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AGIG on NYSE

ABUNDIA GLOBAL IMPACT GROUP, INC.

ABUNDIA GLOBAL IMPACT GROUP, INC. is an American crude petroleum and natural gas company based in Houston.1 Its shares trade on NYSE under the symbol AGIG.1

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Last updated Oct 21, 2026.

Overview

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  • TickerAGIG on NYSE1
  • IndustryCrude Petroleum & Natural Gas1
  • HeadquartersHouston, Texas1
  • Incorporated inDE2
  • Business address1300 Post Oak Blvd, Suite 1305, Houston, Tx 770562
  • Filer categoryNon-accelerated filer, Smaller reporting company2
  • Legal formCorporation

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For accounting purposes, the Share Exchange is treated as a reverse acquisition, with AGIG as the surviving entity.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-7000.8%Operating margin5
-7172.4%Net margin5
-26.7%Revenue growth, 20255
-154.9%Return on equity5
0.54×Debt to equity5
-$16.7MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Oil Sales brought in 53% of the revenue ABUNDIA GLOBAL IMPACT GROUP, INC. broke down this way in fiscal 2025.

  1. Oil Sales$217.7K553%
  2. Natural Gas Sales$103.8K525%
  3. Natural Gas Liquids Sales$89.2K522%
Products and services by year
Products and services2025
Oil Sales$217.7K
Natural Gas Sales$103.8K
Natural Gas Liquids Sales$89.2K

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Research and development65¢$752.3K
  • Interest35¢$400.0K

Out of $410.6K in revenue.5 The company lost money this year.

Financial statements

Revenue6789105$410.6K in 2025−59% since 2019
0$500.0K$1.0M$1.5M$2.0M2019: $998.0K$998.0K20192020: $552.3K$552.3K2020−45%2021: $1.3M$1.3M2021+141%2022: $1.6M$1.6M2022+23%2023: $794.0K$794.0K2023−52%2024: $560.2K$560.2K2024−29%2025: $410.6K$410.6K2025−27%
Operating income6789105-$28.7M in 2025+1132% since 2019
-$30.0M-$20.0M-$10.0M02019: -$2.3M-$2.3M20192020: -$4.2M-$4.2M2020+79%2021: -$1.0M-$1.0M2021−75%2022: -$777.9K-$777.9K2022−25%2023: -$4.6M-$4.6M2023+489%2024: -$8.0M-$8.0M2024+76%2025: -$28.7M-$28.7M2025+257%
Net income6789105-$29.5M in 2025+1071% since 2019
-$30.0M-$20.0M-$10.0M02019: -$2.5M-$2.5M20192020: -$4.0M-$4.0M2020+60%2021: -$1.0M-$1.0M2021−75%2022: -$744.3K-$744.3K2022−27%2023: -$3.2M-$3.2M2023+331%2024: -$3.6M-$3.6M2024+12%2025: -$29.5M-$29.5M2025+716%

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
OIL AND GAS REVENUE$410.6K
Oil and gas lease operating expenses and severance tax$221.1K
General and administrative expense$10.6M$2.4M
Research and development$752.3K$1.7M
Depreciation, depletion and amortization$209.1K$15.5K
Success fee paid on Share Exchange by controlling shareholder$12.4M
Shares issued as commitment fee for equity line of credit$3.3M
Impairment of technology licenses$1.1M$1.0M
Impairment of oil and gas properties$431.9K
Write off of application costs incurred on abandoned patent applications$112.1K
Provision for loss on convertible note receivable$2.9M
TOTAL OPERATING EXPENSES$29.2M$8.0M
LOSS FROM OPERATIONS-$28.7M-$8.0M
Interest expense-$625.6K-$401.1K
Loss on debt extinguishment-$880.4K
Interest income$25.4K$242.5K
Grant income$737.8K$2.5M
Change in fair value of warrant liability$46.0K$2.1M
Foreign currency loss-$16.7K-$44.4K
TOTAL OTHER INCOME AND (EXPENSE), NET-$713.5K$4.4M
NET LOSS BEFORE TAXES-$29.5M-$3.6M
NET LOSS-$29.5M-$3.6M
NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST$8.6K$13.6K
NET LOSS ATTRIBUTABLE TO ABUNDIA GLOBAL IMPACT GROUP, INC.-$29.5M-$3.6M
OTHER COMPREHENSIVE INCOME (LOSS) Foreign currency translation gain (loss)$63.6K-$16.4K
COMPREHENSIVE LOSS-$29.4M-$3.6M
COMPREHENSIVE LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST$8.6K$13.6K
COMPREHENSIVE LOSS ATTRIBUTABLE TO ABUNDIA GLOBAL IMPACT GROUP, INC.-$29.4M-$3.6M
Basic loss per common share-$0.90-$0.11
Diluted loss per common share-$0.90-$0.11
Basic weighted average number of common shares outstanding32.8M shares31.8M shares
Diluted weighted average number of common shares outstanding32.8M shares31.8M shares

