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Tue Oct 27 · markets open3 signals today140 insider buys this week · $73.9MCIRO short report next: Oct 31The week ahead

EPM

EVOLUTION PETROLEUM CORP
NYSE · ENERGY · CRUDE PETROLEUM & NATURAL GAS
3.98
+0.03 +0.76%
USD · close Oct 27

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How EPM rewrote its risk factors

10-K ITEM 1A · FY2025 → FY2026
Text kept
65%
of sentences unchanged
Added
125
new sentences
Dropped
99
sentences removed
Length
+878
words, now 21,583

New in FY2026

  • General Evolution Petroleum Corporation (“Evolution,” and together with its consolidated subsidiaries, the “Company”, “our”, “we, “us” or similar terms) is an independent energy company focused on acquiring and developing long-lived oil and natural gas properties in the United States.
  • Our diversified portfolio consists primarily of non-operated working interests and mineral and royalty interests across several leading producing basins.
  • Our non-operated model allows us to invest alongside experienced operators, participate in a broad range of development opportunities and maintain flexibility in the timing and allocation of capital.
  • Our mineral and royalty interests provide additional exposure to production and future development, generally without associated lifting expenses or drilling and completions costs.
  • The geographic, commodity, operator and ownership diversity of our asset base reduces our reliance on any single property, basin or development program.
  • It also provides multiple avenues for allocating capital, including acquiring producing working and mineral interests, participating in and benefiting from attractive operator-led projects and pursuing development opportunities within our existing assets.
  • We seek to maximize total shareholder value through disciplined acquisitions, selective participation in attractive development projects, a conservative balance sheet and the return of capital to shareholders.
  • Recent Developments Dividend Declaration On September 10, 2026, Evolution’s Board of Directors approved and declared a quarterly dividend of $0.12 per common share payable September 30, 2026. ​ Purchase of Permian Minerals ​ On August 20, 2026, we completed the acquisition of mineral and royalty interests in the core Midland Basin of the Permian Basin from a non-affiliated private seller for a total purchase price of $16.0 million (the “Permian Minerals Acquisition”), subject to customary post-closing adjustments.
  • The Permian Minerals Acquisition has an effective date of August 1, 2026.
  • We funded the purchase price for the Permian Minerals Acquisition with a combination of net proceeds from our concurrent public equity offering and $3.2 million in borrowings under our Senior Secured Credit Facility.
  • The acquired assets include approximately 3,420 net royalty acres across Reagan, Martin, Midland, Glasscock, and Upton Counties, Texas.
  • Common Stock Offering On August 20, 2026, we completed a public offering of 4.3 million shares of our common stock, at an offering price of $3.25 per share (the “Offering”).
  • We received net proceeds of approximately $12.8 million from the Offering, after deducting underwriting discounts and commissions and estimated offering expenses.
  • Net proceeds from the Offering, together with borrowings under our Senior Secured Credit Facility and cash on hand, were used to fund the Permian Minerals Acquisition.
  • Senior Secured Credit Facility On August 20, 2026, we entered into a letter agreement with MidFirst Bank pursuant to which the borrowing base on our Senior Secured Credit Facility was temporarily increased from $65.0 million to $73.0 million from August 20, 2026 until October 20, 2026, unless redetermined earlier in accordance with the credit agreement.
  • We currently expect to begin our semi-annual Fall redetermination on or about October 1, 2026.
  • Previously on November 28, 2025, we entered into a letter agreement with MidFirst Bank pursuant to which the Margined Collateral Value, as defined under the Senior Secured Credit Facility, was modified to $65.0 million.
  • In addition, it granted us additional time to enter into further commodity hedges to meet the hedging requirements under the Senior Secured Credit Facility.
  • Purchase of Louisiana Minerals From December 2025 through June 2026, we acquired mineral and royalty interests in multiple parishes across Louisiana from various private sellers for cash consideration totaling $6.2 million, including capitalized direct transaction costs (“Louisiana Minerals”).
  • The mineral acreage in Louisiana consists of proved producing wells, drilled but not yet producing wells, and undeveloped acreage targeting the Bossier/Haynesville Shales and is currently being actively developed by operators in the area.
  • The acquisitions were considered asset acquisitions and funded with cash on hand and proceeds of sales under our ATM Sales Agreements.
  • SCOOP/STACK Transactions ​ On August 4, 2025, we completed the acquisition of certain mineral and royalty interests in the SCOOP and STACK plays in Oklahoma from a non-affiliated private seller (the “SCOOP/STACK Minerals Acquisition”) in a cash transaction valued at approximately $16.3 million, which includes $17.0 million paid at closing less transaction costs of $0.1 million and interim purchase price adjustments totaling approximately $0.8 million related to net cash flows earned on the properties from the effective date of May 1, 2025 to the closing date.
