Evolution Petroleum (EPM) - 2025 Q4 - Annual Report

Forward-Looking Statements This section outlines the nature of forward-looking statements, their scope, and the inherent risks and uncertainties that may cause actual results to differ materially - All statements, except for historical facts, are forward-looking, identified by words like "plan," "expect," "project," "estimate," etc[7] - Forward-looking statements cover plans, strategies, capital allocation, anticipated development activity, capital spending, funding sources, growth in shareholder value, acquisitions, production and commodity mix estimates, commodity prices, drilling risks, reserve estimates, access to credit, ESG performance, interest expense, debt management, risk management programs, regulatory impacts, environmental requirements, GHG emissions, operational flexibility, dividends, tax provisions, cost structures, competitiveness, inventories, global demand, geopolitical environment, weather events, staffing levels, and commitments[7] - Readers are cautioned against undue reliance on forward-looking statements due to numerous assumptions, known and unknown risks, and uncertainties (many beyond control) that may cause actual events or results to differ materially and/or adversely[8][9][10] Glossary of Selected Petroleum Industry Terms This glossary provides definitions for key petroleum industry terms, including production units, recovery methods, and financial metrics - The glossary defines key petroleum industry terms such as Bbl (barrel), BCF (billion cubic feet), BOE (barrels of oil equivalent), EOR (Enhanced Oil Recovery), LOE (Lease Operating Expense), NGL (Natural Gas Liquids), Proved Reserves, PUD (Proved Undeveloped Reserves), PV-10, and Working Interest[13][15][17][18][19] PART I Item 1. Business Evolution Petroleum Corporation is an independent energy company focused on maximizing shareholder returns through U.S. onshore oil and natural gas property investments General Business Strategy and Recent Developments The company aims to maximize shareholder returns through a strong balance sheet, asset growth via acquisitions, and returning cash to shareholders - Evolution Petroleum Corporation is an independent energy company focused on maximizing total returns to shareholders through ownership and investment in onshore oil and natural gas properties in the United States[23] - The company's business strategy is to maximize total shareholder return by maintaining a strong balance sheet, growing the asset base through investment and accretive acquisitions, and returning cash to shareholders via dividends or share repurchases[32][38] - Recent developments include a quarterly dividend declaration of $0.12 per common share (payable September 30, 2025), a $17.0 million acquisition of SCOOP/STACK mineral and royalty interests, an amended Senior Secured Credit Facility with an initial borrowing base of $65.0 million, a $9.0 million TexMex non-operated asset acquisition, and the sale of approximately 0.7 million common shares for $3.5 million under an At-the-Market (ATM) equity sales program[24][25][26][28][31] Properties The company holds diverse non-operated interests in U.S. oil and natural gas properties across multiple basins - The company holds non-operated interests in various U.S. oil and natural gas properties, including TexMex (Texas/New Mexico), SCOOP/STACK (Central Oklahoma), Chaveroo Field (New Mexico), Jonah Field (Wyoming), Williston Basin (North Dakota), Barnett Shale (North Texas), Hamilton Dome Field (Wyoming), and Delhi Field (Louisiana)[33][35][37][40][42][44][46][48] Average Net Daily Production (FY2025) | Property | Average Net Daily Production (MBOEPD) | Product Mix (Oil/Natural Gas/NGLs) | | :--------------- | :------------------------------------ | :--------------------------------- | | TexMex | 0.4 | 59% oil, 41% natural gas | | SCOOP/STACK | 1.2 | 34% oil, 50% natural gas, 16% NGLs | | Chaveroo Field | 0.2 | 100% oil | | Jonah Field | 1.6 | 5% oil, 89% natural gas, 6% NGLs | | Williston Basin | 0.5 | 76% oil, 10% natural gas, 14% NGLs | | Barnett Shale | 2.4 | 1% oil, 74% natural gas, 25% NGLs | | Hamilton Dome Field | 0.4 | 100% oil | | Delhi Field | 0.8 | 77% oil, 23% NGLs | Estimated Oil and Natural Gas Reserves and Estimated Future Net Revenues This section details the company's estimated proved oil and natural gas reserves and associated future net revenues Estimated Proved Reserves as of June 30, 2025 | Reserve Category | Oil (MBbls) | Natural Gas (MMcf) | NGLs (MBbls) | Total Proved (MBOE) | Percent of Total Proved | | :--------------- | :---------- | :----------------- | :----------- | :------------------ | :---------------------- | | Developed Producing | 8,349 | 57,149 | 4,311 | 22,185 | 81.8 % | | Developed Non-Producing | 378 | 757 | 5 | 509 | 1.9 % | | Undeveloped | 3,401 | 3,599 | 412 | 4,413 | 16.3 % | | Total Proved | 12,128 | 61,505 | 4,728 | 27,107 | 100.0 % | | Product Mix | 44.8% | 37.8% | 17.4% | 100.0% | | - Total proved reserves as of June 30, 2025, were 27.1 MMBOE, a 14.8% decrease from 31.8 MMBOE in the prior year, primarily due to net negative revisions of 6.0 MMBOE and production roll-off of 2.6 MMBOE, partially offset by 3.0 MMBOE from the TexMex Acquisition and 0.9 MMBOE from extensions[225] - Proved Undeveloped (PUD) reserves were 4.4 MMBOE as of June 30, 2025, with related future development costs of approximately $75.1 million, mainly associated with Chaveroo Field, Williston Basin, and SCOOP/STACK properties[65] Drilling and Present Activities The company, as a non-operator, relies on third-party operators for drilling programs and outlines planned well activities - The company does not operate its oil and natural gas properties and relies on third-party operators for drilling programs[66] - For fiscal year 2026, no new wells are planned in the Jonah Field, Barnett Shale, Delhi Field, and Hamilton Dome Field[66] - Workover rigs are periodically active in Williston Basin, Hamilton Dome Field, Delhi Field, and TexMex[66] - Five gross wells are expected to be brought online in SCOOP/STACK during fiscal year 2026[67] - At Chaveroo Field, drilling permits for the next round of six wells are expected by Q3 FY2026, with timing dependent on oil prices and well costs[67] Production Volumes, Average Sales Price and Average Production Costs This section presents production volumes, average sales prices, and production costs for crude oil, natural gas, and NGLs Production Volumes and Average Sales Price (Years Ended June 30) | Production: | 2025 Volume | 2025 Price | 2024 Volume | 2024 Price | 2023 Volume | 2023 Price | | :---------------------- | :---------- | :--------- | :---------- | :--------- | :---------- | :--------- | | Crude oil (MBBL) | 766 | $66.71 | 709 | $75.38 | 659 | $77.46 | | Natural gas (MMCF) | 8,409 | $2.80 | 8,243 | $2.61 | 9,109 | $7.00 | | Natural gas liquids (MBBL) | 414 | $27.11 | 402 | $27.13 | 416 | $32.86 | | Equivalent (MBOE) | 2,582 | $33.25 | 2,485 | $34.56 | 2,593 | $49.56 | | Average daily production (BOEPD) | 7,074 | | 6,790 | | 7,104 | | Production Costs (Years Ended June 30, in thousands, except per BOE) | Production costs | 2025 Amount | 2025 per BOE | 2024 Amount | 2024 per BOE | 2023 Amount | 2023 per BOE | | :------------------------------------ | :---------- | :----------- | :---------- | :----------- | :---------- | :----------- | | Total lease operating costs | $49,338 | $19.11 | $48,273 | $19.43 | $59,545 | $22.96 | | Ad valorem and production taxes | $5,709 | $2.21 | $5,285 | $2.13 | | | | Gathering, transportation, and other costs | $11,357 | $4.40 | $9,656 | $3.89 | | | | Other lease operating costs | $32,272 | $12.50 | $33,332 | $13.41 | | | - Total equivalent production increased by 3.9% (97 MBOE) year-over-year, while the average realized commodity price decreased by 3.8% ($1.31 per BOE)[258] - Crude oil prices decreased 11.5%, NGL prices decreased 0.1%, and natural gas prices increased 7.3%[258] - Other lease operating costs decreased by $1.1 million (3.2%) compared to the prior fiscal year, primarily due to a $1.9 million credit from a Barnett Shale operator and reduced CO2 purchases at Delhi Field[261] Productive Wells and Acreage This section details the company's productive oil and natural gas wells and its developed and undeveloped lease acreage Productive Oil and Natural Gas Wells (June 30, 2025) | | Gross | Net | | :---------- | :---- | :---- | | Oil | 867 | 217.8 | | Natural gas | 1,372 | 255.7 | | Total | 2,239 | 473.5 | Developed and Undeveloped Lease Acreage (June 30, 2025) | Field | Developed Acreage (Gross) | Developed Acreage (Net) | Undeveloped Acreage (Gross) | Undeveloped Acreage (Net) | Total (Gross) | Total (Net) | | :-------------------------------- | :------------------------ | :---------------------- | :-------------------------- | :------------------------ | :------------ | :---------- | | TexMex, Louisiana, Texas, and New Mexico | 27,789 | 11,220 | — | — | 27,789 | 11,220 | | SCOOP/STACK, Oklahoma | 101,120 | 4,010 | 2,560 | 143 | 103,680 | 4,153 | | Chaveroo Field, New Mexico | 1,120 | 560 | 3,408 | 1,704 | 4,528 | 2,264 | | Jonah Field, Wyoming | 5,280 | 956 | — | — | 5,280 | 956 | | Williston Basin, North Dakota | 124,800 | 37,258 | 13,440 | 3,996 | 138,240 | 41,254 | | Barnett Shale, Texas | 123,777 | 20,918 | — | — | 123,777 | 20,918 | | Hamilton Dome Field, Wyoming | 5,908 | 1,389 | — | — | 5,908 | 1,389 | | Delhi Field, Louisiana | 9,126 | 2,180 | 4,510 | 1,077 | 13,636 | 3,257 | | Total | 398,920 | 78,491 | 23,918 | 6,920 | 422,838 | 85,411 | - Most acreage, including any undeveloped, nonproductive, or undrilled acreage, is held by existing production as long as continuous production is maintained in the unit, except for some undeveloped acreage in SCOOP/STACK and Williston Basin[77] Markets and Customers The company markets its production to third parties, with significant revenue concentration from a few operators, and faces volatile commodity prices - The company's production is marketed to third parties, primarily through field operators, except for Jonah Field where natural gas and NGL working interest production is taken in-kind and marketed separately[80] - In FY2025, three individual operators (Denbury, Diversified, and Foundation) collectively accounted for approximately 51% of total revenues, down from 69% by four operators in FY2024[81] - Prices for crude oil, natural gas, and NGLs are influenced by global market factors beyond the company's control, including government regulations, geopolitical instability, demand, OPEC actions, and weather[83] Competition The oil and natural gas industry is highly competitive, requiring strong financial resources and technical expertise - The oil and natural gas industry is highly competitive, with the company facing major integrated and numerous independent oil and natural gas companies[84] - Key competitive factors include financial resources, technical expertise, operational efficiency, technological advantages, ability to identify and acquire economically producible reserves, and access to capital[84] Risk Management The company uses derivative instruments to hedge commodity price fluctuations and reduce cash flow variability, not for speculative trading - The company uses derivative instruments (costless collars, stand-alone put options, fixed-price swaps, and basis swaps) to hedge exposure to commodity price fluctuations and reduce cash flow variability, as required by its Senior Secured Credit Facility, not for speculative trading[85][86] - Derivative contracts are entered into only with creditworthy financial institutions[87] Government Regulation Oil and natural gas operations are subject to extensive federal, state, and local regulations, with non-compliance risking substantial penalties - Oil and natural gas operations are subject to extensive federal, state, and local regulations covering production (permits, bonds, reports, conservation, well locations, drilling methods, water use, abandonment) and transportation (FERC regulation of interstate rates)[89][93] - Environmental regulations include CERCLA (hazardous substances), RCRA (waste disposal), ESA (endangered species), CAA (air emissions, including methane), CWA (water discharge), and Safe Drinking Water Act (injection wells, hydraulic fracturing)[94][95][97][98][100][102][103] - Non-compliance with regulations can result in substantial penalties, fines, administrative orders, injunctions, and permit denials, which could materially adversely affect financial condition and results of operations[90][91][94] Climate Change Climate change presents transition and physical risks, including regulatory changes, litigation, and shifts in market demand for fossil fuels - Climate change poses transition risks (political, regulatory, legal, technological, financial changes) and physical risks (extreme weather events) that could materially adversely affect the business[106][107][108][109][112] - Government actions include EPA rules on methane emissions and state-level initiatives (e.g., New Mexico's 98% natural gas capture requirement)[107][109][111] - While the Inflation Reduction Act created disincentives for fossil fuels, Congress invalidated and postponed the methane reduction charge to 2034[107][109][111] - Litigation risks against oil and natural gas companies for climate change contributions are increasing, and market demand for products may shift due to energy transition efforts and incentives for alternative energy sources[108][109] Insurance The company maintains customary insurance for its properties and operations but retains certain risks and does not cover business interruption - The company maintains customary insurance for its oil and natural gas properties and operations, including general liability, excess liability, control of well, and cybersecurity insurance[114] - Not all losses are insured, and the company retains certain risks through deductibles, limits, and self-retentions[114] - Business interruption or lost profits coverage is not carried[114] Human Capital, Sustainability, and ESG The company has eleven full-time employees and