Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations analyzes the major elements of our balance sheets and statements of operations. This section should be read in conjunction with our audited financial statements included in our Form 10-K filed for the year ended December 31, 2024 and our interim unaudited financial statements and accompanying notes to these financial statements contained herein.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Some of the statements contained in this report may constitute "forward-looking statements" for purposes of the federal securities laws. Our forward-looking statements include, but are not limited to, statements regarding our or our management team's expectations, hopes, beliefs, intentions, or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words anticipate, believe, continue, could, estimate, expect, intends, may, might, plan, possible, potential, predict, project, should, would and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this report may include, for example, statements about:

•our ability to select appropriate oil and gas companies, project, or property;

•our expectations around the performance of a prospective target company, project, or property;

•our potential ability to obtain additional financing to completely fund our oil and gas projects;

•our pool of prospective target oil and gas companies, projects, or properties;

•the ability of our officers and directors to generate a number of potential target opportunities;

•our public securities' potential liquidity and trading;

•changes in the oil and gas industry;

•regulatory developments; or

•Factors affecting the economy or otherwise caused by war, terrorist attacks, severe weather conditions, climate change, supply chain delays, pandemic or other public health conditions, or similar events.

The forward-looking statements contained in this report 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 and uncertainties include, but are not limited to, those factors described under the heading "Risk Factors" in our prospectus. 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. 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.

Overview

We were incorporated on December 7, 2021, as a Nevada company for the purpose of acting as an independent exploration and production company to engage in oil and natural gas development, production, acquisition, and exploration activities currently focused in Texas. We have acquired a 75% working interest in an 80-acre oil and gas lease located in Andrews County, Texas, and have entered into a joint venture agreement to explore the area of mutual interest surrounding the current lease for further acquisitions and development.

Results of Operations and Known Trends or Future Events

We are in our startup phase of operations and have not generated any revenues to date. Activities since inception include corporate organizational activities, completion of a private offering, those activities necessary for the registration of shares for the selling stockholders, acquisition of our first oil and gas lease interest, and arrangements to expand operations in the current area of interest through a joint venture with a third party. We have incurred operating expenses related to legal and accounting services, and oil and gas lease acquisition costs. We expect to incur expenses to develop the oil and gas lease and anticipate increased expenses as a result of being a public company (for legal, financial reporting, accounting, and auditing compliance), as well as for due diligence expenses related to future oil and gas business growth. We expect our expenses to increase substantially as a result.

Three Months Ended September 30, 2025 Compared to the Three Months Ended September 30, 2024

Production, sales, production costs and production taxes. The Company does not currently have any producing wells and thus has no production, sales, production costs or production taxes nor has it ever had any to date.

Depreciation, depletion and amortization. We have no production and our current oil and gas properties thus are not yet subject to amortization. Further, we have no depreciable assets.

General and administrative expenses. General and administrative expenses were $16,888 for three months ended September 30, 2025, as compared to $15,273 for the same period of 2024. The largest costs during the period for both 2025 and 2024 were legal, accounting and transfer agent fees.

Net loss. The Company had net loss of $16,888 for three months ended September 30, 2025, as compared to $15,273 for the same period of 2024. This increase in loss was the result of increased general and administrative costs.

Nine Months Ended September 30, 2025 Compared to the Nine Months Ended September 30, 2024

Production, sales, production costs and production taxes. The Company does not currently have any producing wells and thus has no production, sales, production costs or production taxes nor has it ever had any to date.

Depreciation, depletion and amortization. We have no production and our current oil and gas properties thus are not yet subject to amortization. Further, we have no depreciable assets.

General and administrative expenses. General and administrative expenses were $61,380 for nine months ended September 30, 2025, as compared to $51,371 for the same period of 2024. The largest costs during the period for both 2025 and 2024 were legal, accounting and transfer agent fees.

Net loss. The Company had net loss of $61,380 for nine months ended September 30, 2025, as compared to $51,371 for the same period of 2024. This increase in loss was the result of increased general and administrative costs.

Liquidity and Capital Resources

Management believes it has on hand sufficient cash resources to meet its material cash requirements for the next 12 months but will require further funding or other arrangements to commence extensive drilling operations or acquire further oil and gas interests. As discussed further below, management believes that through its resources and

relationships, appropriate arrangements for required funding can be reasonably obtained. Mr. Rochford, one of our founders, paid $240,000 for his founder's shares in the Company. In addition, we received $264,000 in gross proceeds from the sale of shares of our common stock in a non-public offering of the shares. We have no capital commitments for expenditures, other than those existing under our current oil and gas lease. We anticipate primarily utilizing these funds to increase our acreage position adjacent to our initial acreage position. Any remaining funds would be used to cover the initial costs of drilling wells on the Company's existing lease, to seek drilling partners for the costs of the wells, and to secure additional oil and gas properties.

Under our current oil and gas lease, we are required to drill two wells on the property within three years from the lease date. If we fail to commence, drill or develop one or both of the wells within the three-year period, the undrilled tract or tracts will automatically revert to the lessor.

Before commencing development activity, management first intends to increase our acreage position adjacent to our initial acreage position. Once this process is complete, we can determine how best to proceed, particularly as it relates to whether we would drill vertically or horizontally. The amount and configuration of the acreage will determine whether to implement vertical or horizontal drilling.