Compare ABUNDIA GLOBAL IMPACT GROUP, INC. with another company

Corporate structure

ABUNDIA GLOBAL IMPACT GROUP, INC. sits at the top of its group. 5 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of ABUNDIA GLOBAL IMPACT GROUP, INC.

  • Alyeska Investment Group, L.P. Filed SCHEDULE 13G/A on ABUNDIA GLOBAL IMPACT GROUP, INC., latest Aug 14, 2026 (2 filings since May 15, 2026)
  • Bower Family Holdings, LLC Filed SCHEDULE 13G/A on ABUNDIA GLOBAL IMPACT GROUP, INC., latest Jul 31, 2025 (2 filings since Nov 18, 2024)
  • 3i, LP Filed SCHEDULE 13G on ABUNDIA GLOBAL IMPACT GROUP, INC., latest Jul 16, 2025 (3 filings since Jan 24, 2025)
  • Abundia Financial LLC Filed SCHEDULE 13D on ABUNDIA GLOBAL IMPACT GROUP, INC., latest Jul 9, 2025
  • Tyler Hayden Kling Filed SC 13D on ABUNDIA GLOBAL IMPACT GROUP, INC., latest Jun 16, 2022
  • Hyperscale Data, Inc. Filed SC 13D/A on ABUNDIA GLOBAL IMPACT GROUP, INC., latest Feb 2, 2022 (2 filings since Jan 31, 2022)
  • ABUNDIA GLOBAL IMPACT GROUP, INC. Houston, Texas
    • Abundia Biomass-to-Liquids Limited Subsidiary · United Kingdom
    • Abundia Global Impact Group (Ireland) Limited Subsidiary · Ireland
    • Abundia Global Impact Group (UK) Limited Subsidiary · United Kingdom
    • Abundia Plastics Europe Limited Subsidiary · United Kingdom

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What ABUNDIA GLOBAL IMPACT GROUP, INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Machinery and equipment$90.0K10 Dec 31, 2024$90.0K10 Dec 31, 20230%
Computer equipment and software$1.4M5 Dec 31, 2025$1.2M5 Dec 31, 2024+23.1%
Construction in progress$630.8K5 Dec 31, 2025
Property and equipment, before depreciation$10.1M5 Dec 31, 2025$3.6K5 Dec 31, 2024+281377.6%
Accumulated depreciation$195.9K5 Dec 31, 2025$3.3K5 Dec 31, 2024+5853.1%
Property and equipment, net$9.9M5 Dec 31, 2025$3125 Dec 31, 2024+3187631.1%
Operating-lease assets (leased space)$150.2K5 Dec 31, 2025$69.9K10 Dec 31, 2024+114.9%

Real estate and locations

ItemLatestA year beforeChange
Area of land1,413 sq ft5 Aug 27, 2025

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$4.6M5 Dec 31, 2025$525.8K5 Dec 31, 2024+778.4%
Deposits held (banks)$4.4M5 Dec 31, 2025$2.5M10 Dec 31, 2024+76.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$13.0M5 Dec 31, 2025
Finite-lived intangibles, net$328.4K5 Dec 31, 2025

Properties, in its own words

On July 11, 2025, the Company completed the purchase of a 25-acre site at the Cedar Port Industrial Park (“The Cedar Port Property”) located in Baytown, Texas from TGS Cedar Port Partners (“TGS”), a Texas limited partnership, for a total purchase price of approximately $8.6 million.

