8-K
Empire Petroleum Corp (EP)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_________________
FORM
8-K
_________________
Current
Report
**PursuantTo Section 13 or 15 (**d )of the Securities Exchange Act of 1934
Date
of Report (date of earliest event reported):
AUGUST
13, 2025
_______________________________
EMPIRE
PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
_______________________________
| Delaware | 001-16653 | 73-1238709 |
|---|---|---|
| (State or Other Jurisdiction | (Commission | (I.R.S. Employer |
| of Incorporation) | File Number) | Identification No.) |
2200S. Utica Place**, Suite 150** ,Tulsa, Oklahoma
74114
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area
code: (539) 444-8002
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17<br> CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17<br> CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange<br> Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange<br> Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common Stock $0.001 par value | EP | NYSE American |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02. | Results of Operations and Financial Condition. |
|---|
On August 13, 2025, Empire Petroleum Corporation (the “Company”) issued a press release announcing its financial and operating results for the second quarter 2025. A copy of the press release is furnished herewith as Exhibit 99.
This information is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
|---|---|
| (d) | Exhibits. |
| --- | --- |
| The following exhibits<br>are filed or furnished herewith. | |
| Exhibit<br><br> <br>Number<br><br> <br>**** | ****<br><br> <br>Description |
| --- | --- |
| 99 | Press Release of Empire Petroleum Corporation dated August 13, 2025. |
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document). |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| EMPIRE PETROLEUM CORPORATION | ||
|---|---|---|
| Date:<br> August 14, 2025 | By: | /s/ Michael<br> R. Morrisett |
| Michael<br> R. Morrisett<br><br> <br><br><br> <br>President<br> and Chief Executive Officer |
3
EXHIBIT99
Empire Petroleum Reports Results for Second Quarter 2025 and DemonstratesOperational Momentum
TULSA,OK – (August 13, 2025) – Empire Petroleum (NYSE American: EP) (“Empire” or the “Company”), an oil and gas company with producing assets in New Mexico, North Dakota, Montana, Texas, and Louisiana, today reported operational and financial results for the second quarter 2025.
SECONDQUARTER 2025 HIGHLIGHTS
| o | Produced<br> Q2-2025 net production volumes of 2,357 barrels of oil equivalent per day (“Boe/d”),<br> an increase of 15% compared to Q1-2025; |
|---|---|
| ■ | Reported<br> 1,493 barrels of oil per day (“Bbls/d”); |
| --- | --- |
| ■ | Boe/d<br> is comprised of 63% oil, 19% natural gas liquids (“NGLs”), and 18% natural gas; |
| --- | --- |
| o | As<br> part of Empire’s Enhanced Oil Recovery (“EOR”) efforts in the Starbuck<br> Drilling Program (“Starbuck”) in North Dakota, modified wellhead installations<br> are underway and expected to be completed in Q3-2025, with advanced fabrication work progressing<br> toward completion by year-end; |
| --- | --- |
| ■ | While<br> certain rare alloys and specialized materials for the EOR process remain in fabrication,<br> production has continued to improve and operations are showing increased consistency; |
| --- | --- |
| ■ | Installation<br> of the modified rare alloys for the EOR units is expected to be completed and fully operational<br> in Q4-2025; |
| --- | --- |
| ■ | Empire<br> expects to finalize the patented design specifications for its hydrocarbon vaporization technology<br> by the end of Q4-2025, with the system leveraging elevated temperatures and pressure changes<br> to enhance recovery efficiency; |
| --- | --- |
| o | Empire<br> made significant progress in preparing for its inaugural drilling campaign in Texas, completing<br> its first drilling pad and preparing multiple locations for entry as part of its development<br> plan; |
| --- | --- |
