PROP Prairie Operating Company

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended: June 30, 2024

 

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _____________ to _____________

 

Commission File No. 000-33383

 

Prairie Operating Co.

(Exact name of registrant as specified in its charter)

 

Delaware		98-0357690
(State or other jurisdiction		(I.R.S. Employer
of incorporation or organization)		Identification No.)

 

55 Waugh Drive Suite 400 Houston, TX		77007
(Address of principal executive offices)		(Zip Code)

 

(713) 424–4247

(Registrant’s telephone number, including area code)

 

N/A

(Former name, former address, and former fiscal year, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each Class		Trading Symbol(s)		Name of each Exchange on which registered
Common stock, $0.01 par value		PROP		The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S–T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non–accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b–2 of the Exchange Act.

 

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
	Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b–2 of the Exchange Act). Yes ☐ No ☒

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date.

 

Title of Class		Number of Shares Outstanding on August 8, 2024
Common Stock, $0.01 par value		12,564,861

 

 

 

TABLE OF CONTENTS

 

PART I	FINANCIAL INFORMATION	3
Item 1.	Condensed Consolidated Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	29
Item 4.	Controls and Procedures	29
PART II	OTHER INFORMATION	30
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	Mine Safety Disclosures	30
Item 5.	Other Information	30
Item 6.	Exhibits	31
SIGNATURES		32

 

 

PART I — FINANCIAL INFORMATION

 

Item 1. Condensed Consolidated Financial Statements

 

Table of Contents		Page
Condensed Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023		4
Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2024 and 2023		5
Condensed Consolidated Statements of Stockholders’ Equity/Members’ Deficit for the Three and Six Months Ended June 30, 2024 and 2023		6
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023		8
Notes to Condensed Consolidated Financial Statements		9
Note 1 – Organization, Description of Business, and Basis of Presentation		9
Note 2 – Summary of Significant Accounting Policies		10
Note 3 – Discontinued Operations		12
Note 4 – Acquisitions and Merger		13
Note 5 – Fair Value Measurements		15
Note 6 – Property and Equipment, net		16
Note 7 – Accounts Payable and Accrued Expenses		16
Note 8 – Long–term Debt		16
Note 9 – Leases		17
Note 10 – Commitments and Contingencies		18
Note 11 – Preferred Stock		18
Note 12 – Common Stock		19
Note 13 – Common Stock Options and Warrants		19
Note 14 – Long–Term Incentive Compensation		21
Note 15 – Related Party Transactions		23

 

 

Prairie Operating Co. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited)

 

		June 30, 2024				December 31, 2023
Assets
Current assets:
Cash and cash equivalents		$	2,226,478			$	13,036,950
Note receivable			503,500				—
Prepaid expenses and other current assets			249,145				171,486
Deferred financing costs			1,625,233				—
Current assets – discontinued operations			—				322,655
Total current assets			4,604,356				13,531,091
Property and equipment:
Oil and natural gas properties, successful efforts method of accounting including $33,370,317 and $28,705,404 excluded from amortization at June 30, 2024 and December 31, 2023, respectively			33,370,317				28,705,404
Less: Accumulated depreciation, depletion and amortization			—				—
Total property and equipment, net			33,370,317				28,705,404
Deposits on oil and natural gas property purchases			9,382,314				—
Operating lease assets			356,450				155,253
Note receivable – non–current			310,493				—
Deferred transaction costs			209,013				108,956
Non–current assets – discontinued operations			—				3,182,307
Total assets		$	48,232,943			$	45,683,011
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses		$	12,338,555			$	5,374,494
Operating lease liabilities – current			167,842				41,890
Total current liabilities			12,506,397				5,416,384
Long–term liabilities:
Operating lease liabilities			175,509				93,816
Total long–term liabilities			175,509				93,816
Total liabilities			12,681,906				5,510,200
Commitments and contingencies (Note 10)			-				-
Stockholders’ equity:
Series D convertible preferred stock; $0.01 par value; 50,000 shares authorized and 16,507 and 20,627 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively			165				206
Series E convertible preferred stock; $0.01 par value; 50,000 shares authorized and 20,000 shares issued and outstanding at June 30, 2024 and December 31, 2023			200				200
Preferred stock value			200				200
Common stock; $0.01 par value; 500,000,000 shares authorized and 12,564,861 and 9,826,719 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively			125,649				98,267
Additional paid–in capital			131,829,643				118,927,814
Accumulated deficit			(96,404,620	)			(78,853,677	)
Total stockholders’ equity			35,551,037				40,172,811
Total liabilities and stockholders’ equity		$	48,232,943			$	45,683,011