The Company plans to construct its first plastics recycling plant at the location, transforming plastic waste into pyrolysis oil. The strategically located site will be the foundation for a U.S. innovation hub dedicated to developing recycling, renewable and circular technologies supported by the industrial park’s robust infrastructure.

The rest of Item 2

We currently lease approximately 1,400 square feet of office space in Houston, Texas as our executive offices. Management anticipates that our space will be sufficient for the foreseeable future. The average monthly rental under the lease, which expires on February 28, 2031, is approximately $3,800. A description of our interests in oil and gas properties is included in “Item 1”. Business.”

Item 2 of the 10-K filed Mar 23, 2026.4

Leadership

Who has led ABUNDIA GLOBAL IMPACT GROUP, INC., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. John F. Terwilliger2007–2022
  2. John P. Boylan2015–2018
  3. James A. Schoonover2018–2020
  4. Peter F. Longo2024–now

Chair

  1. John P. Boylan2015–2018

President

  1. John F. Terwilliger2007–2022
  2. John P. Boylan2015–2018
  3. James A. Schoonover2019–2020
  4. Peter F. Longo2024–now

Chief financial officer

  1. James J. Jacobs2006–2013
  2. Lucie Harwood2025–now

Chief operating officer

  1. Joseph Gasik2025–now
2010201520202025
Board members and other officers (15)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Chief Executive OfficerEdward Gillespie named Jul 16, 2025 to Jul 24, 202533
  • DirectorMatthew Henninger named Jul 16, 2025 to Jul 24, 202533
  • DirectorRobert Bailey named Jul 16, 2025 to Jul 24, 202533

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Abundia Biomass-to-Liquids Limited UK3
  • Abundia Global Impact Group (Ireland) Limited Ireland3
  • Abundia Global Impact Group (UK) Limited UK3
  • Abundia Plastics Europe Limited UK3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • HOUSTON AMERICAN ENERGY CORPOct 1, 2001 to Nov 25, 20252

Timeline

  1. Aug 26, 20268-K Other events34
  2. Aug 17, 20268-K Entered a material agreement; New debt or obligation; Other events35
  3. Jun 9, 20268-K Other events36
  4. May 20, 20268-K Executive or director change; Shareholder vote37
  5. May 18, 20268-K Shareholder vote38
  6. Apr 2, 20268-K Entered a material agreement; Completed an acquisition or sale; New debt or obligation39
  7. Mar 26, 20268-K Director nominations40
  8. Feb 23, 20268-K Entered a material agreement; Unregistered sale of shares; Other events41
  9. Feb 6, 20268-K Earlier financial statements no longer reliable42
  10. Jan 14, 20268-K Regulation FD disclosure43
  11. Dec 17, 20258-K Shareholder vote44
  12. Dec 16, 20258-K Entered a material agreement; Other events45
  13. Nov 22, 2024New chief executive Peter F. Longo becomes CEO13
  14. Jun 7, 2018New chief executive James A. Schoonover becomes CEO14
  15. Apr 24, 2015New chief executive John P. Boylan becomes CEO15
  16. Jul 5, 2007New chief executive John F. Terwilliger becomes CEO16

Calendar

Coming up

  1. Nov 18, 2026Reports results for the quarter ending Sep/202646

When it reported results

  1. Nov 10, 2025Reported quarterly or annual results47

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

216 filings to the SEC since October 2021: 8 annual reports, 16 quarterly reports, 51 major events, 63 insider forms, 11 large holders, 3 private raises, 64 other. The latest 20:

  1. Aug 26, 20268-K EDGAR
  2. Aug 17, 20268-K EDGAR
  3. Aug 14, 2026SCHEDULE 13G/A EDGAR
  4. Aug 7, 202610-Q EDGAR
  5. Jun 30, 20264 EDGAR
  6. Jun 29, 20264 EDGAR
  7. Jun 29, 20264 EDGAR
  8. Jun 29, 20264 EDGAR
  9. Jun 26, 20264 EDGAR
  10. Jun 22, 2026S-8 EDGAR
  11. Jun 15, 20264 EDGAR
  12. Jun 9, 20268-K EDGAR
  13. May 20, 20264 EDGAR
  14. May 20, 20268-K/A EDGAR
  15. May 18, 20268-K EDGAR
  16. May 15, 2026SCHEDULE 13G EDGAR
  17. May 14, 20264 EDGAR
  18. May 14, 20264 EDGAR
  19. May 14, 20264 EDGAR
  20. May 13, 202610-K/A EDGAR

The 216 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

24 open-market trades by officers, directors and large owners since October 2021: 20 buys and 4 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 12, 2026Gillespie Edward OliverChief Executive OfficerBuy11,000$1.18$13.0KForm 4
May 18, 2026Gillespie Edward OliverChief Executive OfficerBuy14,990$1.15$17.2KForm 4
May 14, 2026Gillespie Edward OliverChief Executive OfficerBuy13,000$1.16$15.1KForm 4
May 13, 2026Gillespie Edward OliverChief Executive OfficerBuy10,000$1.22$12.2KForm 4
May 12, 2026Bailey Robert J.DirectorBuy10,000$1.20$12.0KForm 4
May 12, 2026LONGO PETER F.DirectorBuy10,000$1.20$12.0KForm 4
May 12, 2026Gillespie Edward OliverChief Executive OfficerBuy8,220$1.19$9.8KForm 4
Dec 23, 2025Gillespie Edward OliverChief Executive OfficerBuy12,500$1.92$24.0KForm 4
Dec 22, 2025LONGO PETER F.DirectorBuy5,000$1.75$8.8KForm 4
Dec 22, 2025Bailey Robert J.DirectorBuy2,000$1.90$3.8KForm 4
Dec 22, 2025Gillespie Edward OliverChief Executive OfficerBuy30,000$1.91$57.3KForm 4
Dec 19, 2025LONGO PETER F.DirectorBuy26,041$1.68$43.7KForm 4
Dec 19, 2025Bailey Robert J.DirectorBuy10,000$1.66$16.6KForm 4
Dec 19, 2025Henninger Matthew T.DirectorBuy9,500$1.74$16.5KForm 4
Dec 19, 2025Gillespie Edward OliverChief Executive OfficerBuy8,461$1.65$14.0KForm 4
Jul 1, 2025Bower Family Holdings, LLC10% ownerBuy3,066,580Form 4
Jul 1, 2025Bower Family Holdings, LLC10% ownerBuy3,066,580Form 4
May 18, 2023SCHOONOVER JAMES ADirectorBuy15,000$2.24$33.6KForm 4
Nov 25, 2022TERWILLIGER JOHN FCEO and PresidentSale4,630$4.02$18.6KForm 4
Sep 2, 2022SCHOONOVER JAMES ADirectorBuy15,000$4.37$65.5KForm 4

All 24 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Edward GillespieChief Executive Officer50$187.3K$557.2K54
2025Peter LongoFormer Chief Executive Officer and Chief Financial Officer66$90.0K$422.0K54
2025Lucie HarwoodChief Financial Officer50$187.3K$337.2K54
2025Joseph GasikChief Operating Officer50$180.0K$255.0K54
2024John TerwilligerFormer Chief Executive Officer$240.0K$261.2K54
2024Peter LongoFormer Chief Executive Officer and Chief Financial Officer66$24.0K$51.9K54