If the Company is not successful in adding additional acreage, we would proceed with developing our initial acreage, beginning with the drilling of the two vertical wells as required by the current oil and gas lease. Each of these wells would cost approximately $750,000 to drill and complete. To fund this drilling, the Company would likely enter into agreements with industry partners who would provide funding in return for a portion of the working interest in the wells. Management has not yet entered into any agreements but has had extended conversations with those industry partners regarding potential participation in the drilling. These discussions have concluded with positive indications that they would wish to participate and so the required funding would be available. In the alternative, management may seek funding through the sale of equity in the Company after the Common Stock commences trading, if ever.

Cash Flows. We had no cash inflows during either of the nine-month periods ended September 30, 2025 or 2024. During the nine months ended September 30, 2025, we had cash outflow of $42,973 from operating activities as compared to cash outflow from operations of $43,661 for the same period of 2024. During the nine months ended September 30, 2025, we had cash outflow from investing activities of $5,000 with no similar expenditures during the same period of 2024. As of September 30, 2025, we had cash on hand of $144,051 and working capital of $137,546, as compared to cash on hand of $192,024 and working capital of $203,926 as of December 31, 2024.

BUSINESS

We are a corporation incorporated in Nevada formed for the purpose of acquiring and developing oil and gas prospects, primarily in the state of Texas and surrounding states. We anticipate acquiring these properties either directly from the owners or through one or more acquisitions of smaller oil and gas companies with existing oil and gas assets and established management teams. We have acquired an interest in our first oil and gas lease and have entered into an arrangement to develop an area of mutual interest in the same area. Management has also had ongoing preliminary discussions with multiple potential sellers and management teams as well as with contacts within the banking community to further develop the company's ongoing business. Through management's prior relationships, we acquired our first prospect and have identified a selection of additional potential acquisition targets. Further, the Company has filed with the Texas Railroad Commission to be established as an operator of oil and gas properties in Texas. In addition, Mr. Rochford, one of our founders, paid $240,000 for his founder's shares in the Company, and in March 2022, we completed a non-public offering of our common stock in which we raised gross proceeds of $264,000, all of which we intend to be used for general operating expenses, for our current project, and to search for additional suitable oil and gas properties or projects.

C. W. Logsdon Lease

The Company initially entered into a Farmout Agreement and Conditional Lease Assignment dated May 16, 2022, with Aspen Energy Partners, LTD ("Aspen"). However, Aspen subsequently transferred their ownership rights in that agreement to Boa Vista, LLC ("Boa Vista"), a New Mexico limited liability company. As a result, the Company and Boa Vista entered into a new Farmout Agreement and Conditional Lease Agreement dated effective May 16, 2025.

Under the terms of the current Farmout Agreement and Conditional Lease Assignment, we have acquired a 75% working interest, and 55.5% net revenue interest, in the C. W. Logsdon Lease, an 80-acre tract located in Andrews County, Texas. We acquired the interest from Boa Vista, LLC which holds the remaining 25% working interest. Under the lease agreement, we are required to drill at least two wells, one on each 40-acre farmout tract, within three years or the rights under the lease to any undrilled tract or tracts will automatically revert to Boa Vista.

There are currently two plugged but no producing wells on the lease. These two wells were drilled on 40-acre spacing, produced from the Clear Fork and were economical. There are additional wells on surrounding acreage that have produced marketable quantities of oil and gas.

The initial intent is to drill two new Clear Fork wells based on 20-acre spacing. Management believes there is potential for further downspacing to 10-acre spacing, depending on oil and gas prices, development cost and completion results of the 20-acre development. Management also believes there is potential for San Andres development with possible 10-acre spacing, again depending on oil and gas prices, development costs and completion results.

We have also entered into a joint venture agreement with Boa Vista to mutually develop an area of mutual interest near the current lease. This area of mutual interest consists of approximately 880 acres including and adjoining the acquired acreage. If we are successful in acquiring additional acreage, we would jointly own mineral rights in the same percentage of ownership with Boa Vista as the current lease (75% Circle, 25% Boa Vista). The parties intend that the joint venture would use AAPL 610-19819 or AAPL 610-2015 or similar operating agreement to structure the joint venture. The liabilities of the parties would be severed and not joint, and each party would be responsible only for its share of the costs and liabilities incurred under the operating agreement. Boa Vista, LLC is an oil and gas exploration company with operations in Texas and New Mexico. Boa Vista partners with such companies as Exxon, Diamondback and other large E&P companies.

Management intends to lease additional acreage within the area of mutual interest. Towards this end, we have engaged a petroleum engineer to prioritize the acreage for leasing and have engaged a landman to execute our leasing efforts. Once we have identified and acquired the specific acreage for development and evaluated our best options to develop it, we will be able to determine whether to utilize vertical or horizontal drilling. This will be determined based on the amount and configuration of any additional acquired acreage.

If we are unsuccessful in adding additional acreage, we intend to commence development on our existing property via vertical drilling, beginning with the two wells required under our current lease. We estimate that drilling and completing these wells would cost approximately $750,000 per well. If the results of the initial well are successful, we would commence drilling of the second well at a similar cost and timeframe. We intend to seek joint venture opportunities to fund the drilling of these wells. We anticipate that any wells drilled on the existing lease would produce primarily oil.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements, and it is not anticipated that the Company will enter into any off-balance sheet arrangements.