--- | :--- | | Operating Activities | $22,729 | $51,272 | | Investing Activities | ($49,633) | ($6,992) | | Financing Activities | $22,316 | ($41,526) | - As of June 30, 2024, the company had $6.4 million in cash and $39.5 million outstanding on its Senior Secured Credit Facility, which has a $50.0 million borrowing base205206 - The decrease in revenue was primarily driven by a 62.7% decrease in realized natural gas prices and a 4.2% decrease in total equivalent production volumes226227 - Budgeted capital expenditures for fiscal year 2025 are expected to be between $12.5 million and $14.5 million, excluding potential acquisitions217 Quantitative and Qualitative Disclosures About Market Risks The company's primary market exposures are to energy commodity price volatility and interest rate fluctuations on its debt - The company's main market risks are from volatile energy commodity prices and changes in interest rates on its debt249252 - The Senior Secured Credit Facility may require the company to hedge a portion of its oil and natural gas production to mitigate price risk249331 - Borrowings under the credit facility bear interest at a floating rate based on SOFR, exposing the company to interest rate fluctuations252 Consolidated Financial Statements and Supplementary Data This section presents the audited consolidated financial statements, notes, and supplementary data on oil and gas activities Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2024 | June 30, 2023 | | :--- | :--- | :--- | | Total Assets | $162,877 | $128,317 | | Total Liabilities | $81,750 | $36,223 | | Total Stockholders' Equity | $81,127 | $92,094 | Changes in Proved Reserves (MBOE) | Description | FY 2024 | FY 2023 | | :--- | :--- | :--- | | Beginning Balance | 31,176 | 36,243 | | Revisions | (4,939) | (2,598) | | Extensions & Discoveries | 4,803 | 124 | | Purchases | 3,230 | - | | Production | (2,485) | (2,593) | | Ending Balance | 31,785 | 31,176 | Standardized Measure of Discounted Future Net Cash Flows (in thousands) | Year | Standardized Measure | | :--- | :--- | | 2024 | $166,601 | | 2023 | $238,177 | | 2022 | $314,783 | Changes In and Disagreements with Accountants on Accounting and Financial Disclosure The company reports no changes in or disagreements with its accountants on accounting and financial disclosure - None389 Controls and Procedures Management concluded that the company's disclosure controls and internal controls over financial reporting were effective - Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2024390 - Management concluded that the company maintained effective internal control over financial reporting as of June 30, 2024, based on the COSO 2013 framework392 - There were no changes in internal control over financial reporting during the fourth quarter that materially affected, or are reasonably likely to materially affect, these controls395 Other Information The company reports no other information for this item - None395 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections This section is not applicable to the company - Not applicable395 Part III Directors, Executive Officers, and Corporate Governance Information for this item is incorporated by reference from the company's 2024 Annual Meeting Proxy Statement - Information is incorporated by reference to the registrant's 2024 Annual Meeting of Stockholders proxy statement397 Executive Compensation Information for this item is incorporated by reference from the company's 2024 Annual Meeting Proxy Statement - Information is incorporated by reference to the registrant's 2024 Annual Meeting of Stockholders proxy statement398 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information for this item is incorporated by reference from the company's 2024 Annual Meeting Proxy Statement - Information is incorporated by reference to the registrant's 2024 Annual Meeting of Stockholders proxy statement398 Certain Relationships and Related Transactions, and Director Independence Information for this item is incorporated by reference from the company's 2024 Annual Meeting Proxy Statement - Information is incorporated by reference to the registrant's 2024 Annual Meeting of Stockholders proxy statement398 Principal Accountant Fees and Services Information for this item is incorporated by reference from the company's 2024 Annual Meeting Proxy Statement - Information is incorporated by reference to the registrant's 2024 Annual Meeting of Stockholders proxy statement398 Part IV Exhibits and Financial Statement Schedules This section lists all financial statements, schedules, and exhibits filed with or incorporated into the report - This section lists all financial statements, schedules, and exhibits filed with the report, including key corporate documents, material agreements, and consents from independent auditors and reservoir engineers400401 Form 10-K Summary The company reports no information for this item - None401