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$336.4M 2025–2025
Money received by yearMoney received by year, 2025–2025: $336.4M in all. Private raises (Form D) $336.4M.$0$100M$200M$300M$400M2025 · Private raises (Form D): $336.4M2025
Figures by year
YearPrivate raises (Form D)Total
2025$336.4M$336.4M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Jul 10, 2025Raised $5.4 million in a private offering of debt33 Form D: 1 investor so far Form D
  2. Jul 10, 2025Filed a private offering of equity55 Form D: $100 million offered in all Form D
  3. Jul 1, 2025Raised $331 million in a private offering of equity56 Form D: 2 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Alyeska Investment Group, L.P.2,124,510$2.1M0.0%−1,250,865
Geode Capital Management, LLC82,583$81.2K0.0%+28,307
BlackRock, Inc.76,228$74.9K0.0%+44,118
Steward Partners Investment Advisory, LLC50,000$49.1K0.0%No change
Vanguard Capital Management LLC45,858$45.1K0.0%+11,612
Northern Trust Corp28,966$28.5K0.0%New
Vanguard Fiduciary Trust Co12,971$12.8K0.0%No change
Two Sigma Securities, LLC10,599$10.4K0.0%New
UBS Group AG8,473$8.3K0.0%+3,512
Tower Research Capital LLC (TRC)5,635$5.5K0.0%−8,755
Citigroup Inc2,016$2.0K0.0%−46,610
Barclays PLC805$7910.0%New
Jones Financial Companies Lllp558$5690.0%New
Gsa Capital Partners Llp146,726$1440.0%−21,180
NFSG Corp54$530.0%No change
LRI Investments, LLC12$120.0%No change
Morgan Stanley9$90.0%−66,825
Bogart Wealth, LLC5$50.0%No change

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How ABUNDIA GLOBAL IMPACT GROUP, INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARABUNDIA GLOBAL IMPACT GROUP, INC.1
  • CIK0001156041
  • Employer ID (EIN)76-06759534
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)1311 Crude Petroleum & Natural Gas1
  • SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
  • Business address1300 Post Oak Blvd, Suite 1305, Houston, TX 770561
  • Phone713-322-88181
  • Shares outstanding44,150,321 as of Aug 5, 202612
  • Public float$17.9M as of Jun 30, 20254
  • AuditorCBIZ CPAs P.C., Houston, Texas PCAOB ID 199; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceAug 3, 20011
  • Filings776 in all: 8-K (227), 4 (163), 10-Q (59), 3 (23), DEF 14A (22), 10-K (19), UPLOAD (17), CORRESP (16)1
    All 60 form types

    10QSB (15), 424B5 (14), EFFECT (14), SC 13G/A (14), SC 13G (11), ARS (10), S-3 (10), SC 13D/A (8), 10-K/A (7), 10QSB/A (7), DEFA14A (7), S-8 (7), 10KSB (6), 4/A (6), 424B3 (6), D (6), PRE 14A (6), S-4/A (6), 8-K/A (5), POS AM (4), SB-2 (4), SCHEDULE 13G (4), 10-Q/A (3), S-3/A (3), SB-2/A (3), SC 13D (3), SCHEDULE 13G/A (3), 10KSB/A (2), 144 (2), 25 (2), 5 (2), 8-A12B (2), DEF 14C (2), NT 10-K (2), NT 10-Q (2), PRER14A (2), REGDEX (2), RW (2), S-1 (2), S-1/A (2), 424B1 (1), 8-A12B/A (1), CERTAMX (1), CERTNAS (1), CERTNYS (1), DEFR14A (1), DRS (1), DRSLTR (1), POS EX (1), PRE 14C (1), S-4 (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Mar 23, 2026
    Quarterly report (10-Q) Aug 7, 2026
    Proxy statement (DEF 14A) Apr 2, 2026
    Latest 8-K (8-K) Aug 26, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.001 par value per shareAGIGNYSE American