is committed to sustainability and ESG, partnering with operators who share its values - As of June 30, 2025, the company had eleven full-time employees, with a focus on non-operating properties and outsourcing non-core functions[115] - Employee benefits include medical, dental, vision, 401(k), and performance-based incentives[115] - The company is committed to sustainability and ESG, having established an ESG Task Force in FY2021-2022, published its first Corporate Sustainability Report, and formed a dedicated Board Sustainability Committee in FY2023[117][118] - As a non-operator, the company partners with third-party operators who share its core values and commitment to environmental stewardship, acknowledging its limited direct control over property-level environmental initiatives[121] Additional Information The company files various reports with the SEC, which are accessible on its and the SEC's websites - The company files Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and other reports with the SEC, which are available on its website (www.evolutionpetroleum.com) and the SEC's website (www.sec.gov)[123](index=123&type=chunk) Item 1A. Risk Factors This section details significant risks including commodity price volatility, limited operational control, regulatory changes, cybersecurity, and ESG sentiment - The company's non-operated ownership model means it has limited control over operations, capital expenditures, and compliance with environmental, safety, and other standards, and is dependent on other working interest owners for funding[125][133] - A substantial or extended decline in oil, natural gas, and NGL prices significantly influences revenue, profitability, access to capital, capital spending, and future growth, as approximately 45% of proved reserves are oil, 38% natural gas, and 17% NGLs[127][129] - The company faces risks from extensive federal, state, and local government regulations, including those related to oil and natural gas operations, environmental matters, and climate change, which can impose significant expenditures, operational delays, restrictions, and liabilities[157][158][159] - Cybersecurity threats pose risks of information theft, data corruption, operational disruption, damage to reputation, and financial loss due to the industry's increasing dependence on digital technologies[166][168] - Investor sentiment towards climate change, fossil fuels, sustainability, and other ESG matters could adversely affect the company's business, stock price, and ability to access capital markets or obtain new investment/financing[193][195] Item 1B. Unresolved Staff Comments The company reported no unresolved staff comments - There are no unresolved staff comments[196] Item 1C. Cybersecurity The company's cybersecurity program, overseen by the Board, manages threats and incidents, with no material incidents reported - The company's cybersecurity risk management program is part of its overall enterprise risk management, designed to handle cybersecurity threats and incidents, including those associated with third-party service providers[197] - The program includes ongoing security awareness training for employees, regular cybersecurity risk and vulnerability assessments, and mechanisms to detect and monitor unusual network activity[197] - The Board of Directors is ultimately responsible for overseeing cybersecurity risk management, with the Principal Financial Officer directing cybersecurity programs[200] - No material cybersecurity incidents or threats have impacted the business[200] Item 2. Properties Property information is incorporated by reference from Item 1. Business and Note 4 of the financial statements - Information regarding the company's properties is included in Item 1. Business and Note 4, "Property and Equipment" to the consolidated financial statements[202] Item 3. Legal Proceedings Legal proceedings information is incorporated by reference from Note 10 of the consolidated financial statements - Information regarding legal proceedings is incorporated by reference from Note 10, "Commitments and Contingencies" to the consolidated financial statements[203] Item 4. Mine Safety Disclosures This item is not applicable to the company - This item is not applicable[204] PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities The company's common stock trades on NYSE American, with 34.3 million shares outstanding, and has paid 47 consecutive quarterly dividends - The company's common stock trades on the NYSE American under the ticker symbol "EPM"[206] - As of June 30, 2025, there were 34,337,188 shares of common stock issued and outstanding, with approximately 220 registered shareholders as of September 1, 2025[207] Quarterly