EVOLUTION PETROLEUM CORP
For the period ended Jun 30, 2026. Filed Sep 16, 2026.
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FY2026 · Filed Sep 16, 2026
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Liquidity and Capital Resources
As of June 30, 2026, we had $6.1 million in cash and cash equivalents and $56.5 million outstanding borrowings on our Senior Secured Credit Facility compared to $2.5 million in cash and cash equivalents and $37.5 million outstanding borrowings on our Senior Secured Credit Facility at June 30, 2025. Our primary sources of liquidity and capital resources during the year ended June 30, 2026 were cash provided by operations, net borrowings under our Senior Secured Credit Facility, and net proceeds from the ATM Sales Agreements. Our primary uses of liquidity and capital resources for the year ended June 30, 2026 were cash used to fund our SCOOOP/STACK Minerals Acquisition and Louisiana Minerals, cash dividend payments to our common stockholders, and development capital expenditures. As of June 30, 2026, working capital was a deficit of $1.8 million, primarily due to our current derivative contracts, which vary quarter-to-quarter based on forecasted commodity prices at the end of each quarter. As of June 30, 2025, working capital was a deficit of $4.0 million.
The syndicated Senior Secured Credit Facility has a maximum capacity of $200.0 million subject to a borrowing base determined by the lenders based on a percentage of the value of our oil and natural gas properties. As of June 30, 2026, the Senior Secured Credit Facility had a borrowing base of $65.0 million. As of June 30, 2026, we had $56.5 million of indebtedness, $0.8 million of letters of credit outstanding and available capacity of $7.7 million. The Senior Secured Credit Facility is secured by substantially all of our oil and natural gas properties and matures on June 30, 2028.
Borrowings bear interest, at our option, at either (i) the SOFR, subject to a minimum SOFR of 3.25%, plus a credit spread adjustment of 0.05%, or (ii) the Prime Rate, as defined under the Senior Secured Credit Facility, plus 1.0%, plus, in either case of (i) or (ii), an applicable margin of 2.75%. For the years ended June 30, 2026 and 2025, the weighted average interest on our borrowings were 6.69% and 7.48%, respectively. The Senior Secured Credit Facility contains covenants requiring the maintenance of (i) a total leverage ratio of not more than 3.00 to 1.00, (ii) a current ratio of not less than 1.00 to 1.00, and (iii) a consolidated tangible net worth of not less than $40.0 million, each as defined in the Senior Secured Credit Facility. In addition, the Senior Secured Credit Facility contains hedging requirements that apply when utilization is greater than 25% of (x) the Margined Collateral Value, as defined under the Senior Secured Credit Facility, at any time when the leverage ratio is less than 2.25 to 1.00, or (y) the borrowing base, at any time when the leverage ratio is greater than or equal to 2.25 to 1.00. It also contains other customary affirmative and negative
covenants, including a hedging covenant discussed below, and events of default. As of June 30, 2026, we were in compliance with all covenants under the Senior Secured Credit Facility.
The Senior Secured Credit Facility requires redeterminations of the borrowing base to occur semi-annually. At each redetermination, the Margined Collateral Value is updated based on the estimated value of our oil and natural gas properties, which includes our proved developed reserves, proved undeveloped reserves, and other relevant factors consistent with customary oil and natural gas lending criteria. 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. On August 29, 2025, we entered into the first amendment to our Senior Secured Credit Facility with MidFirst Bank, whereas it was determined for purposes of the hedge covenant that total crude oil and natural gas production volumes from proved developed producing reserves will be combined on a barrels of oil equivalent (“BOE”) basis to determine compliance with the hedging covenant.
On October 21, 2024, we entered into an ATM equity Sales Agreement with Roth Capital Partners, LLC as our 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, we executed a new ATM equity Sales Agreement, substantially consistent with the original October agreement 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.
We have historically funded operations through cash from operations and working capital. Our primary source of cash is the sale of produced crude oil, natural gas, and NGLs. A portion of these cash flows is used to fund capital expenditures and pay cash dividends to shareholders. We expect to fund near-future capital development activities for our properties with cash flows from operating activities, and, as needed, borrowings under our Senior Secured Credit Facility and proceeds from the ATM Sales Agreements.
