This Quarterly Report on Form 10-Q contains “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 (the “Exchange Act”), that are subject to a number of risks and uncertainties, many of which are beyond our control, which may include statements about our:
| ● | marketing of oil and NGLs; |
| ● | acquisition and disposition strategy; |
| ● | cash flows and liquidity; |
| ● | ability to replace the reserves we produce through drilling; |
| ● | realized oil and NGL prices; |
| ● | lease operating expense; |
| ● | gathering, processing and transportation; |
| ● | general and administrative expense; |
| ● | future operating results; |
| ● | ability to procure drilling and production equipment; |
| ● | ability to procure oil field labor; |
| ● | planned capital expenditures and the availability of capital resources to fund capital expenditures; |
| ● | ability to access capital markets; |
| ● | political and economic conditions and events in foreign oil and natural gas producing countries, including embargoes, continued hostilities in the Middle East and other sustained military campaigns; |
| ● | acts of God, fires, earthquakes, storms, floods, other adverse weather conditions, war, acts of terrorism, cybersecurity breaches, military operations or national emergency; |
| ● | expectations regarding general economic conditions, including inflation; |
| ● | effectiveness of risk management activities; |
| ● | environmental liabilities; |
| ● | counterparty credit risk; |
| ● | expectations regarding governmental regulation and taxation; |
| ● | expectations regarding developments in oil and natural gas-producing countries; and |
| ● | plans, objectives, expectations and intentions. |
All statements, other than statements of historical fact included in this quarterly report, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “expect,” “plan,” “project,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “pursue,” “target,” “outlook,” “continue,” the negative of such terms or other comparable terminology. These statements address activities, events or developments that we expect or anticipate will or may occur in the future, including things such as projections of results of operations, plans for growth, goals, future capital expenditures, competitive strengths, references to future intentions and other such references. These forward-looking statements involve risks and uncertainties. Important factors that could cause our actual results or financial condition to differ materially from those expressed or implied by forward-looking statements include, but are not limited to, the following risks and uncertainties:
| ● | the concentration of the Company’s properties in a limited number of geographic locations and the Company’s dependence upon a small number of significant customers; including potential difficulties in the marketing of oil related to such small number of significant customers; |
| ● | the uncertainty inherent in the development and production of oil; |
| ● | the potential for additional impairments due to continuing or future declines in oil and NGL prices; |
| ● | volatility in the prices for oil and NGLs, including due to actions taken by the Organization of the Petroleum Exporting Countries (OPEC+) as it pertains to global supply and demand of, and prices for such commodities; |
| ● | the uncertainty inherent in estimating quantities of oil and NGL reserves; |
| ● | the existence of unanticipated liabilities or problems relating to acquired or divested businesses or properties; |
| ● | potential shortages of, or increased costs for, drilling and production equipment and supply materials for production, such as CO2; |
| ● | the impact of local, state and federal governmental regulations, including those related to climate change and potential changes in these regulations; |
| ● | changes to the financial condition of counterparties; |
| ● | the impact of, and our ability to, remediate the identified material weaknesses in our internal controls over financial reporting; |
| ● | our ability to access funds on acceptable terms, if at all, due to potentially worsening economic conditions, including continued or further inflation, disruption in the financial markets, the imposition of tariffs or trade or other economic sanctions and political instability; |
| ● | our substantial future capital requirements, which may be subject to limited availability of financing; |
| ● | our need to make accretive acquisitions or substantial capital expenditures to maintain our declining asset base; |
| ● | potential acquisitions, including our ability to make acquisitions on favorable terms or to integrate acquired properties; |
| ● | the consequences of changes we have made, or may make from time to time in the future, to our capital expenditure budget, including the impact of those changes on our production levels, reserves, results of operations and liquidity; |
| ● | our ability to satisfy debt obligations; |
| ● | uncertainties surrounding the success of our secondary and tertiary recovery efforts; |
| ● | our results of evaluation and implementation of strategic alternatives; |
| ● | the Company’s implementation of the share repurchase program and resulting purchases thereunder; |
| ● | general political and economic conditions, globally and in the jurisdictions in which we operate, including the Russian invasion of Ukraine, ongoing conflicts or entanglements in the Middle East, trade wars and the potential destabilizing effect such conflicts may pose for those regions and/or the global oil and natural gas markets; |
| ● | the impact of climate change and natural disasters, such as earthquakes, tidal waves, mudslides, fires and floods; |
| ● | the risk that our hedging strategy may be ineffective or may reduce our income; |
| ● | risks related to a redetermination of the borrowing base under our senior secured reserve-based revolving credit facility (the “Revolving Credit Facility”); |
| ● | our ability to access funds on acceptable terms, if at all, because of the terms and conditions governing our indebtedness, including financial covenants; |
| ● | the cost and availability of insurance as well as operating risks that may not be covered by an effective indemnity or insurance; |
| ● | actions of third-party co-owners of interests in properties in which we also own an interest; and |
| ● | other risks and uncertainties described in “Item 1A. Risk Factors.” |
The forward-looking statements contained in this quarterly report are largely based on our expectations, which reflect estimates and assumptions made by our management. These estimates and assumptions reflect our best judgment based on currently known market conditions and other factors. Although we believe such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control. In addition, management’s assumptions about future events may prove to be inaccurate. All readers are cautioned that the forward-looking statements contained in this quarterly report are not guarantees of future performance, and we cannot assure any reader that such statements will be realized or that the events or circumstances described in any forward-looking statement will occur. Actual results may differ materially from those anticipated or implied in the forward-looking statements due to factors described in “Part I—Item 1A. Risk Factors” of Amplify’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 9, 2026 (“2025 Form 10-K”). All forward-looking statements speak only as of the date of this quarterly report. The Company does not intend to update or revise any forward-looking statements as a result of new information, future events or otherwise. These cautionary statements qualify all forward-looking statements attributable to the Company or persons acting on its behalf.