| ■ | The<br> Company also advanced critical pre-drill activities during Q2-2025, including surface land<br> work, rig evaluation, and the permitting process, laying the groundwork for horizontal development<br> across multiple prospective pay zones identified in the region; |
| --- | --- |
| ■ | Empire<br> expects drilling operations to commence in Q4-2025; |
| --- | --- |
| o | Launched<br> a subscription rights offering (“Rights Offering”) with the intention to raise<br> approximately $5.0 million in gross proceeds, including $2.5 million from the anticipated<br> future exercise of the warrants issued as part of the Rights Offering, to provide shareholders<br> the opportunity to increase their equity position; |
| --- | --- |
| ■ | Each<br> shareholder of record as of July 10, 2025, is entitled to purchase one unit at a subscription<br> price equal to $0.07367 per unit, each unit consisting of 0.0139 shares of the Company’s<br> common stock and one rights warrant to purchase 0.0136 shares of the Company’s common<br> stock equal to $5.46 per whole share; |
| --- | --- |
| ■ | Stockholders<br> who fully exercise their subscription rights are entitled to oversubscribe for additional<br> units, subject to availability and pro-rata allocation of units; |
| --- | --- |
| ■ | As<br> stated in previous filings, Phil E. Mulacek, Chairman of the Board and one of Empire’s<br> largest shareholders, has expressed his intent to fully subscribe to the units available<br> through his subscription rights and to fully exercise his over-subscription rights to purchase<br> his pro-rata share of any remaining unsubscribed securities at the offering’s expiration; |
| --- | --- |
| ■ | The<br> Rights Offering is set to expire at 5:00 p.m., Eastern Time, on August 18, 2025, and proceeds<br> are expected to be used for balance sheet optimization efforts and general corporate purposes; |
| --- | --- |
| o | Reported<br> Q2-2025 total product revenue of $8.7 million, a net loss of $5.1 million, or ($0.15) per<br> diluted share, primarily driven by lower realized commodity prices, which included a 12%<br> decrease in realized oil prices compared to Q1-2025 and a 23% decrease compared to Q2-2024; |
| --- | --- |
| ■ | Despite<br> a 15% increase in equivalent production compared to Q1-2025, the significant decline in realized<br> commodity pricing drove lower financial results for the quarter; |
| --- | --- |
| ■ | Adjusted<br> EBITDA of ($1.2) million for Q2-2025. |
| --- | --- |
1
2025OUTLOOK
“While commodity prices were significantly under pressure (NYMEX oil prices down ~10% from Q1-2025 and down ~20% from Q2-2024) in the second quarter due to a mix of global market condition and seasonal factors, I believe this environment is temporary,” said Phil Mulacek, Chairman of the Board. “Reported North American data shows that the oil well rig count is at post-COVID lows, compared to 2021 levels, while the hydraulic fracturing spread count is even lower at levels not seen since late 2020 through the end of 2021. These material market indicators should result in lower production going forward. Compounding this, U.S. production has already peaked and is approximately 250,000 barrels per day lower than the high earlier in 2025. This supports my strong belief that overall pricing is trending upward over the next four to six quarters. Over the next six to nine months, we anticipate a continued rebound that could increase our production levels. Empire is strategically positioned to benefit from this upswing with focused production increases. The Empire team continues to demonstrate disciplined planning and execution, placing the Company on a stronger path to lasting growth. My decision to fully subscribe and oversubscribe in the Rights Offering reflects my strong confidence in the Company’s long-term potential.”
Mike Morrisett, President and CEO, added, “We were pleased to restore and maintain production across key assets during the second quarter, particularly in North Dakota. However, lower-than-expected commodity pricing impacted revenue and margins, offsetting our operational gains. We remain focused on executing our development plans and maintaining cost discipline as we position the Company to capitalize on a potential pricing recovery.”
