-- 2025 Total Revenue of $241.6 million (approximately $315.0 million
including Bayswater), an increase of approximately 3,000% year-over-year
-- Record Adjusted EBITDA(1) of $155.5 million (approximately $220.0 million
including Bayswater), an increase of over 975% year-over-year
-- Approximately 3,900% increase in annual production to 18,500 net Boe/d
(approximately 24,000 Boe/d including Bayswater) (50% oil / 73% liquids)
-- Current production rate of approximately 28,000 net Boe/d
-- Reached agreement to extend grant of Series F Preferred equity
anniversary warrants
HOUSTON, March 30, 2026 (GLOBE NEWSWIRE) -- Prairie Operating Co. (Nasdaq: PROP) (the "Company," "Prairie," "we," "our," or "us") -- an independent energy company engaged in the development and acquisition of oil, natural gas, and natural gas liquids ("NGL") resources in the Denver-Julesburg (DJ) Basin -- today announced its financial and operational results through and subsequent to the year ended December 31, 2025.
KEY HIGHLIGHTS
-- Record total production of 6.75 million of barrels of oil equivalent
("MMBoe") (approximately 73% liquids).
-- Proved reserves of 121,119 MBoe, 43% of which are proved undeveloped with
discounted future net cash flows of $851.7 million, PV-10(1) of $1,219.8
million.
-- Expanded hedging program, securing favorable commodity pricing through
2029.
-- Closed and completed transition services period for $602.75 million
acquisition of assets from Bayswater Exploration & Production.
-- Completed six additional complementary acquisitions, adding approximately
44,000 net acres at attractive metrics.
-- Exited 2025 with a current production rate of approximately 28,000 net
Boe/d, reflecting the strength of the Company's asset base and the impact
of development activity during the year.
(1) EBITDA and PV-10 are Non-GAAP measures, refer to "Non-GAAP Financial Measures" for reconciliations of GAAP to non-GAAP financial measures used throughout this press release.
From Rich Frommer, Interim Chief Executive Officer and President:
"2025 marked a transformational year for Prairie. We materially scaled production, expanded margins, fully integrated the Bayswater assets, and strengthened our balance sheet while maintaining capital discipline and operational excellence."
"Our team delivered record production and Adjusted EBITDA(1) , giving us strong momentum entering 2026. With a deep inventory of high-quality drilling locations, expanded hedge protection, and growing scale in the DJ Basin, we believe Prairie is well positioned to execute on its strategy and create long-term shareholder value."
YEAR END FINANCIAL RESULTS SUMMARY
Full Year 2025 Highlights
-- Revenue of $241.6 million (approximately $315.0 million including
Bayswater), driven by realized prices (excluding hedges) of $59.91 per
barrel for oil, $18.16 per barrel for NGLs, and $0.88 per Mcf for natural
gas.
-- Net loss attributable to common stockholders of $60.9 million, or $1.35
basic loss per share.
-- Adjusted EBITDA(1) of $155.5 million (approximately $220.0 million
including Bayswater) compared to $(17.7) million for the year ended
December 31, 2024.
-- Capital expenditures incurred of $183.4 million, approximately 35% below
midpoint of guidance.
-- Net cash provided by operating activities of $153.9 million.
-- Proved reserves of 121,119 MBoe, 43% of which are proved undeveloped.
-- Standardized measure of discounted future net cash flows of $851.7
million, PV-10(1) of $1,219.8 million.
(1) Adjusted EBITDA and PV-10 are Non-GAAP measures, refer to "Non-GAAP Financial Measures" for reconciliations of GAAP to non-GAAP financial measures used throughout this press release.
OPERATIONS UPDATE
Operationally, 2025 marked a significant step forward for Prairie as the Company completed the transition period following the Bayswater acquisition and assumed full operational control of those assets.
On April 1, 2025, we launched development at our Rusch pad in Weld County, which consists of 11 two-mile lateral wells. The Rusch wells came online late in September 2025 with initial average oil and natural gas production measured before any deductions for fuel, flare, or vented volumes ("two-stream") gross production of 475 Boe/d.
On April 28, 2025, we announced plans to begin completions on nine previously drilled but uncompleted wells acquired in the Bayswater Acquisition. Completion activities at the Opal/Coalbank pad began in May 2025, and the wells came online mid-July 2025 with initial average two-stream gross production of 725 Boe/d.
On June 1, 2025, we moved the drilling rig to our Noble pad in Weld County, which consists of seven wells. The Noble wells came online in November 2025 with initial average two-stream gross production of 550 Boe/d.