Consistent with our business strategy, we are constantly pursuing new growth opportunities and other transactions to maximize shareholder value and will do so using a targeted mix of capital sourcing. We will continue to pursue acquisitions of oil and natural gas properties, including long-life producing properties with substantial upside potential as well as acquisitions of minerals and royalty interests. As described in “Recent Developments” above, subsequent to our fiscal year end, we completed our Permian Minerals Acquisition on August 20, 2026, for a total purchase price of $16.0 million which was funded with proceeds from the Offering and $3.2 million in borrowings under our Senior Secured Credit Facility. In addition, 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 or semi-annual Fall redetermination on or about October 1, 2026. While this increased capacity affords us additional flexibility, we have not drawn on it to date. After taking into account the Offering, additional borrowings of $3.5 million under our Senior Secured Credit Facility, and the temporary increase in our revolving borrowing base, we have 40.2 million shares of common stock outstanding and $12.2 million of available capacity under our Senior Secured Credit Facility as of September 1, 2026. We also have an effective shelf registration statement with the SEC under which we are allowed to issue in aggregate up to $500.0 million of debt or equity securities.
Our Board of Directors instituted a cash dividend on common stock in December 2013. We have since paid 51 consecutive quarterly dividends. Distribution of a substantial portion of free cash flow in excess of operating and capital requirements through cash dividends remains a priority of our financial strategy, and it is our long-term goal to maintain or increase dividends over time, subject to adjustments as appropriate in the Board of Directors’ discretion depending on factors such as commodity prices, other opportunities for uses of capital, and any other factors the Board of Directors deems relevant. On September 10, 2026, the Board of Directors declared a quarterly cash dividend of $0.12 per share of common stock to shareholders of record on September 21, 2026 and payable on September 30, 2026.
Capital Expenditures
For the year ended June 30,2026, we incurred $5.5 million on development capital expenditures. A majority of our spending occurred at SCOOP/STACK, Chaveroo Field and Hamilton Dome Field. At SCOOP/STACK ten gross wells were brought online during the year ended June 30, 2026. At Chaveroo Field, capital spending was related to converting the wells to rod pumps. As of June 30, 2026, all seven producing wells have been converted to rod pump. At Hamilton Dome, capital spending projects were for facility upgrades and consolidations. Remaining capital spending related to capital workover projects across our portfolio of assets.
Based on discussions with our operators, we expect capital workover projects to continue in most of our fields as well as further drilling at SCOOP/STACK. Overall, for fiscal year 2027, we expect budgeted capital expenditures to be in the range of $4.0 million to $6.0 million, which excludes the recent purchase of Permian Minerals, any other potential acquisitions, and drilling at Chaveroo Field. Our expected capital expenditures for the next 12 months include bringing approximately ten gross wells online at SCOOP/STACK. Additionally, as our third-party operators continue to be active around our acreage, we would expect additional wells to be drilled and/or completed.
As of June 30, 2026, our PUD reserves included 4.8 MMBOE of reserves and approximately $74.8 million of future development costs primarily associated with the Chaveroo Field, Williston Basin, and SCOOP/STACK properties.
Funding for our anticipated capital expenditures over the near-term is expected to be met from cash flows from operations, net proceeds from our ATM Sales Agreements, and as needed from borrowings under our Senior Secured Credit Facility.