From the cover page of the 10-K filed Mar 23, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks ABUNDIA GLOBAL IMPACT GROUP, INC. names in Item 1A of its 10-K filed Mar 23, 2026: 55 risks under these headings, as written.4

  • Company and Business Risks
  • The report of the independent registered public accounting firm on our 2025 and 2024 financial statements contains a going concern qualification.
  • The Company has incurred losses and anticipates continuing to incur losses while it commercializes and scales its business.
  • The Company has identified material weaknesses in its internal control over financial reporting.
  • Financial results could vary significantly from quarter to quarter and may be subject to macroeconomic influences, and its projections may differ materially from actual results.
  • Requirement for substantial additional financing to fund operations and complete the development and commercialization of technologies that may not be done on favorable terms.
  • The Company’s technology may not be successful in developing commercial products.
  • If we are unable to manage growth and expand operations successfully, our reputation and brand may be damaged, and the business and results of operations may be harmed.
  • Competing in a competitive industry and failure to successfully compete with other companies in its industry may have a material adverse effect on the business.
  • The Company expects to rely on a limited number of industry partners for a significant portion of its near-term revenue.
  • The Company and its industry partners have a limited operating history utilizing its technology and different feedstocks, which may make it difficult to evaluate its future viability and predict its future performance.
  • Governmental programs designed to incentivize the production and consumption of low carbon fuels and carbon capture and utilization, may be implemented in a way that does not include our products or could be repealed, curtailed or otherwise changed, which would have a material adverse effect on our business and financial condition.
The other 44 risks
  • Products produced by the Company’s process technologies compete with or are intended to displace comparable products produced using fossil resources. The market prices for these alternatively produced products and commodities are subject to volatility and there is a limited amount of referenceable market data.
  • The Company is subject to risks associated with currency fluctuations, and changes in foreign currency exchange rates could impact its results of operations.
  • If we are unable to attract, integrate, and retain additional qualified personnel, including top technical talent, our business could be adversely affected.
  • Natural or man-made disasters, social, economic and political instability, and other similar events — including pandemics — may significantly disrupt the Company’s and its industry partners’ businesses and negatively impact its results of operations and financial condition.
  • Technological innovation by others could render our technology and the products produced uneconomical.
  • Risks Related to the Company’s Manufacturing and Commercialization
  • Fluctuations in the prices of waste-based feedstocks used to manufacture the products produced using the Company’s process technologies may affect us or our industry partners’ cost structure, gross margin and ability to compete.
  • If the Company is unable to successfully add additional process trains, it may not meet its customer demand.
  • The Company may face manufacturing capacity issues that may adversely affect its deployment targets.
  • While abundant, if the availability of the waste-based feedstocks declines or competition for them increases, the Company may be required to raise the prices of its products which could reduce the demand and affect its revenue.
  • Failure to continuously reduce operating and capital costs for the Company’s facilities that deploy its technologies may impact adoption of its products and could negatively impact its business, financial condition, results of operations and prospects.
  • Construction of the Company’s facilities may not be completed in the expected timeframe or in a cost-effective manner. Any significant delays in the construction of plants could severely impact its business, financial condition, results of operations and prospects.
  • Risks Related to the Company’s Legal, Regulatory, and Environmental, Health and Safety Matters
  • The Company and its industry partners use hazardous materials and must comply with applicable environmental, health and safety laws and regulations. Any claims relating to improper handling, storage or disposal of these materials or noncompliance with applicable laws and regulations could adversely affect the business.
  • The Company and its industry partners are subject to extensive international, national and subnational laws and regulations, and any changes in relevant laws or regulations, or failure to comply with these laws and regulations could have a material adverse effect on its business.
  • The Company’s technology deployment sites require permitting and planning, some of which are in line with petrochemical standards. Any delays or being unable to secure these may adversely affect its deployment schedule.
  • The Company may be subject to product liability claims, which could result in material expense, diversion of management time and attention and damage to its business, reputation and brand.