In September 2025, we moved the drilling rig to the recently acquired Simpson pad in Weld County, which consists of six wells. Three Simpson wells came online in December 2025, and the remaining wells came online in January 2026 with initial average two-stream gross production of 500 Boe/d.
In December 2025, we moved the drilling rig to the Blehm pad and then the Schneider pad, both in Weld County, consisting of ten wells. Completion activities at the Blehm and Schneider pads are ongoing, with first production expected early in the second quarter of 2026.
At the end of 2025, we moved the drilling rig to the Elder East and West pad, which consists of nine wells. Drilling at this pad is expected to be completed imminently.
YEAR END 2025 RESULTS
Key Financial Highlights
(In thousands, except per share amounts) Year Ended December 31, 2025 ---------------------------------------- ------------------------------ Total revenues $ 241,648 Net loss attributable to common stockholders $ (60,907) Loss per share -- basic & diluted $ (1.35) Adjusted EBITDA $ 155,535 Capital expenditures $ 183,352
RESERVES
Our reserve estimates as of December 31, 2025, are based on a reserve report prepared by Cawley, Gillespie & Associates Inc. ("CG&A") in accordance with the rules and regulations of the SEC in Regulation S-X, Rule 4-10, and do not include probable or possible reserves. All of our proved reserves presented below are located in the DJ Basin.
The following table presents our estimated proved reserves by category, the standardized measure of discounted future net cash flows, PV-10, and the prices used in the calculation of net proved reserves estimates for the year ended December 31, 2025:
Year Ended December 31, 2025
------------------------------
Net reserve volumes:
Proved developed producing:
Oil (MBbls) 27,900
Natural gas (MMcf) 122,975
NGL (MBbls) 17,974
--- -------------------------
Total (MBoe)(1) 66,370
Proved developed non-producing:
Oil (MBbls) 1,406
Natural gas (MMcf) 2,258
NGL (MBbls) 330
--- -------------------------
Total (MBoe)(1) 2,112
Proved undeveloped:
Oil (MBbls) 30,725
Natural gas (MMcf) 70,041
NGL (MBbls) 10,238
--- -------------------------
Total (MBoe)(1) 52,637
Total proved:
Oil (MBbls) 60,031
Natural gas (MMcf) 195,274
NGL (MBbls) 28,542
--- -------------------------
Total (MBoe)(1) 121,119
Reserves data (in thousands):
Standardized measure of discounted future
net cash flows $ 851,702
PV-10(2) $ 1,219,814
SEC Prices(3) :
Oil (per Bbl) $ 65.34
Natural gas (per Mcf) $ 3.39
NGL (per Bbl) $ 19.28
(1) Assumes a ratio of 6 MMcf of natural gas per MBoe.
(2) PV-10 is a financial measure not presented in accordance
with U.S. GAAP. PV-10 is derived from the Standardized
Measure, which is the most directly comparable GAAP
financial measure for proved reserves. PV-10 is a
computation of the Standardized Measure on a pre-tax
basis and is equal to the Standardized Measure at
the applicable date, before deducting future income
taxes discounted at 10%.
(3) Our estimated proved reserves and the related net
revenues were determined using the 12-month unweighted
arithmetic average of the first-day-of-the-month price
for each month in the period January through December
("SEC Prices"). The SEC Prices are adjusted for treating
costs and/or crude quality and gravity corrections.
REVENUE AND PRODUCTION
Revenue for the year ended December 31, 2025 was $241.6 million, $204.0 million related to oil. Production for the year ended December 31, 2025 was 6,748 MBoe and was comprised of approximately 50% oil (approximately 73% liquids).
Year Ended December 31, 2025(1)
---------------------------------
Revenues (in thousands)
Oil revenue $ 204,040
Natural gas revenue 9,472
NGL revenue 28,136
---- ---------------------------
Total revenues $ 241,648
Production:
Oil (MBbls) 3,406
Natural gas (MMcf) 10,753
NGL (MBbls) 1,550
---- ---------------------------
Total production (MBoe)(2) 6,748
Average sales volumes per day (Boe/d) 18,487
Average realized price (excluding
effects of derivatives):
Oil (per MBbl) $ 59.91
Natural gas (per MMcf) $ 0.88
NGL (per MBbl) $ 18.16
---- ---------------------------
Average realized price (per MBoe) $ 35.81
Average realized price (including
effects of derivatives):
Oil (per MBbl) $ 63.87
Natural gas (per MMcf) $ 1.65
NGL (per MBbl) $ 17.93
---- ---------------------------
Average price (per MBoe) $ 38.98
Average NYMEX prices:
WTI (per MBbl) $ 65.39
Henry Hub (per MMBtu) $ 3.51
(1) Total revenues and production for the year ended December
31, 2025, include revenue and production volumes from
the assets acquired from Bayswater beginning on March
26, 2025, the closing date of the acquisition, through
December 31, 2025.