  • We accounted for the transaction as an asset acquisition and the allocation of the purchase price was $12.5 million to proved oil and natural gas properties, subject to amortization, and $3.8 million to unproved properties.
  • We funded the purchase price for the SCOOP/STACK Minerals Acquisition with a combination of $15.0 million in borrowings under our Senior Secured Credit Facility and cash on hand.
  • The acquired assets include an average royalty interest of 0.6% across approximately 5,500 net royalty acres located primarily in Grady and Canadian Counties, Oklahoma .
  • On June 30, 2026, we completed the divestiture of a portion of our non-core, non-producing net mineral acres in the SCOOP/STACK with a private buyer.
  • The divestiture included 3,700 net royalty acres for a total sale price of approximately $3.1 million, before customary post-closing adjustments. ​ At-the-Market (“ATM”) Equity Sales Program On October 21, 2024, we entered into an ATM equity Sales Agreement with Roth Capital Partners, LLC (the “Lead Agent”), Northland Securities Inc., and A.G.P./Alliance Global Partners pursuant to which we may issue and sell, from time to time, up to $30.0 million of shares of common stock through or to the Lead Agent, acting as agent or principal to facilitate acquisitions and other general corporate purposes.
  • On February 11, 2026, the Company executed a new ATM equity Sales Agreement, substantially consistent with the original October 2024 agreement (the “ATM Sales Agreements”) restoring the $30.0 million common stock sales capacity .
  • For the year ended June 30, 2026, we sold a total of approximately 1.4 million shares of our common stock under the ATM Sales Agreements for net proceeds of approximately $5.8 million, net of $0.2 million of offering costs incurred.
  • Net proceeds from the sales of common stock were used to fund a portion of our Louisiana Minerals acquisitions and for general corporate purposes.
  • Business Strategy Our business strategy is to maximize total shareholder return through disciplined management and growth of our asset base, while being mindful of the current operating environment and marketplace.
  • The key elements of our strategy to accomplish our goal of maximizing shareholder return are: ● Maintaining a strong balance sheet and conservative financial management; ● Growing the asset base through investment in our existing properties, direct acquisitions of oil and natural gas properties, including both working and mineral and royalty interests, selective development opportunities, or accretive acquisitions of similar companies; and ● Returning cash to shareholders by sustaining and growing our dividend payout over time or repurchases of our shares in the open market.
  • Properties As of June 30, 2026, our oil and natural gas properties consist primarily of non-operated working interests and mineral and working interests in the following areas (as well as small overriding royalty and mineral interests in Texas): ​ SCOOP/STACK – Central Oklahoma Our non-operated working and mineral interests in the SCOOP and STACK plays, consist of oil and natural gas producing properties in the Anadarko basin, where we hold an approximate 2.6% average net working interest with an associated 2.0% average net revenue interests located on approximately 101,100 gross (4,000 net) acres (all held by production) and a separate approximate 0.6% average net royalty interest located on approximately 8,600 gross (1,800 net) royalty acres across Blaine, Canadian, Carter, Custer, Dewey, Garvin, Grady, Kingfisher, McClain, Murray, and Stephens counties in Oklahoma.
  • The oil and natural gas properties are primarily operated by Continental Resources, Inc., Ovintiv USA Inc., Validus Energy, and EOG Resources, Inc. with approximately 34% of wells operated by other operators.
  • For the year ended June 30, 2026, our average net daily production from the SCOOP/STACK properties was 1.4 MBOEPD consisting of 54% natural gas, 24% oil, and 22% NGLs.
  • Chaveroo Field – Chaves and Roosevelt Counties, New Mexico Our non-operated working interests in the Chaveroo Field consist of a 50% net working interest, with an average associated 41% average revenue interest, in approximately 4,500 gross (2,300 net) acres all held by production, associated with six development blocks with the right to acquire the same working interest in additional development locations and associated acreage at a fixed price.
  • For the year ended June 30, 2026 our average net daily production from the Chaveroo Field properties was 0.3 MBOEPD consisting of 100% oil.
  • Oil produced from our Chaveroo Field properties is sold to Phillips 66 in New Mexico.
  • Jonah Field – Sublette County, Wyoming Our non-operated working interests in the Jonah Field, a natural gas and NGL property in Sublette County, Wyoming, consist of approximately 20% average net working interest and approximately 15% average net revenue interest located on approximately 5,300 gross (950 net) acres all held by production.
  • For the year ended June 30, 2026 our average net daily production from the Jonah Field properties was 1.4 MBOEPD consisting of 89% natural gas, 6% NGLs, and 5% oil.

and 85 more.

