Camber Energy(US:CEI)2025-11-12 22:01Acquisition and Ownership - Camber acquired approximately 60.5% of Simson-Maxwell for $7,958,159 in cash, focusing on custom energy solutions for commercial and industrial clients [172]. - Following a restructuring, Camber's ownership in Simson-Maxwell decreased to 49%, resulting in the company no longer consolidating Simson-Maxwell's financial results [175]. - Viking acquired a 51% interest in Viking Ozone, which owns a patented medical waste treatment system using ozone technology, designed as a sustainable alternative to incineration [183]. - The Unanimous Shareholders Agreement allows T&T to nominate two board members and Viking to nominate one, with options for T&T to purchase Viking's 49% interest for CAD $5.75 million [176]. - The Company has aggregate intangible assets of $15,433,536 related to its acquisition of a 51% interest in Viking Ozone, Viking Sentinel, Viking Protection, and Viking Distribution [218]. Financial Performance - The company generated a net loss of $(4,166,782) for the nine months ended September 30, 2025, compared to a net loss of $(64,891,096) for the same period in 2024, representing a significant improvement [196]. - As of September 30, 2025, the company had a working capital deficit of $(13,754,541), with current liabilities totaling $15,764,788 and current assets of $2,010,247 [200]. - The company had gross revenues of $6,229,335 for the nine months ended September 30, 2025, down from $23,214,755 for the same period in 2024, primarily due to a change in accounting for Simson-Maxwell [210]. - Operating expenses decreased to $9,972,162 for the nine months ended September 30, 2025, from $29,552,093 in the prior year, reflecting a reduction in general and administrative expenses [211]. - The company had no revenues for the three months ended September 30, 2025, compared to $7,016,725 for the same period in 2024, due to the change in accounting for Simson-Maxwell [203]. - The company reported a net cash used in operating activities of $(1,999,727) for the nine months ended September 30, 2025, compared to $(1,454,022) in the same period in 2024 [200]. - Net cash flows from financing activities increased to $2,154,529 during the nine months ended September 30, 2025, compared to $860,831 in the prior year, mainly due to long-term debt issuance [202]. - The company had a stockholders' deficit of $(42,208,886) as of September 30, 2025, with long-term debt of $44,088,176 [197]. Energy Solutions and Technology - The ESG Clean Energy System aims to capture approximately 100% of the carbon dioxide emitted from internal combustion engines while maintaining efficiency [180]. - The company holds a license for a patented clean energy and carbon-capture system with exclusivity in Canada and multiple locations in the U.S. [171]. - The company intends to sell, lease, and/or sub-license the ESG Clean Energy System to third parties [181]. - Viking's patent portfolio includes multiple patents related to bottoming cycle power systems and carbon capture technologies, with several patents issued and pending [178]. - The company is exploring other energy-related opportunities that are currently generating revenue or have a reasonable prospect of doing so [171]. Corporate Structure and Governance - The merger with Viking was completed on August 1, 2023, with Viking becoming a wholly-owned subsidiary of Camber [187]. - The company issued approximately 49,290,152 shares of Camber Common Stock in connection with the merger, representing about 59.99% of the outstanding shares post-issuance [194]. - The Company consolidates financial results of subsidiaries where it holds a controlling financial interest, including Variable Interest Entities (VIEs) where it is the primary beneficiary [216][217]. - Intangible assets have an indefinite life and are not being amortized, with annual reviews for possible impairment [219].