NorthDakota – Williston Basin:
| o | Empire<br> remains confident in the trajectory of its EOR program in the Starbuck region and expects<br> to reach steady-state production levels by the end of Q4-2025, contingent on continued equipment<br> reliability and seasonal operating stability; and |
|---|---|
| ■ | With<br> key infrastructure milestones nearing completion and EOR operations delivering steadily improving<br> performance, the program is expected to support sustained production growth and improved<br> asset performance over the long term. |
| --- | --- |
NewMexico – Permian Basin:
o After four years of expenditures, Empire anticipates receiving a ruling from the New Mexico Oil Conservation Commission (“NMOCD”) in Q3-2025, regarding its applications to revoke four existing permits and deny five new applications for what the Company believes is the illegal disposal of wastewater into Eunice Monument South Unit’s (“EMSU”) Unitized Interval by the largest of the third-party Saltwater Disposal (“SWD”) operators;
| ■ | Pending<br> the NMOCD’s decision, Empire plans to proceed with Motions to Revoke the existing permits<br> granted to the remaining three SWD Companies disposing wastewater into the EMSU and Arrowhead<br> Grayburg Unit (“AGU”) Unitized Interval, while concurrently advancing litigation<br> for trespass and damages; |
|---|---|
| ■ | While<br> litigation has limited the scope of development activity in the affected areas, production<br> from the EMSU and AGU units has increased in recent months, reflecting ongoing optimization<br> efforts; and |
| --- | --- |
| ■ | The<br> Company expects final resolution of this matter to result in a meaningful reduction in operating<br> expenses and contribute to improved financial performance going forward. |
| --- | --- |
Texas– East Texas Basin:
| o | Empire<br> remains on track to initiate drilling operations in Q4-2025, as part of its broader development<br> strategy in the region; |
|---|---|
| ■ | The<br> upcoming program is designed to target multiple prospective pay zones identified during technical<br> evaluation, with a focus on horizontal development opportunities that support long-term,<br> capital-efficient production; |
| --- | --- |
| ■ | The<br> Company expects this activity to establish a foundation for scalable development throughout<br> 2026 and beyond; |
| --- | --- |
| ■ | As<br> of the first week of August 2025, the first drilling pad has been completed, and the Company<br> is actively securing materials, equipment, rigs, and other necessary resources to begin and<br> conclude drilling operations on the initial wells in Q4-2025; and |
| --- | --- |
| ■ | The<br>production targets associated with these wells are expected to deliver the most significant impact to Empire’s portfolio to date. |
2
SECONDQUARTER 2025 FINANCIAL AND OPERATIONAL RESULTS
| Q2-25 | Q1-25 | %<br> Change^2^<br><br> Q2-25 vs. Q1-25 | Q2-24 | %<br> Change^2^<br><br> Q2-25 vs. Q2-24 | |
|---|---|---|---|---|---|
| Net equivalent sales (Boe/d) | 2,357 | 2,049 | 15% | 2,638 | -11% |
| Net oil sales (Bbls/d) | 1,493 | 1,329 | 12% | 1,761 | -15% |
| Realized price ($/Boe) | $40.78 | $48.76 | -16% | $53.26 | -23% |
| Product Revenue ($M) | $8,747 | $8,992 | -3% | $12,788 | -32% |
| Net Loss ($M) | ($5,056) | ($4,221) | -20% | ($4,390) | -15% |
| Adjusted Net Loss ($M)^1^ | ($5,231) | ($4,253) | -23% | ($2,906) | -80% |
| Adjusted EBITDA ($M)^1^ | ($1,181) | ($553) | -114% | $1,726 | -168% |
__________________________
^1^ Adjusted net loss and adjusted EBITDA are non-GAAP financial measures. See “Non-GAAP Information” section later in this release for more information, including reconciliations to the most comparable GAAP measure.
Net sales volumes for Q2-2025 were 2,357 Boe/d, including 1,493 barrels of oil per day; 430 barrels of NGLs per day, and 2,606 thousand cubic feet per day (“Mcf/d”) or 434 Boe/d of natural gas. Oil sales volumes decreased approximately 15% compared to Q2-2024 primarily due to redrilling efforts in North Dakota and natural decline.
Empire reported Q2-2025 total product revenue of $8.7 million versus $12.8 million in Q2-2024. Contributing to the decrease were lower oil sales volumes and lower realized oil and NGL prices. Realized oil and natural gas liquids prices decreased 23% and 14%, respectively, due to a general decline in overall market pricing.
Lease operating expenses in Q2-2025 decreased to $6.4 million versus $7.5 million in Q2-2024 primarily due to lower workover costs. Q2-2025 workover expense decreased to $0.5 million versus $1.6 million in Q2-2024. Higher workover expense in 2024 was primarily in New Mexico as Empire continued work in the region to enhance and maintain production.
Production and ad valorem taxes for Q2-2025 were $0.8 million versus $1.1 million in Q2-2024, as a result of lower product revenues.
Depreciation, Depletion, and Amortization (“DD&A”) and Accretion for Q2-2025 was $3.1 million versus $3.2 million for Q2-2024. The decrease in DD&A is primarily due to lower production volumes partially offset by the acquisition of additional working interest in New Mexico and the impact of the capitalized costs associated with the new drilling as part of Empire’s Starbuck Drilling Program in North Dakota. Accretion increased slightly due to the new drilling activity and acquisition of working interest in New Mexico.
General and administrative expenses, excluding share-based compensation expense, was $2.9 million, or $13.55 per Boe in Q1-2025 versus $2.4 million, or $9.80 per Boe in Q2-2024. The increase in expenses was primarily due to an increase in salaries and benefits associated with an increase in employee headcount.