Gone since FY2025

  • General Evolution Petroleum Corporation (“Evolution,” and together with its consolidated subsidiaries, the “Company”, “our”, “we, “us” or similar terms) is an independent energy company focused on maximizing total returns to its shareholders through the ownership of and investment in onshore oil and natural gas properties in the United States.
  • Our long-term goal is to maximize total shareholder return from a diversified portfolio of long-life oil and natural gas properties built through acquisition and through selective development opportunities, production enhancement, and other exploitation efforts on our oil and natural gas properties.
  • Recent Developments Dividend Declaration On September 11, 2025, Evolution’s Board of Directors approved and declared a quarterly dividend of $0.12 per common share payable September 30, 2025. ​ Purchase of SCOOP/STACK Minerals ​ On August 4, 2025, we completed the acquisition of certain mineral and royalty interests in the SCOOP/STACK area of Oklahoma from a non-affiliated private seller (the “Minerals Acquisition”) in a cash transaction valued at approximately $17.0 million, subject to customary post-closing adjustments.
  • The Minerals Acquisition has an effective date of May 1, 2025.
  • We funded the purchase price for the Minerals Acquisition with a combination of $15.0 million in borrowings under our Senior Secured Credit Facility and cash on hand.
  • The acquired assets include an average royalty interest of 0.6% located on approximately 5,500 net royalty acres located primarily in Grady and Canadian Counties, Oklahoma .
  • Senior Secured Credit Facility ​ On June 30, 2025, we entered into a syndicated amended and restated senior secured reserve-based credit agreement (the “Senior Secured Credit Facility”) with MidFirst Bank, as administrative agent for the lenders party thereto, in an amount up to $200.0 million with an initial borrowing base of $65.0 million maturing on June 30, 2028. ​ For further discussion of our Senior Secured Credit Facility, see “Liquidity and Capital Resources” within Item 7.
  • Purchase of Non-operated Oil and Natural Gas Assets ​ On April 14, 2025, we closed the acquisition of non-operating working interests in certain long-life oil and natural gas wells located primarily in Lea, Eddy and Chaves Counties, New Mexico and Stephens County, Texas (the “TexMex Acquisition”) from a private seller.
  • The total purchase price for the TexMex Acquisition was approximately $9.0 million before customary post-closing adjustments, with an effective date of February 1, 2025.
  • We funded the purchase price for the TexMex Acquisition with a combination of cash on hand and borrowings under our Senior Secured Credit Facility.
  • The TexMex Acquisition includes an average working interest of 42% and an average revenue interest of 35% in approximately 600 wells.
  • At-the-Market (“ATM”) Equity Sales Program On October 21, 2024, we entered into an ATM equity Sales Agreement (the “ATM Sales Agreement”) with Roth Capital Partners, LLC (the “Lead Agent”), Northland Securities Inc., and A.G.P./Alliance Global Partners pursuant to which we may issue and sell, from time to time, up to $30.0 million of shares of common stock through or to the Lead Agent, acting as agent or principal.
  • For the year ended June 30, 2025, we sold a total of approximately 0.7 million shares of our common stock under the ATM Sales Agreement for net proceeds of approximately $3.5 million, after deducting $0.3 million in offering costs.
  • We intend to use the net proceeds from any sales of common stock for general corporate purposes, including to repay outstanding indebtedness.
  • Business Strategy Our business strategy is to maximize total shareholder return based on our assessment of the operating environment and marketplace, subject to our obligations to other stakeholders.
  • The key elements of our strategy to accomplish our goal of maximizing shareholder return are: ● Maintaining a strong balance sheet and conservative financial management; ● Growing the asset base through investment in our existing properties, direct acquisitions of new low decline, long-life oil and natural gas properties, selective development opportunities, or accretive acquisitions of similar companies; and ● Returning cash to shareholders by sustaining and growing our dividend payout over time or repurchases of our shares in the open market.
  • Properties Our oil and natural gas properties consist primarily of non-operated interests in the following areas (as well as small overriding royalty interests in four onshore central Texas wells): ​ TexMex – Texas and New Mexico Our non-operated interest in TexMex consists of oil and natural gas producing properties where we hold an approximate 42% net working interest and a 35% average net revenue interest located on approximately 27,800 gross (11,200 net) acres held by production located primarily in Lea, Eddy and Chaves Counties, New Mexico and Stephens County, Texas.
  • Average net daily production from the date of acquisition through June 30, 2025 was 0.4 MBOEPD.
  • For the year ended June 30, 2025, our average net daily production from the TexMex properties consisted of 59% oil and 41% natural gas.
  • Hydrocarbons produced from our TexMex properties are sold to various purchasers throughout Texas, New Mexico and Louisiana.