Cash Dividends Per Share | Fiscal Year | Q1 | Q2 | Q3 | Q4 | | :---------- | :- | :- | :- | :- | | 2025 | $0.12 | $0.12 | $0.12 | $0.12 | | 2024 | $0.12 | $0.12 | $0.12 | $0.12 | - The company has paid 47 consecutive quarterly dividends on its common stock[208] - Future dividend payments are at the discretion of the Board of Directors[208] - As of June 30, 2025, 2,462,908 shares remained available for future issuance under equity compensation plans[209] Issuer Purchases of Equity Securities (Three Months Ended June 30, 2025) | Period | Total shares purchased and received (1) | Average price paid per share (1) | | :--------- | :------------------------------------ | :------------------------------- | | April 2025 | 1,729 | $4.33 | | June 2025 | 36,652 | $4.70 | (1) All shares received were surrendered by employees for tax withholding upon the vesting of restricted stock awards Item 6. Reserved This item is reserved and contains no information - This item is reserved[212] Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial condition and operational results, highlighting net income, revenue, production, and cash flow changes Executive Overview This overview summarizes the company's strategy, recent developments, and the impact of commodity price volatility on reserves and financials - Evolution Petroleum Corporation is an independent energy company focused on maximizing total shareholder return from a diversified portfolio of long-life oil and natural gas properties built through acquisitions, selective development, production enhancements, and exploitation efforts[214] - Recent developments include a $0.12 per share quarterly dividend, a $17.0 million SCOOP/STACK Minerals Acquisition, an amended Senior Secured Credit Facility with a $65.0 million initial borrowing base, a $9.0 million TexMex Acquisition, and $3.5 million in net proceeds from an ATM Equity Sales Program[218][219][220][221][224] Proved Reserves Summary (June 30, 2025 vs. 2024) | Metric | 2025 | 2024 | Change | | :-------------------- | :----- | :----- | :------- | | Proved Reserves MMBOE | 27.1 | 31.8 | (14.8)% | | % Developed | 83.7 % | 75.6 % | 8.1 % | | Liquids % | 62.2 % | 59.1 % | 3.1 % | | Standardized Measure ($MM) | $155.2 | $166.6 | (6.8)% | - The net decrease in total proved reserves was primarily due to net negative revisions of 6.0 MMBOE and production roll-off of 2.6 MMBOE, partially offset by 3.0 MMBOE from the TexMex Acquisition and 0.9 MMBOE from extensions[225] - Oil, natural gas, and NGL prices are expected to remain volatile due to global market factors, which can decrease revenues, affect capital expenditures, and reduce the borrowing base under the Senior Secured Credit Facility[228][229][230] Liquidity and Capital Resources This section details the company's cash, credit facility, working capital, and capital expenditures, including recent acquisitions Liquidity and Capital Resources (June 30, 2025 vs. 2024, in thousands) | Metric | June 30, 2025 | June 30, 2024 | | :-------------------------------- | :------------ | :------------ | | Cash and cash equivalents | $2,507 | $6,446 | | Outstanding borrowings (Senior Secured Credit Facility) | $37,500 | $39,500 | | Working capital | $(4,000) | $5,900 | - The Senior Secured Credit Facility was amended on June 30, 2025, with a maximum capacity of $200.0 million and a current borrowing base of $65.0 million, providing $27.5 million in available borrowing capacity as of June 30, 2025[235] - The company was in compliance with all covenants under the Senior Secured Credit Facility as of June 30, 2025, and the hedge covenant was amended on August 29, 2025, to combine crude oil and natural gas volumes on a BOE basis[236][238][362] - Subsequent to fiscal year-end, the company acquired SCOOP/STACK mineral and royalty interests for $17.0 million, funded by $15.0 million from the credit facility, reducing remaining availability to $11.7 million[240][412] - Development capital expenditures for FY2025 were $13.2 million, primarily at Chaveroo Field and SCOOP/STACK[244] - Expected budgeted capital expenditures for FY2026 are $4.0 million to $6.0 million, excluding acquisitions[245] Results of Operations This section analyzes net income, revenues, and operating costs, highlighting impacts from commodity prices and production changes Net Income and Revenues (Years Ended June 30, in thousands) | Metric | 2025 | 2024 | Variance | Variance % | | :-------------------- | :----- | :----- | :------- | :--------- | | Net income (loss) | $1,473 | $4,080 | $(2,607) | (63.9)% | | Crude oil revenues | $51,102 | $53,446 | $(2,344) | (4.4)% | | Natural gas revenues | $23,516 | $21,525 | $1,991 | 9.2% | | Natural gas liquids revenues | $11,222 | $10,906 | $316 | 2.9% | | Total revenues | $85,840 | $85,877 | $(37) | (0.0)% | Operating Costs and Other Income/Expense (Years Ended June 30, in thousands) | Cost/Expense Category | 2025 | 2024 | Variance | Variance % | | :------------------------------------ | :----- | :----- | :------- | :--------- | | Lease operating costs | $49,338 | $48,273 | $1,065 | 2.2% | | Depletion, depreciation, and accretion | $21,993 | $20,062 | $1,931 | 9.6% | | General and administrative expenses | $10,334 | $9,636 | $698 | 7.2% | | Net gain (loss) on derivative contracts | $473 | $(1,292) | $1,765 | (136.6)% | | Interest expense | $(2,970) | $(1,459) | $(1,511) | 103.6% | | Income tax (expense) benefit | $(396) | $(1,417) | $1,021 | (72.1)% | - Net income decreased by 63.9% due to higher interest expense and lower crude oil prices, partially offset by increased natural gas revenues and a net gain on derivative contracts[256][267][265] - Average daily equivalent production increased by 4.2% to 7,074 BOEPD in FY2025, while the average realized commodity price (excluding derivatives) decreased by 3.8% to $33.25 per BOE[256][258] - Other lease operating costs decreased by $1.1 million (3.2%) due to a $1.9 million credit from a Barnett Shale operator and reduced CO2 purchases[261] - Depletion expense increased by 9.5% due to an increased depletion rate from decreased reserve estimates[262] Critical Accounting Policies and Estimates This section outlines key accounting policies, including the full cost method, reserve estimates, stock-based compensation, and recent ASU adoptions - The company uses the full cost method of accounting for oil and natural gas properties, capitalizing all acquisition, exploration, and development costs[272][314] - Estimates of proved reserves are critical, impacting depletion expense and the quarterly ceiling test calculation[273][328] - These estimates are complex, subjective, and subject to substantial future revisions based on new data, development activity, and economic factors[273][328] - Stock-based compensation for performance-based awards is valued using a Monte Carlo simulation, considering variables like stock price volatility, expected term, risk-free interest rate, and dividend yield[275][276] - The company adopted ASU 2023-07 (Segment Reporting) as of June 30, 2025, with no significant impact, and is evaluating ASU 2024-03 (Disaggregation of Income Statement Expenses) and ASU 2023-09 (Improvements to Income Tax Disclosures)[332][333][334] Item 7A. Quantitative and Qualitative Disclosures About Market Risks The company manages energy commodity price risk through derivatives and is exposed to interest rate risk on its variable-rate credit facility - The company is exposed to energy commodity price risk, including price differentials, and uses derivative financial instruments (costless collars, fixed-price swaps, basis swaps) to hedge this exposure and reduce cash flow variability, as required by its Senior Secured Credit Facility[278] - Derivative contracts are not entered into for speculative trading purposes and are executed only with creditworthy financial institutions[278][279] - The company is exposed to interest rate risk on its cash and cash equivalents and variable-rate borrowings under the Senior Secured Credit Facility, but does not currently use interest rate derivative instruments to manage this exposure[280] Item 8. Consolidated Financial Statements and Supplementary Data This section presents the audited consolidated financial statements, including balance sheets, income statements, cash flows, notes, and the independent auditor's report Report of Independent Registered Public Accounting Firm Baker Tilly US, LLP issued an unqualified opinion on the consolidated financial statements, identifying proved reserves as a critical audit matter - Baker Tilly US, LLP issued an unqualified opinion, stating that the consolidated financial statements for Evolution Petroleum Corporation as of and for the years ended June 30, 2025 and 2024, are presented fairly in all material respects, in conformity with GAAP[282] - The critical audit matter identified was the impact of proved oil and natural gas reserves on Depletion, Depreciation, and Amortization (DD&A) and the Full Cost Ceiling Test Impairment Calculation, due to significant management judgment and the use of specialists in developing reserve estimates[287][291] Consolidated Financial Statements This section includes the company's consolidated balance sheets, statements of operations, and cash flows for fiscal years 2025 and 2024 Consolidated Balance Sheets (June 30, in thousands) | Metric | June 30, 2025 | June 30, 2024 | | :------------------------------------ | :------------ | :------------ | | Cash and cash equivalents | $2,507 | $6,446 | | Oil and natural gas properties, net | $142,248 | $139,685 | | Total assets | $160,252 | $162,877 | | Total current liabilities | $21,387 | $15,813 | | Senior secured credit facility | $37,500 | $39,500 | | Total liabilities | $88,439 | $81,750 | | Total stockholders' equity | $71,813 | $81,127 | Consolidated Statements of Operations (Years Ended June 30, in thousands, except per share amounts) | Metric | 2025 | 2024 | | :------------------------------------ | :----- | :----- | | Total revenues | $85,840 | $85,877 | | Total operating costs | $81,665 | $77,971 | | Income (loss) from operations | $4,175 | $7,906 | | Net gain (loss) on derivative contracts | $473 | $(1,292) | | Interest expense | $(2,970) | $(1,459) | | Net income (loss) | $1,473 | $4,080 | | Basic EPS | $0.03 | $0.12 | | Diluted EPS | $0.03 | $0.12 | Consolidated Statements of Cash Flows (Years Ended June 30, in thousands) | Cash Flow Activity | 2025 | 2024 | | :------------------------------------ | :----- | :----- | | Net cash provided by operating activities | $33,052 | $22,729 | | Net cash used in investing activities | $(21,642) | $(49,633) | | Net cash provided by (used in) financing activities | $(15,349) | $22,316 | | Net increase (decrease) in cash and cash equivalents | $(3,939) | $(4,588) | Notes to Consolidated Financial Statements These notes detail credit risk concentrations, customer concentration, derivative contract performance, asset retirement obligations, and dividend payments - The company's primary concentrations of credit risk are uncollectible accounts receivable, non-performance by derivative counterparties, and cash balances exceeding FDIC limits[323] - In FY2025, three operators (Denbury, Diversified, Foundation) accounted for approximately 51% of total revenues, highlighting significant customer concentration[324] Net Gain (Loss) on Derivative Contracts (Years Ended June 30, in thousands) | Category | 2025 | 2024 | | :------------------------------------ | :----- | :----- | | Realized gain (loss) on derivative contracts | $965 | $(399) | | Unrealized gain (loss) on derivative contracts | $(492) | $(893) | | Total net gain (loss) on derivative contracts | $473 | $(1,292) | - The Asset Retirement Obligation (ARO) liability increased to $21.8 million as of June 30, 2025, from $19.4 million as of June 30, 2024, primarily due to accretion of discount and upward revisions for increased cost estimates[388][389] - The company paid $16.3 million in cash dividends in FY2025 and $16.0 million in FY2024[392] - It also issued approximately 0.7 million shares of common stock under its ATM Sales Agreement for net proceeds of $3.5 million in FY2025[393] Supplemental Disclosure about Oil and Natural Gas Properties (unaudited) This unaudited disclosure provides details on capitalized costs, costs incurred for activities, proved reserves, and discounted future net cash flows Capitalized Costs of Oil and Natural Gas Properties (June 30, in thousands) | Metric | June 30, 2025 | June 30, 2024 | June 30, 2023 | | :------------------------------------ | :------------ | :------------ | :------------ | | Property costs subject to amortization | $272,496 | $249,559 | $197,049 | | Less: Accumulated depletion, depreciation, and impairment | $(130,248) | $(109,874) | $(91,268) | | Oil and natural gas properties, net | $142,248 | $139,685 | $105,781 | Costs Incurred for Oil and Natural Gas Activities (Years Ended June 30, in thousands) | Activity | 2025 | 2024 | 2023 | | :---------------------- | :----- | :----- | :----- | | Proved property acquisition costs | $9,159 | $39,153 | $31 | | Development costs | $13,778 | $13,357 | $8,384 | | Total costs incurred | $22,937 | $52,510 | $8,415 | Estimated Net Quantities of Proved Oil and Natural Gas Reserves (MBOE) | Category | June 30, 2025 | June 30, 2024 | June 30, 2023 | | :------------------------------------ | :------------ | :------------ | :------------ | | Proved developed and undeveloped reserves | 27,107 | 31,785 | 31,176 | | Changes in Proved Reserves (FY2025): | | | | | Revisions of previous estimates | (5,993) | | | | Improved recovery, extensions and discoveries | 901 | | | | Purchase of reserves in place | 2,996 | | | | Production (sales volumes) | (2,582) | | | Standardized Measure of Discounted Future Net Cash Flows (June 30, in thousands) | Metric | 2025 | 2024 | 2023 | | :------------------------------------------ | :----- | :----- | :----- | | Future cash inflows | $1,100,883 | $1,250,176 | $1,521,363 | | Future production costs and severance taxes | $(642,213) | $(748,927) | $(860,054) | | Future development costs | $(136,491) | $(139,628) | $(120,648) | | Future income