Interest expense for Q2-2025 slightly decreased, compared to Q2-2024, primarily due to certain non-cash interest expense in Q2-2024 from the convertible promissory note partially offset by a higher average outstanding balance on the Company’s credit facility.
Empire recorded a net loss of $5.1 million in Q2-2025, or ($0.15) per diluted share, versus a Q2-2024 net loss of $4.4 million, or ($0.15) per diluted share.
Adjusted EBITDA was ($1.2) million for Q2-2025 compared to Adjusted EBITDA of $1.7 million in Q2-2024.
3
CAPITALSPENDING, BALANCE SHEET & LIQUIDITY
For the six months ended June 30, 2025, Empire invested approximately $3.3 million in total capital expenditures, primarily from finalizing drilling and completions activity related to the Starbuck Drilling Program in North Dakota and continued return-to-production efforts in Texas.
As of June 30, 2025, Empire had approximately $2.3 million in cash on hand and approximately $4.0 million available on its credit facility. Empire is scheduled to complete a subscriptions rights offering in August 2025, which is expected to raise approximately $5.0 million of gross proceeds.
UPDATEDPRESENTATION
An updated Company presentation will be posted to the Company’s website under the Investor Relations section.
ABOUTEMPIRE PETROLEUM
Empire Petroleum Corporation is a publicly traded, Tulsa-based oil and gas company with current producing assets in New Mexico, North Dakota, Montana, Texas, and Louisiana. Management is focused on organic growth and targeted acquisitions of proved developed assets with synergies with their existing portfolio of wells. More information about Empire can be found at www.empirepetroleumcorp.com.
| Mike<br>Morrisett | Kali<br>Carter |
|---|---|
| President<br>& CEO | Communications<br>& Investor Relations Manager |
| 539-444-8002 | 918-995-5046 |
| Info@empirepetrocorp.com | IR@empirepetrocorp.com |
SAFEHARBOR STATEMENT
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements involve a wide variety of risks and uncertainties, and include, without limitations, statements with respect to the Company’s estimates, strategy, and prospects. Such statements are subject to certain risks and uncertainties which are disclosed in the Company’s reports filed with the SEC, including its Form 10-K for the fiscal year ended December 31, 2024, and its other filings with the SEC. Readers and investors are cautioned that the Company’s actual results may differ materially from those described in the forward-looking statements due to a number of factors, including, but not limited to, future commodity prices, the Company’s ability to acquire productive oil and/or gas properties or to successfully drill and complete oil and/or gas wells on such properties, general economic conditions both domestically and abroad, including inflation, tariffs and interest rates, uncertainties associated with legal and regulatory matters, successful completion of the Rights Offering, including future exercise of the warrants issued as part of the Rights Offering, and other risks and uncertainties related to the conduct of business by the Company. Other than as required by applicable securities laws, the Company does not assume a duty to update these forward-looking statements, whether as a result of new information, subsequent events or circumstances, changes in expectations, or otherwise.