(2) MBoe is calculated using six MMcf of natural gas equivalent
to one MBbl of oil.
OPERATING COSTS
(In thousands, except per Boe amounts) Year Ended December 31, 2025(1)
-------------------------------------- ---------------------------------
Lease operating expenses $ 41,411
Lease operating expenses per Boe $ 6.14
Transportation and processing $ 8,910
Transportation and processing per Boe $ 1.32
Ad valorem and production taxes(2) $ 21,231
Ad valorem and production taxes per Boe $ 3.15
General and administrative expenses(3) $ 50,614
General and administrative expenses per
Boe $ 7.50
(1) Total operating expenses for the year ended December
31, 2025, include operating expenses for the assets
acquired from Bayswater beginning on March 26, 2025,
the closing date of the acquisition, through December
31, 2025. Operating expenses per Boe for the year
ended December 31, 2025 are calculated over production
volumes which include volumes from the assets acquired
from Bayswater beginning on March 26, 2025, the closing
date of the acquisition, through December 31, 2025.
(2) Ad valorem and production taxes payable for the year
ended December 31, 2025 includes the quarterly Colorado
production fee of $1.7 million.
((3) () General and administrative expenses for the year ended
December 31, 2025 includes non-cash long-term incentive
compensation expenses of $14.8 million.
ACQUISITIONS AND CAPITAL EXPENDITURES
(In thousands) Year Ended December 31, 2025
--------------------------------------- ------------------------------
Cash paid for Bayswater asset purchase $ 459,593
Capital expenditures -- cash $ 177,700
Other asset and leasehold purchases(1) $ 19,428
(1) Other asset and leasehold purchases for the year ended
December 31, 2025 includes cash paid for Edge acquisition,
the third Exok acquisition, and the Summit and Crown
acquisitions.
Liquidity and Capital Resources
As of December 31, 2025, we had approximately $109.0 million of liquidity, primarily consisting of borrowings available under our Credit Facility. As of December 31, 2025, the Credit Facility had a borrowing base of $475.0 million and aggregate elected commitments of $475.0 million.
2026 UPDATED GUIDANCE
Prairie initiates full-year guidance for 2026 as follows:
-- Average Daily Production: 25,500 -- 27,500 Boe/d.
-- Capital Expenditures: $200.0 million -- $220.0 million.
-- Adjusted EBITDA((1) : $240.0 million -- $260.0 million.
(1) Adjusted EBITDA is a Non-GAAP measure, refer to "Non-GAAP Financial Measures" for reconciliations of GAAP to non-GAAP financial measures used throughout this press release.
COMMODITY HEDGES
The following table reflects contracted volumes and weighted average prices we will receive under the terms of our derivative contracts as of December 31, 2025:
Settling Settling Settling
January 1, 2026 January 1, 2027 January 1, 2028
through through through
December 31, December 31, December
2026 2027 31, 2028
--------------- --------------- ----------------
Crude Oil
Swaps:
Notional
volume
(Bbls) 4,230,866 3,306,753 1,515,007
Weighted
average
price
($/Bbl) $ 62.36 $ 62.03 $ 61.60
Natural Gas
Swaps:
Notional
volume
(MMBtus) 13,420,634 11,882,126 4,406,357
Weighted
average
price
($/MMBtu) $ 4.08 $ 4.07 $ 4.00
Ethane Swaps:
Notional
volume
(Bbls) 288,956 232,375 51,809
Weighted
average
price
($/Bbl) $ 11.54 $ 11.05 $ 11.28
Propane
Swaps:
Notional
volume
(Bbls) 509,724 417,744 94,220
Weighted
average
price
($/Bbl) $ 26.36 $ 26.51 $ 26.00
Iso Butane
Swaps:
Notional
volume
(Bbls) 63,185 50,812 11,328
Weighted
average
price
($/Bbl) $ 33.92 $ 30.22 $ 29.63
Normal Butane
Swaps:
Notional
volume
(Bbls) 174,809 140,580 31,343
Weighted
average
price
($/Bbl) $ 35.24 $ 31.37 $ 30.37
Pentane Plus
Swaps:
Notional
volume
(Bbls) 130,321 104,802 23,366
Weighted
average
price
($/Bbl) $ 53.05 $ 52.40 $ 52.49
During the first quarter of 2026, we executed a portfolio of hedges securing the following weighted-average prices through the indicated periods:
Settling Settling Settling Settling
January January 1, January 1, January
1, 2026 2027 2028 1, 2029
through through through through
December December December June 30,
31, 2026 31, 2027 31, 2028 2029
--------- ---------- ---------- ---------
Crude Oil
Swaps:
Notional