tax expenses | $(50,071) | $(61,742) | $(109,189) | | Standardized measure of discounted future net cash flows | $155,223 | $166,601 | $238,177 | Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure The company reported no changes in or disagreements with accountants on accounting and financial disclosure - There were no changes in or disagreements with accountants on accounting and financial disclosure[431] Item 9A. Controls and Procedures Management concluded that disclosure controls and internal control over financial reporting were effective as of June 30, 2025 - Management, including the Principal Executive Officer and Principal Financial Officer, concluded that the company's disclosure controls and procedures were effective as of June 30, 2025[433] - Management assessed and concluded that the company maintained effective internal control over financial reporting as of June 30, 2025, based on criteria established in the COSO Internal Control-Integrated Framework (2013)[435] - The effectiveness of internal control over financial reporting was not audited by the independent registered public accounting firm due to recent SEC amendments for certain smaller issuers[438] - There has been no change in internal control over financial reporting during the three months ended June 30, 2025, that materially affected, or is reasonably likely to materially affect, internal control over financial reporting[439] Item 9B. Other Information The company reported no other information - There is no other information to report[440] Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections This item is not applicable to the company - This item is not applicable[441] PART III Item 10. Directors, Executive Officers, and Corporate Governance Information for this item is incorporated by reference from the company's 2025 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference to the company's proxy statement related to the 2025 Annual Meeting of Stockholders[443] Item 11. Executive Compensation Information for this item is incorporated by reference from the company's 2025 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference to the company's proxy statement related to the 2025 Annual Meeting of Stockholders[444] Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information for this item is incorporated by reference from the company's 2025 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference to the company's proxy statement related to the 2025 Annual Meeting of Stockholders[445] Item 13. Certain Relationships and Related Transactions, and Director Independence Information for this item is incorporated by reference from the company's 2025 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference to the company's proxy statement related to the 2025 Annual Meeting of Stockholders[446] Item 14. Principal Accounting Fees and Services Information for this item is incorporated by reference from the company's 2025 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference to the company's proxy statement related to the 2025 Annual Meeting of Stockholders[447] PART IV Item 15. Exhibits and Financial Statement Schedules This item lists the financial statements, financial statement schedules, and exhibits filed or furnished as part of the Form 10-K report - The consolidated financial statements of the company and its subsidiaries are included in Part II, Item 8 of this report[450] - No financial statement schedules are required to be submitted[450] - A list of exhibits filed or furnished with this report on Form 10-K (or incorporated by reference) is provided in the Exhibit Index[451] Item 16. Form 10-K Summary The company reported no Form 10-K Summary - There is no Form 10-K Summary[452] Exhibit Index This section provides a comprehensive list of exhibits filed with the Form 10-K, many incorporated by reference from previous filings - The Exhibit Index lists various documents filed with the Form 10-K, including corporate governance documents (Restated Articles of Incorporation, Amended and Restated Bylaws), equity incentive plans, credit agreements, purchase and sale agreements, and certifications[455][457] - Many exhibits are incorporated by reference from previous filings, indicated by parenthetical information[455][457] Signatures This section contains the required signatures of the company's authorized officers and directors, certifying the Form 10-K filing - The report was signed on September 17, 2025, by Kelly W. Loyd (President and Chief Executive Officer), Robert S. Herlin (Chairman of the Board), Ryan Stash (Senior Vice President, Chief Financial Officer and Treasurer), Kelly M. Beatty (Chief Accounting Officer), and other directors[463][464]