4
EMPIREPETROLEUM CORPORATION
CondensedConsolidated Statements of Operations
(inthousands, except share data)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, | March 31, | June 30, | June 30, | ||||||||||||
| 2025 | 2025 | 2024 | 2025 | 2024 | |||||||||||
| Revenue: | |||||||||||||||
| Oil Sales | $ | 8,005 | $ | 8,049 | $ | 12,287 | $ | 16,054 | $ | 21,729 | |||||
| Gas Sales | 221 | 548 | (116 | ) | 769 | 261 | |||||||||
| Natural Gas Liquids ("NGLs") Sales | 521 | 395 | 617 | 916 | 1,033 | ||||||||||
| Total Product Revenues | 8,747 | 8,992 | 12,788 | 17,739 | 23,023 | ||||||||||
| Other | 7 | 10 | 11 | 17 | 21 | ||||||||||
| Loss on Derivatives | — | — | (1 | ) | — | (859 | ) | ||||||||
| Total Revenue | 8,754 | 9,002 | 12,798 | 17,756 | 22,185 | ||||||||||
| Costs and Expenses: | |||||||||||||||
| Lease Operating Expense | 6,387 | 5,766 | 7,543 | 12,153 | 14,930 | ||||||||||
| Production and Ad Valorem Taxes | 768 | 712 | 1,066 | 1,480 | 1,899 | ||||||||||
| Depreciation, Depletion & Amortization | 2,576 | 2,226 | 2,677 | 4,802 | 4,167 | ||||||||||
| Accretion of Asset Retirement Obligation | 534 | 526 | 492 | 1,060 | 977 | ||||||||||
| General and Administrative Expense: | |||||||||||||||
| General and Administrative | 2,906 | 3,197 | 2,354 | 6,103 | 5,233 | ||||||||||
| Stock-Based Compensation | 486 | 531 | 592 | 1,017 | 1,302 | ||||||||||
| Total General and Administrative Expense | 3,392 | 3,728 | 2,946 | 7,120 | 6,535 | ||||||||||
| Total Cost and Expenses | 13,657 | 12,958 | 14,724 | 26,615 | 28,508 | ||||||||||
| Operating Loss | (4,903 | ) | (3,956 | ) | (1,926 | ) | (8,859 | ) | (6,323 | ) | |||||
| Other Income and (Expense): | |||||||||||||||
| Interest Expense | (334 | ) | (296 | ) | (735 | ) | (630 | ) | (1,050 | ) | |||||
| Other Income | 181 | 31 | (1,729 | ) | 212 | (991 | ) | ||||||||
| Loss before Taxes | (5,056 | ) | (4,221 | ) | (4,390 | ) | (9,277 | ) | (8,364 | ) | |||||
| Income Tax (Provision) Benefit | — | — | — | — | — | ||||||||||
| Net Loss | $ | (5,056 | ) | $ | (4,221 | ) | $ | (4,390 | ) | $ | (9,277 | ) | $ | (8,364 | ) |
| Net Loss per Common Share: | |||||||||||||||
| Basic | $ | (0.15 | ) | $ | (0.12 | ) | $ | (0.15 | ) | $ | (0.27 | ) | $ | (0.30 | ) |
| Diluted | $ | (0.15 | ) | $ | (0.12 | ) | $ | (0.15 | ) | $ | (0.27 | ) | $ | (0.30 | ) |
| Weighted-Average Number of Common Shares Outstanding: | |||||||||||||||
| Basic | 33,853,310 | 33,821,203 | 29,839,853 | 33,837,377 | 27,752,816 | ||||||||||
| Diluted | 33,853,310 | 33,821,203 | 29,839,853 | 33,837,377 | 27,752,816 |
5
EMPIRE PETROLEUM CORPORATION
Condensed Operating Data
(Unaudited)
| Three<br> Months Ended | Six Months Ended | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | March<br> 31, | June<br> 30, | June 30, | ||||||||
| 2025 | 2025 | 2024 | 2025 | 2024 | |||||||
| Net Sales<br> Volumes: | |||||||||||
| Oil<br> (Bbl) | 135,854 | 119,635 | 160,283 | 255,489 | 291,043 | ||||||
| Natural<br> gas (Mcf) | 237,133 | 199,868 | 241,242 | 437,001 | 453,063 | ||||||
| Natural<br> gas liquids (Bbl) | 39,091 | 31,453 | 39,612 | 70,544 | 74,397 | ||||||
| Total (Boe) | 214,467 | 184,400 | 240,102 | 398,867 | 440,951 | ||||||