volume
(Bbls) 695,518 960,750 861,300 210,000
Weighted
average
price
($/Bbl) $ 65.33 $ 63.49 $ 62.94 $ 61.57
Natural Gas
Swaps:
Notional
volume
(MMBtus) 600,000 1,600,000 1,200,000 400,000
Weighted
average
price
($/MMBtu) $ 4.05 $ 4.07 $ 4.11 $ 4.11
Ethane Swaps:
Notional
volume
(Bbls) 98,985 168,300 168,300 --
Weighted
average
price
($/Bbl) $ 10.63 $ 10.21 $ 9.55 $ --
Propane
Swaps:
Notional
volume
(Bbls) 64,175 104,940 104,940 --
ted average
price
($/Bbl) $ 30.07 $ 28.22 $ 25.87 $ --
Iso Butane
Swaps:
Notional
volume
(Bbls) 14,070 23,760 23,760 --
Weighted
average
price
($/Bbl) $ 39.36 $ 35.10 $ 31.32 $ --
Normal Butane
Swaps:
Notional
volume
(Bbls) 25,795 43,560 43,560 --
Weighted
average
price
($/Bbl) $ 37.99 $ 33.81 $ 30.35 $ --
Pentane Plus
Swaps:
Notional
volume
(Bbls) 31,475 55,440 55,440 --
Weighted
average
price
($/Bbl) $ 60.06 $ 55.05 $ 52.94 $ --
NON-GAAP FINANCIAL MEASURES
This press release contains Adjusted EBITDA and PV-10, which are financial measures not calculated or presented in accordance with GAAP. These supplemental non-GAAP financial measures are used by management and external users of our financial statements, such as investors, lenders, and rating agencies and may not be comparable to similarly titled measures reported by other companies.
ADJUSTED EBITDA
Adjusted EBITDA is used by management to evaluate the performance of our business, make operational decisions, and assess our ability to generate cashflows. Management believes Adjusted EBITDA provides investors with helpful information to better understand the underlying performance trends of our business, facilitate period-to-period comparisons, and assess the company's operating results.
Adjusted EBITDA is derived from net income (loss) from continuing operations and is adjusted for income tax expense, depreciation, depletion, and amortization, accretion of asset retirement obligations, abandonment and impairment of unproved properties, non-cash stock-based compensation, interest expense, net, non-cash loss on adjustment to fair value -- embedded derivatives, debt, and warrants, loss on debt issuance, unrealized gain on derivatives, and litigation settlement expense, all as applicable. We adjust net income (loss) from continuing operations for the items listed above to arrive at Adjusted EBITDA because these amounts can vary substantially between periods and companies within our industry depending upon accounting methods, book values of assets, capital structures, and the method by which assets were acquired. Adjusted EBITDA has limitations as an analytical tool, including that it excludes certain items that affect our reported financial results. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, net income calculated in accordance with GAAP or as an indicator of our operating performance or liquidity. Additionally, our calculation of Adjusted EBITDA may not be comparable to similarly titled measures used by other companies.
The following table presents the reconciliation of Net income (loss) from continuing operations to Adjusted EBITDA for the years indicated:
Year Ended December 31,
---------------------------
2025(1) 2024
-------------- ----------
(In thousands)
Net income (loss) from continuing
operations reconciliation to Adjusted
EBITDA:
Net income (loss) from continuing
operations $ 32,051 $ (39,867)
Adjustments:
Depreciation, depletion, and
amortization 48,916 427
Accretion of asset retirement
obligations 247 6
Abandonment and impairment of
unproved properties(2) 3,409 --
Non-cash stock-based compensation 14,764 8,377
Interest expense, net 27,471 562
Non-cash loss on adjustment to
fair value -- embedded
derivatives, debt, and
warrants(3) 63,341 5,358
Non- cash loss on issuance of
debt(4) -- 3,039
Unrealized (gain) loss on
derivatives (57,834) 4,395
Litigation settlement expense 1,516 --
Income tax expense((5) () 21,654 --
---------- ---------
Adjusted EBITDA $ 155,535 $ (17,703)
========== =========
(1) Net income (loss) from continuing operations for the
year ended December 31, 2025 includes revenue and
related expenses attributable to the assets acquired
from Bayswater beginning on March 26, 2025, the closing
date of the acquisition, through December 31, 2025.