  • SCOOP/STACK – Central Oklahoma Our non-operated interests in the SCOOP and STACK plays, consist of oil and natural gas producing properties in the Anadarko basin, where we hold approximately 2.6% average net working interest and approximately 2.0% average net revenue interests located on approximately 103,700 gross (4,200 net) acres (approximately 97% held by production) across Blaine, Canadian, Carter, Custer, Dewey, Garvin, Grady, Kingfisher, McClain, Murray, and Stephens counties in Oklahoma.
  • The oil and natural gas properties are operated by Continental Resources, Inc., Ovintiv USA Inc. and EOG Resources, Inc. with approximately 40% of wells operated by other operators.
  • For the year ended June 30, 2025, our average net daily production from the SCOOP/STACK properties was 1.2 MBOEPD consisting of 50% natural gas, 34% oil, and 16% NGLs.
  • Chaveroo Field – Chaves and Roosevelt Counties, New Mexico Our non-operated interests in the Chaveroo Field consist of a 50% net working interest, with an average associated 41% revenue interest, in approximately 4,500 gross (2,300 net) acres all held by production, associated with six development blocks with the right to acquire the same working interest in additional development locations and associated acreage at a fixed price.
  • For the year ended June 30, 2025 our average net daily production from the Chaveroo Field properties was 0.2 MBOEPD consisting of 100% oil.
  • Oil produced from our Chaveroo Field properties is sold to Phillips 66 in New Mexico and natural gas and NGLs are sold to Targa Resources Corp.
  • Jonah Field – Sublette County, Wyoming Our non-operated interests in the Jonah Field, a natural gas and NGL property in Sublette County, Wyoming, consist of approximately 20% average net working interest and approximately 15% average net revenue interest located on approximately 5,300 gross (950 net) acres all held by production.
  • For the year ended June 30, 2025 our average net daily production from the Jonah Field properties was 1.6 MBOEPD consisting of 89% natural gas, 6% NGLs, and 5% oil.
  • Williston Basin – Williston, North Dakota Our non-operated interests in the Williston Basin, oil and natural gas producing properties, consist of approximately 39% average net working interest and approximately 33% average net revenue interest located on approximately 138,200 gross (41,300 net) acres (approximately 97% held by production) across Billings, Golden Valley, and McKenzie Counties in North Dakota.
  • For the year ended June 30, 2025, our average net daily production from the Willison Basin properties was 0.5 MBOEPD consisting of 76% oil, 14% NGLs, and 10% natural gas.
  • Barnett Shale – North Texas Our non-operated interests in the Barnett Shale, a natural gas and NGL producing shale reservoir, consist of approximately 17% average net working interest and approximately 14% average net revenue interest (inclusive of small overriding royalty interests) located on approximately 123,800 gross (21,000 net) acres held by production across nine North Texas counties (Bosque, Denton, Erath, Hill, Hood, Johnson, Parker, Somervell, and Tarrant), in the Barnett Shale.
  • The oil and natural gas properties are primarily operated by Diversified Energy Company with approximately 10% of wells operated by six other operators.
  • For the year ended June 30, 2025, our average net daily production from the Barnett Shale properties was 2.4 MBOEPD consisting of 74% natural gas, 25% NGLs, and 1% oil.
  • Hamilton Dome – Hot Springs County, Wyoming Our non-operated interests in the Hamilton Dome Field, a secondary recovery field utilizing water injection wells to pressurize the reservoir, consist of approximately 24% average net working interest, with an associated 20% average net revenue interest (inclusive of a small overriding royalty interest).
  • For the year ended June 30, 2025, our average net daily production from the Hamilton Dome Field properties was 0.4 MBOEPD consisting of 100% oil.
  • Delhi Field – Enhanced Oil Recovery CO 2 Flood – Onshore Louisiana Our non-operated interests in the Delhi Field, a CO 2 -EOR project, consist of approximately 24% average net working interest, with an associated 19% revenue interest and separate overriding royalty and mineral interests of approximately 7% yielding a total average net revenue interest of approximately 26%.
  • The approximately 13,600 gross unitized Delhi Field, of which we hold approximately 3,200 net acres, is located in northeast Louisiana in Franklin, Madison, and Richland Parishes.
  • For the year ended June 30, 2025, our average net daily production from the Delhi Field properties was 0.8 MBOEPD consisting of 77% oil and 23% NGLs.
  • Summary of Oil & Gas Reserves for Fiscal Year Ended 2025 Our proved reserves as of June 30, 2025, denominated in thousands of barrels of oil equivalent (“MBOE”), were estimated by our independent reservoir engineers, Cawley, Gillespie and Associates, Inc.
  • CG&A evaluated the reserves for our TexMex, SCOOP/STACK, Chaveroo Field, Jonah Field, and Williston Basin properties.

and 59 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2025 ↗, FY2026 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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