| Average<br> daily equivalent sales (Boe/d) | 2,357 | 2,049 | 2,638 | 2,204 | 2,423 | ||||||
| Average Price per Unit: | |||||||||||
| Oil ($/Bbl) | $ | 58.92 | $ | 67.28 | $ | 76.66 | $ | 62.84 | $ | 74.66 | |
| Natural<br> gas ($/Mcf) | $ | 0.93 | $ | 2.74 | $ | (0.48 | ) | $ | 1.76 | $ | 0.58 |
| Natural<br> gas liquids ($/Bbl) | $ | 13.33 | $ | 12.56 | $ | 15.58 | $ | 12.98 | $ | 13.89 | |
| Total ($/Boe) | $ | 40.78 | $ | 48.76 | $ | 53.26 | $ | 44.47 | $ | 52.21 | |
| Operating<br> Costs and Expenses per Boe: | |||||||||||
| Lease operating<br> expense | $ | 29.78 | $ | 31.27 | $ | 31.42 | $ | 30.47 | $ | 33.86 | |
| Production<br> and ad valorem taxes | $ | 3.58 | $ | 3.86 | $ | 4.44 | $ | 3.71 | $ | 4.31 | |
| Depreciation,<br> depletion, amortization and accretion | $ | 14.50 | $ | 14.92 | $ | 13.20 | $ | 14.70 | $ | 11.67 | |
| General<br> & administrative expense: | |||||||||||
| General<br> & administrative expense (excluding stock-based compensation) | $ | 13.55 | $ | 17.34 | $ | 9.80 | $ | 15.30 | $ | 11.87 | |
| Stock-based<br> compensation | $ | 2.27 | $ | 2.88 | $ | 2.47 | $ | 2.55 | $ | 2.95 | |
| Total general<br> & administrative expense | $ | 15.82 | $ | 20.22 | $ | 12.27 | $ | 17.85 | $ | 14.82 |
6
EMPIRE PETROLEUM CORPORATION
Condensed Consolidated Balance Sheets
(in thousands, except share data)
(Unaudited)
| December 31, | |||||
|---|---|---|---|---|---|
| 2024 | |||||
| ASSETS | |||||
| Current Assets: | |||||
| Cash | 2,293 | $ | 2,251 | ||
| Accounts Receivable | 10,167 | 8,155 | |||
| Inventory | 1,303 | 1,305 | |||
| Prepaids | 756 | 640 | |||
| Total Current Assets | 14,519 | 12,351 | |||
| Property and Equipment: | |||||
| Oil and Natural Gas Properties, Successful Efforts | 144,008 | 140,675 | |||
| Less: Accumulated Depletion, Amortization and Impairment | (36,583 | ) | (31,974 | ) | |
| Total Oil and Gas Properties, Net | 107,425 | 108,701 | |||
| Other Property and Equipment, Net | 1,484 | 1,391 | |||
| Total Property and Equipment, Net | 108,909 | 110,092 | |||
| Other Noncurrent Assets | 1,231 | 1,425 | |||
| TOTAL ASSETS | 124,659 | $ | 123,868 | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||
| Current Liabilities: | |||||
| Accounts Payable | 11,935 | $ | 10,452 | ||
| Accrued Expenses | 11,402 | 10,348 | |||
| Current Portion of Lease Liability | 300 | 400 | |||
| Current Portion of Note Payable - Related Party | 2,000 | — | |||
| Current Portion of Long-Term Debt | 530 | 70 | |||
| Total Current Liabilities | 26,167 | 21,270 | |||
| Long-Term Debt | 14,627 | 11,266 | |||
| Long-Term Lease Liability | 39 | 144 | |||
| Asset Retirement Obligations | 29,321 | 28,423 | |||
| Total Liabilities | 70,154 | 61,103 | |||
| Stockholders' Equity: | |||||
| Series A Preferred Stock - 0.001 Par Value, 10,000,000 Shares Authorized, 6 and 6 Shares Issued and Outstanding, Respectively | — | — | |||
| Common Stock - 0.001 Par Value, 190,000,000 Shares Authorized, 33,756,595 and 33,667,132 Shares Issued and Outstanding, Respectively | 93 | 93 | |||
| Additional Paid-in-Capital | 144,506 | 143,489 | |||
| Accumulated Deficit | (90,094 | ) | (80,817 | ) | |
| Total Stockholders' Equity | 54,505 | 62,765 | |||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 124,659 | $ | 123,868 |
All values are in US Dollars.