(2) Reflects the abandonment of unproved locations which
we have deemed non-core and allowed to expire.
(3) Reflects the changes in the fair values of the financial
instruments measured at fair value on a recurring
basis.
(4) Reflects the loss recognized for the issuance of the
Subordinated Note and the Subordinated Note Warrants
in the third quarter of 2024.
((5) () Reflects deferred income tax expense recognized for
the year ended December 31, 2025.
The following table presents the reconciliation of our expected full-year 2026 Net income to our expected full-year 2026 Adjusted EBITDA:
Full-year 2026 Guidance Range
-----------------------------------
(In millions)
Net income reconciliation to
Adjusted EBITDA:
Net income $ 55 $ 65
Adjustments:
Depreciation, depletion, and
amortization 40 40
Accretion of asset retirement
obligations 1 1
Non-cash stock-based compensation 18 18
Interest expense, net 35 33
Non-cash loss on adjustment to
fair value -- embedded
derivatives, debt, and
warrants(1) 65 65
Unrealized loss on derivatives 5 15
Income tax expense((2) () 21 23
---- ----------- ---- ----------
Adjusted EBITDA $ 240 $ 260
==== =========== ==== ==========
(1) Reflects the changes in the fair values of the financial
instruments measured at fair value on a recurring
basis.
((2) () Reflects deferred income tax expense.
PV-10
PV-10 is a financial measure not presented in accordance with U.S. GAAP. PV-10 is derived from the Standardized Measure, which is the most directly comparable GAAP financial measure for proved reserves. PV-10 is a computation of the Standardized Measure on a pre-tax basis and is equal to the Standardized Measure at the applicable date, before deducting future income taxes discounted at 10%. Neither PV-10 nor Standardized Measure represents an estimate of the fair market value of the applicable crude oil, natural gas, and NGLs properties.
We believe that the presentation of PV-10 is relevant and useful to our investors as a supplemental disclosure to the Standardized Measure, or after-tax amount, because it presents the discounted future net cash flows attributable to our reserves before considering future corporate income taxes and our current tax structure. While the standardized measure is dependent on the unique tax situation of each company, PV-10 is based on prices and discount factors that are consistent for all companies. PV-10 has limitations as a financial measure since it excludes future income taxes and should not be considered as an alternative to, or more meaningful than, Standardized Measure calculated in accordance with GAAP.
The following table presents the reconciliation of the Standardized Measure to the PV-10 of our estimated proved reserves for the years indicated:
Year Ended December 31,
---------------------------
2025 2024
---------------- ---------
(In thousands)
Standardized Measure $ 851,702 $ 255,142
Present value of future income taxes
discounted at 10% 368,112 48,017
------------ --------
PV-10 $ 1,219,814 $ 303,159
============ ========
Cautionary Statement about Forward-Looking Statements
The information included in this press release and in any oral statements made in connection herewith include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, without limitation, statements regarding future financial performance, business strategies, expansion plans, future results of operations, estimated revenues, losses, projected costs, prospects, plans and objectives of management. These forward-looking statements are based on our management's current expectations, estimates, projections and beliefs, as well as a number of assumptions concerning future events, and are not guarantees of performance. Such statements can be identified by the fact that they do not relate strictly to historical or current facts. When used in this press release, words such as "may," "should," "could," "would," "expect," "plan," "anticipate," "intend," "believe," "estimate, " "continue," "project" or the negative of such terms or other similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements contained herein are based on our current expectations and beliefs concerning future developments and their potential effects on us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks,
uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements.
These risks are not exhaustive. Other sections of this press release could include additional factors that could adversely affect our business and financial performance. Moreover, we operate in a very competitive and rapidly changing environment. New risk factors emerge from time to time, and it is not possible for our management to predict all risk factors nor can we assess the effects of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in, or implied by, any forward-looking statements. Our Securities and Exchange Commission (the "SEC"), filings are available publicly on the SEC website at www.sec.gov. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Accordingly, forward-looking statements in this press release should not be relied upon as representing our views as of any subsequent date, and we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
All forward-looking statements expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement.