  • Risks Related to the Company’s Intellectual Property
  • The Company has non-exclusive service agreements or licenses to some of its intellectual property related to its technological offering.
  • The Company’s failure to protect its intellectual property and proprietary technology may significantly impair its competitive advantage.
  • The Company’s patent rights may not provide commercially meaningful protection against competition.
  • The Company may face costly intellectual property infringement claims, the result of which would decrease the amount of cash available to operate and complete its business plan.
  • The Company may be involved in lawsuits to protect or enforce its patents or the patents of its licensors, or lawsuits asserted by a third party, which could be expensive, time consuming, and unsuccessful.
  • The Company relies in part on trade secrets to protect its technology, and its failure to obtain or maintain trade secret protection could harm its business.
  • The Company depends on certain technologies that are sold or licensed to it. It does not control these technologies or own the intellectual rights to these properties, and any loss of its rights to them could prevent it from developing its process technologies.
  • General Risks Related to the Company
  • Conditions in the financial markets and economic conditions in general may adversely affect the Company’s ability to raise additional capital, execute its business plan, or remain in business.
  • If the Company loses key personnel or is unable to attract, integrate and retain additional key personnel, it could harm its ability to meet its business objectives.
  • If the Company experiences a significant disruption in its information technology systems, including security breaches, or if it fails to implement new systems and software successfully, its business operations and financial condition could be adversely affected.
  • General Risk Factors
  • Economic uncertainties or downturns, or political changes, in the United States and globally, could limit the availability of funds available to our customers and potential customers, which could materially adversely affect our business.
  • Changes in government trade policies, including the imposition of tariffs and export restrictions, could have an adverse impact on our business operations and sales.
  • We may be subject to litigation for a variety of claims, which could adversely affect our results of operations, harm our reputation, or otherwise negatively impact our business.
  • Company and Business Risks – Legacy Oil and Gas Business
  • Our ability to operate our oil and gas business profitably is highly dependent on energy prices. A substantial or extended decline in oil and natural gas prices may adversely affect our oil and gas business.
  • We may incur substantial uninsured losses and be subject to substantial liability claims as a result of our oil and natural gas operations.
  • If oil and natural gas prices decrease, we may be required to take write-downs of the carrying values of our oil and natural gas properties.
  • Risks Relating to our Common Stock
  • The price of our common stock may fluctuate significantly, and this may make it difficult to resell common stock when, or at prices, desired.
  • Our common stock is currently listed on the NYSE American LLC (“NYSE American”). In the event that NYSE American delists our common stock from trading, it could limit investors’ ability to make transactions in our securities and subject us to additional trading restrictions.
  • If our shares of common stock become subject to the penny stock rules, it would become more difficult to trade our shares.
  • The sale of a substantial number of shares of our common stock may affect our stock price.
  • Future capital raises may dilute your ownership and/or have other adverse effects on our operations.
  • We will continue to incur increased costs as a result of operating as a public company, and our management will be required to devote substantial time to new compliance initiatives and corporate governance practices.
  • We are a “smaller reporting company,” and the reduced disclosure requirements applicable to us as such may make our common shares less attractive to our stockholders and investors.
  • We are a “controlled company” within the meaning of NYSE American rules and, as a result, qualify for, and may rely on, exemptions from certain corporate governance requirements. Holders of our common stock will not have the same protections afforded to stockholders of companies that are subject to such requirements.
  • We presently do not intend to pay cash dividends on our common stock.
  • Our Certificate of Incorporation and our Bylaws, as well as provisions of Delaware law, could make it difficult for a third party to acquire our company and also could limit the price that investors are willing to pay in the future for shares of our common stock.
  • Our Certificate of Incorporation and our Bylaws provide that the Court of Chancery of the State of Delaware will be the exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.

Legal proceedings

We may from time to time be a party to lawsuits incidental to our business. As of March 20, 2026, we were not aware of any current, pending or threatened litigation or proceedings that could have a material adverse effect on our results of operations, cash flows or financial condition.

The opening of Item 3, Legal Proceedings.4

Sources

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