7
EMPIRE PETROLEUM CORPORATION
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
| Three<br> Months Ended | Six<br> Months Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | March<br> 31, | June<br> 30, | June<br> 30, | ||||||||||||
| 2025 | 2025 | 2024 | 2025 | 2024 | |||||||||||
| Cash Flows<br> from Operating Activities: | |||||||||||||||
| Net<br> Loss | $ | (5,056 | ) | $ | (4,221 | ) | $ | (4,390 | ) | (9,277 | ) | $ | (8,364 | ) | |
| Adjustments to Reconcile Net<br> Loss to Net Cash | |||||||||||||||
| (Used In)<br> Provided By Operating Activities: | |||||||||||||||
| Stock-Based<br> Compensation | 486 | 531 | 592 | 1,017 | 1,302 | ||||||||||
| Amortization<br> of Right-of-Use Assets | 120 | 121 | 136 | 241 | 271 | ||||||||||
| Depreciation,<br> Depletion and Amortization | 2,576 | 2,226 | 2,677 | 4,802 | 4,167 | ||||||||||
| Accretion<br> of Asset Retirement Obligations | 534 | 526 | 492 | 1,060 | 977 | ||||||||||
| Loss on<br> Commodity Derivatives | — | — | 1 | — | 859 | ||||||||||
| Settlement<br> on or Purchases of Derivative Instruments | — | — | (253 | ) | — | (263 | ) | ||||||||
| Loss on<br> Financial Derivatives | — | — | 1,736 | — | 998 | ||||||||||
| Amortization<br> of Debt Discount on Convertible Notes | — | — | 500 | — | 500 | ||||||||||
| Gain on<br> Extinguishment of Debt | — | — | (17 | ) | — | (17 | ) | ||||||||
| Gain on<br> Sale of Oil and Natural Gas Properties | (175 | ) | — | — | (175 | ) | — | ||||||||
| Gain on<br> Sale of Other Fixed Assets | — | (32 | ) | — | (32 | ) | — | ||||||||
| Change<br> in Operating Assets and Liabilities: | |||||||||||||||
| Accounts<br> Receivable | (2,291 | ) | 279 | (1,694 | ) | (2,012 | ) | (630 | ) | ||||||
| Inventory,<br> Oil in Tanks | 200 | (199 | ) | 346 | 1 | (18 | ) | ||||||||
| Prepaids,<br> Current | 331 | 94 | 463 | 425 | 460 | ||||||||||
| Accounts<br> Payable | (355 | ) | 1,676 | (2,484 | ) | 1,321 | 1,855 | ||||||||
| Accrued<br> Expenses | 455 | 599 | 668 | 1,054 | 1,030 | ||||||||||
| Other<br> Long Term Assets and Liabilities | 37 | 13 | (574 | ) | 50 | (1,021 | ) | ||||||||
| Net<br> Cash (Used In) Provided By Operating Activities | (3,138 | ) | 1,613 | (1,801 | ) | (1,525 | ) | 2,106 | |||||||
| Cash Flows<br> from Investing Activities: | |||||||||||||||
| Disposal<br> of Oil and Natural Gas Properties | 175 | — | — | 175 | — | ||||||||||
| Additions<br> to Oil and Natural Gas Properties | (491 | ) | (2,680 | ) | (13,202 | ) | (3,171 | ) | (30,143 | ) | |||||
| Disposal<br> of Other Fixed Assets | — | 49 | — | 49 | — | ||||||||||
| Purchase<br> of Other Fixed Assets | (23 | ) | (18 | ) | (89 | ) | (41 | ) | (120 | ) | |||||
| Cash<br> Paid for Right-of-Use Assets | (111 | ) | (113 | ) | (125 | ) | (224 | ) | (251 | ) | |||||
| Net<br> Cash Used In Investing Activities | (450 | ) | (2,762 | ) | (13,416 | ) | (3,212 | ) | (30,514 | ) | |||||
| Cash Flows<br> from Financing Activities: | |||||||||||||||
| Borrowings<br> on Credit Facility | 3,000 | — | — | 3,000 | 3,950 | ||||||||||
| Proceeds<br> from Promissory Note - Related Party | 2,000 | — | — | 2,000 | 5,000 | ||||||||||
| Proceeds<br> from Rights Offering, net of transaction costs | — | — | 20,512 | — | 20,512 | ||||||||||
| Principal<br> Payments of Debt | (200 | ) | (21 | ) | (157 | ) | (221 | ) | (218 | ) | |||||
| Net<br> Proceeds from Warrant Exercise | — | — | 629 | — | 629 | ||||||||||
| Net<br> Cash Provided By (Used In) Financing Activities | 4,800 | (21 | ) | 20,984 | 4,779 | 29,873 | |||||||||
| Net Change<br> in Cash | 1,212 | (1,170 | ) | 5,767 | 42 | 1,465 | |||||||||
| Cash<br> - Beginning of Period | 1,081 | 2,251 | 3,491 | 2,251 | 7,793 | ||||||||||
| Cash<br> - End of Period | $ | 2,293 | $ | 1,081 | $ | 9,258 | $ | 2,293 | $ | 9,258 |
8
EmpirePetroleum Corporation
Non-GAAPInformation
Certain financial information included in Empire’s financial results are not measures of financial performance recognized by accounting principles generally accepted in the United States, or GAAP. These non-GAAP financial measures include “Adjusted Net Loss”, “EBITDA” and “Adjusted EBITDA”. These disclosures may not be viewed as a substitute for results determined in accordance with GAAP and are not necessarily comparable to non-GAAP performance measures which may be reported by other companies. Adjusted net loss is presented because the timing and amount of these items cannot be reasonably estimated and affect the comparability of operating results from period to period, and current periods to prior periods.