Regulation FD Disclosure
The Company announces material information to the public through a variety of means, including filings with the SEC, press releases, public conference calls, and the investor relations section of its website at www.prairieopco.com.
In addition to these traditional channels, the Company also uses its official social media accounts as a means of disclosing information about Prairie and its business, and to comply with its disclosure obligations under Regulation FD. The Company's official social media accounts currently include @PrairieOpCo on X (formerly Twitter) and linkedin.com/company/prairie-operating-co on LinkedIn. Information the Company posts through these social media channels may be deemed material. Accordingly, investors, the media, and others interested in the Company should monitor these accounts in addition to following the Company's press releases, SEC filings, and public conference calls and webcasts. The Company may update the list of official social media accounts from time to time, and any such updates will be posted on the investor relations section of its website.
About Prairie Operating Co.
Prairie Operating Co. is a Houston-based publicly traded independent energy company engaged in the development and acquisition of oil, natural gas, and natural gas liquid resources in the United States. The Company's assets and operations are concentrated in the oil and liquids-rich regions of the Denver-Julesburg (DJ) Basin, with a primary focus on the Niobrara and Codell formations. The Company is committed to the responsible development of its oil natural gas, and natural gas liquid resources and is focused on maximizing returns through consistent growth, capital discipline, and sustainable cash flow generation.
More information about the Company can be found at www.prairieopco.com.
Investor Relations Contact:
Wobbe Ploegsma
info@prairieopco.com
832-274-3449
Prairie Operating Co. and Subsidiaries
Consolidated Balance Sheets
(In thousands, except share amounts)
December 31, 2025 December 31, 2024
------------------- -------------------
Assets
Current assets:
Cash and cash equivalents $ 20 $ 5,192
Oil, natural gas, and NGL
accrued revenue 22,728 3,024
Joint interest and other
receivables 23,106 9,275
Derivative assets 28,812 --
Inventory 3,604 5
Prepaid expenses and other
current assets 1,452 312
Note receivable -- 494
--- -------------- ---------------
Total current assets 79,722 18,302
Property and equipment:
Oil and natural gas
properties, successful
efforts method of
accounting including
$57,897 and $70,462
excluded from depletable
base as of December 31,
2025 and 2024,
respectively 852,732 134,953
Other property and
equipment 21,067 94
Less: Accumulated
depreciation, depletion,
and amortization (49,343) (427)
--- -------------- ---------------
Total property and
equipment, net 824,456 134,620
Derivative assets 24,627 --
Debt issuance costs, net 12,642 1,731
Operating lease assets 2,966 1,323
Other non--current assets 133 578
--- -------------- ---------------
Total assets $ 944,546 $ 156,554
=== ============== ===============
Liabilities, Mezzanine
Equity, and Stockholders'
Equity
Current liabilities:
Accounts payable and
accrued expenses $ 62,792 $ 38,225
Oil, natural gas, and NGL
revenue payable 30,300 2,366
Ad valorem and production
taxes payable 31,385 7,094
Senior convertible note,
at fair value -- 12,555
Derivative liabilities -- 2,446
Operating lease
liabilities 1,300 323
--- -------------- ---------------
Total current liabilities 125,777 63,009
Long--term liabilities:
Credit facility 366,000 28,000
Subordinated note --
related party 1,458 4,609
Subordinated note
warrants, at fair value
-- related party 316 4,159
Series F convertible
preferred stock embedded
derivatives, at fair
value 15,853 --
Series F convertible
preferred stock warrants,
at fair value 90,134 --
SEPA, at fair value -- 790
Derivative liabilities -- 1,949
Oil, natural gas, and NGL
revenue payable 27,402 --
Ad valorem and production
taxes payable 22,751 --
Deferred tax liability 21,652 --
Asset retirement
obligation 4,019 227
Operating lease
liabilities 1,792 1,043
Other long-term
liabilities 1,082 --
--- -------------- ---------------
Total long--term
liabilities 552,459 40,777
--- -------------- ---------------
Total liabilities 678,236 103,786
Commitments and
contingencies
Mezzanine equity:
Series F convertible
preferred stock; $0.01