Full Cost Pool Ceiling Test
Under the full cost method of accounting, capitalized costs of oil and natural gas properties, net of accumulated depletion, depreciation, and amortization and related deferred taxes, are limited to the estimated future net cash flows from proved oil and natural gas reserves, discounted at 10%, plus the lower of cost or fair value of unproved properties, as adjusted for related income tax effects (the valuation “ceiling”). If capitalized costs exceed the full cost ceiling, the excess would be charged to expense as a write-down of oil and natural gas properties in the quarter in which the excess occurred. The quarterly ceiling test calculation requires that we use the average first day of the month price for our petroleum products during the 12-month period ending with the balance sheet date. The prices used in calculating our ceiling test as of June 30, 2026 were $72.93 per barrel of oil, $3.62 per MMBtu of natural gas and $27.50 per barrel of NGLs. As of June 30, 2026, our capitalized costs of oil and natural gas properties, subject to amortization, were below the full cost valuation ceiling. If commodity price levels were to substantially decline from the 12-month average first day of the month pricing levels as of June 30, 2026 and remain down for a prolonged period of time, our valuation ceiling over our capitalized costs may be reduced and adversely impact our ceiling tests in future quarters and the effect could be material to our net earnings. In addition to commodity prices, our production rates, levels of proved reserves, future development costs, transfers of unevaluated properties to our full cost pool, capital spending and other factors will determine our actual ceiling test calculation and impairment analyses in future periods. We cannot give assurance that a write-down of capitalized oil and natural gas properties will not be required at some point in the future as commodity prices are volatile and unpredictable. Using first day of the month prices for July, August and September 2026, which are more reflective of recent prices trends, to calculate a trailing 12-month average price of $76.56 per barrel of oil and $3.60 per MMBtu of natural gas, and keeping all other factors constant, the ceiling test calculation as of the fourth quarter of fiscal year 2026 would not have generated a ceiling test impairment.
Overview of Cash Flow Activities
| | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|
| · · Years Ended June 30, · · · | |||||||||
| · · 2026 · · 2025 · · Change | |||||||||
| Cash flows provided by operating activities | | $23,518 | | $33,052 | | $(9,534) | |||
| Cash flows used in investing activities | | | (27,175) | | | (21,642) | | | (5,533) |
| Cash flows provided by (used in) financing activities | | | 7,287 | | | (15,349) | | | 22,636 |
| Net increase (decrease) in cash and cash equivalents | | $3,630 | | $(3,939) | | $7,569 | |||
Cash provided by operating activities decreased $9.5 million during the fiscal year ended June 30, 2026 compared to fiscal year ended June 30, 2025 primarily due to $3.8 million of realized losses on our derivative contracts compared to realized gains of $1.0 million in the prior year, and changes in the timing of our working capital. Refer to “Results of Operations” below for further information.
Cash used in investing activities for the year ended June 30, 2025 increased $5.5 million from the prior year primarily due to the closing of the SCOOP/STACK Minerals Acquisition in August 2025 and Louisiana Minerals acquisitions throughout the fiscal year, totaling $23.0 million in net cash spent on acquisitions. In addition, cash expenditures for development and capital expenditures were $7.3 million which included drilling and completing ten gross wells at SCOOP / STACK and rod pump conversions, facility upgrades and consolidations at Chaveroo and Hamilton Dome. In fiscal 2026, we also collected $3.1 million in proceeds from the sale of unproved acreage at SCOOP / STACK. In the prior year, net cash spent on the TexMex Acquisition was $9.0 million and development capital expenditures were $12.6 million. In the prior fiscal year capital expenditures included drilling and completing four gross (2.0 net) Chaveroo wells and thirteen gross (0.14 net) SCOOP/STACK wells.
Net cash flows provided by financing activities for the year ended June 30, 2026 were $7.3 million compared to net cash flows used in financing activities of $15.3 million for the year ended June 30, 2025. In the current year period, we received net borrowings of $19.0 million under our Senior Secured Credit Facility primarily to finance our SCOOP/STACK Minerals Acquisition, received net proceeds from the sale of common stock under the ATM Sales Agreements of approximately $5.8 million, after deducting $0.2 million of issuance fees paid, andpaid $16.9 million in cash dividends to our common stockholders. In the prior year period, we paid $16.3 million in cash dividends to our common stockholders, repaid $2.0 million of net borrowings under our Senior Secured Credit Facility, and receivednet proceeds from the sale of common stock under the ATM Sales Agreement of approximately $3.5 million, after deducting $0.3 million in offering costs.
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