| Three<br> Months Ended | Six<br> Months Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | March<br> 31, | June<br> 30, | June<br> 30, | ||||||||||||
| 2025 | 2025 | 2024 | 2025 | 2024 | |||||||||||
| (in thousands, except share data) | |||||||||||||||
| Net<br> Loss | $ | (5,056 | ) | $ | (4,221 | ) | $ | (4,390 | ) | $ | (9,277 | ) | $ | (8,364 | ) |
| Adjusted for: | |||||||||||||||
| Loss on<br> commodity derivatives | — | — | 1 | — | 859 | ||||||||||
| Settlement<br> on or purchases of derivative instruments | — | — | (253 | ) | — | (263 | ) | ||||||||
| Loss on<br> financial derivatives | — | — | 1,736 | — | 998 | ||||||||||
| Gain on<br> sale of oil and natural gas properties | (175 | ) | — | — | (175 | ) | — | ||||||||
| Gain<br> on sale of other fixed assets | — | (32 | ) | — | (32 | ) | — | ||||||||
| Adjusted<br> Net Loss | $ | (5,231 | ) | $ | (4,253 | ) | $ | (2,906 | ) | $ | (9,484 | ) | $ | (6,770 | ) |
| Diluted<br> Weighted-Average Number of Common Shares Outstanding | 33,853,310 | 33,821,203 | 29,839,853 | 33,837,377 | 27,752,816 | ||||||||||
| Adjusted<br> Net Loss Per Common Share | $ | (0.15 | ) | $ | (0.13 | ) | $ | (0.10 | ) | $ | (0.28 | ) | $ | (0.24 | ) |
9
The Company defines adjusted EBITDA as net loss plus net interest expense, DD&A, accretion, amortization of right of use assets, income tax provision (benefit), and other adjustments. Company management believes this presentation is relevant and useful because it helps investors understand Empire’s operating performance and makes it easier to compare its results with those of other companies that have different financing, capital and tax structures. Adjusted EBITDA should not be considered in isolation from or as a substitute for net income (loss), as an indication of operating performance or cash flows from operating activities or as a measure of liquidity. In addition, adjusted EBITDA does not represent funds available for discretionary use.
| Three<br> Months Ended | Six<br> Months Ended | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | March<br> 31, | June<br> 30, | June<br> 30, | ||||||||||||
| 2025 | 2025 | 2024 | 2025 | 2024 | |||||||||||
| (in thousands) | |||||||||||||||
| Net<br> Loss | $ | (5,056 | ) | $ | (4,221 | ) | $ | (4,390 | ) | $ | (9,277 | ) | $ | (8,364 | ) |
| Add Back: | |||||||||||||||
| Interest<br> expense | 334 | 296 | 735 | 630 | 1,050 | ||||||||||
| DD&A | 2,576 | 2,226 | 2,677 | 4,802 | 4,167 | ||||||||||
| Accretion | 534 | 526 | 492 | 1,060 | 977 | ||||||||||
| Amortization<br> of right-of-use assets | 120 | 121 | 136 | 241 | 271 | ||||||||||
| EBITDA | $ | (1,492 | ) | $ | (1,052 | ) | $ | (350 | ) | $ | (2,544 | ) | $ | (1,899 | ) |
| Adjustments: | |||||||||||||||
| Stock-based<br> compensation | 486 | 531 | 592 | 1,017 | 1,302 | ||||||||||
| Loss on<br> commodity derivatives | — | — | 1 | — | 859 | ||||||||||
| Settlement<br> on or purchases of derivative instruments | — | — | (253 | ) | — | (263 | ) | ||||||||
| Loss on<br> financial derivatives | — | — | 1,736 | — | 998 | ||||||||||
| Gain on<br> sale of oil and natural gas properties | (175 | ) | — | — | (175 | ) | — | ||||||||
| Gain<br> on sale of other fixed assets | — | (32 | ) | — | (32 | ) | — | ||||||||
| Adjusted<br> EBITDA | $ | (1,181 | ) | $ | (553 | ) | $ | 1,726 | $ | (1,734 | ) | $ | 997 |
10