par value; 50,000,000
shares authorized, and
121,050 and 0 shares
issued and outstanding as
of December 31, 2025 and
2024, respectively 136,146 --
Stockholders' equity:
Series D convertible
preferred stock; $0.01
par value; 50,000 shares
authorized, and 5,982 and
14,457 shares issued and
outstanding as of
December 31, 2025 and
2024, respectively -- --
Common stock; $0.01 par
value; 500,000,000 shares
authorized, and
62,499,375 and 23,045,209
shares issued and
outstanding as of
December 31, 2025 and
2024, respectively 625 230
Treasury stock, at cost;
111,357 and 0 shares
issued and outstanding as
of December 31, 2025 and
2024, respectively (531) --
Additional paid--in
capital 217,785 172,304
Accumulated deficit (87,715) (119,766)
--- -------------- ---------------
Total stockholders' equity 130,164 52,768
--- -------------- ---------------
Total liabilities,
mezzanine equity, and
stockholders' equity $ 944,546 $ 156,554
=== ============== ===============
Prairie Operating Co. and Subsidiaries
Consolidated Statements of Operations
(In thousands, except share and per share amounts)
Years Ended December 31,
----------------------------
2025 2024
-------------- -----------
Revenues:
Crude oil sales $ 204,040 $ 6,595
Natural gas sales 9,472 551
NGL sales 28,136 793
---------- ----------
Total revenues 241,648 7,939
Operating expenses:
Lease operating expenses 41,411 1,265
Transportation and processing
expenses 8,910 864
Ad valorem and production taxes 21,231 591
Depreciation, depletion, and
amortization 48,916 427
Accretion of asset retirement
obligation 247 6
Exploration expenses 1,332 734
Abandonment and impairment of
unproved properties 3,409 --
General and administrative
expenses 50,614 30,565
---------- ----------
Total operating expenses 176,070 34,452
---------- ----------
Income (loss) from operations 65,578 (26,513)
Other (expenses) income:
Interest expense (28,521) (1,142)
Gain (loss) on derivatives, net 79,230 (4,395)
Loss on adjustment to fair value
-- embedded derivatives, debt,
and warrants (63,341) (5,358)
Loss on issuance of debt -- (3,039)
Interest income and other 759 580
---------- ----------
Total other expenses (11,873) (13,354)
Income (loss) from operations before
income taxes 53,705 (39,867)
Income tax expense (21,654) --
---------- ----------
Net income (loss) from continuing
operations 32,051 (39,867)
Discontinued operations
Loss from discontinued operations,
net of taxes -- (1,045)
---------- ----------
Net loss from discontinued operations -- (1,045)
---------- ----------
Net income (loss) attributable to
Prairie Operating Co. 32,051 (40,912)
Series F preferred stock declared
dividends (11,269) --
Series F preferred stock
undeclared dividends (1,211) --
Remeasurement of Series F
preferred stock (80,478) --
---------- ----------
Net loss attributable to Prairie
Operating Co. common stockholders $ (60,907) $ (40,912)
========== ==========
Loss per common share:
Loss per share, basic and diluted $ (1.35) $ (2.65)
Weighted average common shares
outstanding, basic and diluted 45,232,756 15,453,502
Prairie Operating Co. and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands)
Year Ended December 31,
---------------------------
2025 2024
--------------- ---------
Cash flows from operating activities:
Net income (loss) from continuing
operations $ 32,051 $ (39,867)
Adjustment to reconcile net income
(loss) to net cash provided by
(used in) operating activities:
Depreciation, depletion, and
amortization 48,916 427
Accretion of asset retirement
obligation 247 6
Abandonment and impairment of
unproved properties 3,409 --
Stock based compensation 14,764 8,377
Unrealized (gain) loss on
derivatives (57,834) 4,395
Loss on adjustment to fair value
-- embedded derivatives, debt,
and warrants 63,341 5,358
Deferred income tax expense 21,654 --
Amortization of deferred financing
costs 3,175 35
Loss on issuance of debt -- 3,039
Non-cash SEPA commitment fee -- 600
Changes in operating assets and
liabilities:
Oil, natural gas, and NGL
accrued revenue (19,703) (3,024)
Joint interest and other
receivables (6,229) (9,241)
Inventory (3,552) --
Prepaid expenses and other
current assets (1,140) (74)
Accounts payable and accrued
expenses 19,202 18,590
Oil, natural gas, and NGL
revenue payable 17,478 1,140
Ad valorem and production taxes
payable 17,947 496
Other assets and liabilities 176 (65)
----------- --------
Net cash provided by (used in)
continuing operating activities 153,902 (9,808)
----------- --------
Net cash provided by discontinued
operations -- 460
----------- --------
Net cash provided by (used in)
operating activities 153,902 (9,348)
----------- --------
Cash flows from investing activities:
Cash paid for Bayswater asset
purchase, net of cash received (459,593) --
Development of oil and natural gas
properties (177,700) (28,522)
Other asset and leasehold purchases (19,428) (94)
Cash received from payment on note
receivable related to sale of
cryptocurrency miners 805 338
Cash paid for Nickel Road asset
purchase, net of cash received -- (55,509)
Transaction expenses paid related to
Nickel Road asset purchase -- (239)
Deposit on other oil and natural gas
properties purchase -- (382)
Cash received from sale of
cryptocurrency miners -- 1,000
----------- --------
Net cash used in investing
activities (655,916) (83,408)
----------- --------
Cash flows from financing activities:
Borrowings on the Credit Facility 390,000 28,000
Repayment on the Credit Facility (52,000) --
Debt issuance costs associated with
the Credit Facility (14,085) (336)
Proceeds from the issuance of Common
Stock 43,817 15,000
Financing costs associated with
issuance of Common Stock (3,857) (5,008)
Proceeds from the issuance of
Series F Preferred Stock 148,250 --
Financing costs associated with the
issuance of Series F Preferred
Stock (12,171) --
Proceeds from the issuance of the
Subordinated Note -- related party -- 5,000
Payments of the Subordinated Note --
related party (3,214) (1,786)
Proceeds from the issuance of the
Senior Convertible Note -- 14,250
Payments of the Senior Convertible
Note -- (3,748)
Proceeds from option exercise 633 --
Treasury stock repurchased (531) --
Proceeds from the exercise of Series
D and E Preferred Stock warrants -- 33,539
----------- --------
Net cash provided by financing
activities 496,842 84,911
----------- --------
Net decrease in cash and cash
equivalents (5,172) (7,845)
Cash and cash equivalents, beginning
of the year 5,192 13,037
----------- --------
Cash and cash equivalents, end of the
year $ 20 $ 5,192
=========== ========
Supplemental Disclosures of Cash Flow Information
The following table presents non--cash investing and financing activities and supplemental cash flow disclosures relating to the cash paid for interest and income taxes for the years indicated:
Year Ended December 31,
-----------------------------
2025 2024
-------------- -------------
(In thousands)
Non--cash investing activities:
Increase in capital expenditure
accruals and accounts payable $ 5,652 $ 14,136
Equipment purchased in exchange for
note payable $ 560 $ --
Non--cash financing activities:
Common Stock issued to Bayswater as
part of Bayswater Acquisition
purchase price(1) $ 16,000 $ --
Common Stock issued for SEPA
commitment fee(2) $ -- $ 600
Common Stock issued upon conversion
of Senior Convertible Note(3) $ 18,164 $ --
Common Stock issued upon conversion
of Series D Preferred Stock $ 8,475 $ 6,170
Common Stock issued upon conversion
of Series E Preferred Stock $ -- $ 20,000
Common Stock issued upon conversion
of Series F Preferred Stock $ 38,490 $ --
Common Stock issued for Series F
Preferred Stock dividends(4) $ 11,269 $ --
Credit facility issuance costs
included in accrued liabilities $ -- $ 331
Credit facility issuance costs paid
by the issuance of Common Stock(5) $ -- $ 1,000
Supplemental disclosure:
Cash paid for interest $ 25,259 $ 715
(1) The Company issued approximately 3.7 million shares
of common stock, par value $0.01 per share ("Common
Stock") to Bayswater (as defined herein) as part of
the Bayswater Purchase Price (as defined herein).
(2) Pursuant to the SEPA, the Company issued 100,000 shares
to YA II PN, LTD., a Cayman Islands exempt limited
company ("Yorkville") as a commitment fee.
(3) During the year ended December 31, 2025, Yorkville,
converted the remaining $11.3 million of the initial
$15.0 million Senior Convertible Note in exchange
for 2.1 million shares of Common Stock.
(4) The Company elected to issue shares of Common Stock
for the Series F Preferred Stock dividends payable
on June 1, September 1, and December 1, 2025.
(5) Prior to entering into the reserve-based credit agreement
with Citibank N.A. in December 2024, the Company issued
120,048 shares to Yorkville as a consent fee.
(END) Dow Jones Newswires
March 30, 2026 16:30 ET (20:30 GMT)
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