 

See notes to unaudited condensed consolidated financial statements.

 

 

Prairie Operating Co. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)

 

		2024				2023				2024				2023
		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
Revenue		$	—			$	—			$	—			$	—
Operating costs and expenses:
Operating expenses			—				—				—				—
General and administrative expenses			8,512,112				2,857,471				16,114,973				2,921,863
Exploration expenses			56,685				—				498,465				—
Total operating costs and expenses			8,568,797				2,857,471				16,613,438				2,921,863
Loss from operations			(8,568,797	)			(2,857,471	)			(16,613,438	)			(2,921,863	)
Other income (expense):
Interest income			55,139				43,037				107,240				43,037
Interest expense			—				(43,719	)			—				(43,719	)
Loss on adjustment to fair value – AR Debentures			—				(741,000	)			—				(741,000	)
Loss on adjustment to fair value – Obligation Shares			—				(706,185	)			—				(706,185	)
Total other income (expense)			55,139				(1,447,867	)			107,240				(1,447,867	)
Loss from operations before provision for income taxes			(8,513,658	)			(4,305,338	)			(16,506,198	)			(4,369,730	)
Provision for income taxes			—				—				—				—
Net loss from continuing operations			(8,513,658	)			(4,305,338	)			(16,506,198	)			(4,369,730	)
Discontinued operations
Loss from discontinued operations, net of taxes			—				(16,841,465	)			(1,044,745	)			(16,841,465	)
Net loss from discontinued operations			—				(16,841,465	)			(1,044,745	)			(16,841,465	)
Net loss		$	(8,513,658	)		$	(21,146,803	)		$	(17,550,943	)		$	(21,211,195	)
Earnings (loss) per common share:
Loss per share – continuing operations, basic and diluted		$	(0.71	)		$	(1.10	)		$	(1.50	)		$	(2.21	)
Loss per share – discontinued operations, basic and diluted		$	—			$	(4.29	)		$	(0.10	)		$	(8.53	)
Loss per share, basic and diluted		$	(0.71	)		$	(5.39	)		$	(1.60	)		$	(10.74	)
Weighted average common shares outstanding, basic and diluted			12,000,568				3,925,299				11,002,778				1,973,493

 

See notes to unaudited condensed consolidated financial statements.

 

 

Prairie Operating Co. and Subsidiaries

Condensed Consolidated Statements of Stockholders’ Equity/Members’ Deficit

(Unaudited)

 

		Shares				Amount				Shares				Amount				Shares				Amount				Capital				Deficit				(Deficit)
		Series D Preferred Stock Par value $0.01								Series E Preferred Stock Par value $0.01								Common Stock Par value $0.01								Additional Paid In				Accumulated				Stockholders’
		Shares				Amount				Shares				Amount				Shares				Amount				Capital				Deficit				Equity
Balance, December 31, 2023	-		20,627			$	206				20,000			$	200				9,826,719			$	98,267			$	118,927,814			$	(78,853,677	)		$	40,172,811
Conversion of Series D Preferred Stock			(1,225	)			(12	)			—				—				245,000				2,450				(2,438	)			—				—
Issuance of common stock upon warrant exercise	-		—				—				—				—				743,610				7,437				4,454,222				—				4,461,659
Stock based compensation			—				—				—				—				—				—				2,066,682				—				2,066,682
Net loss			—				—				—				—				—				—				—				(9,037,284	)			(9,037,284	)
Balance, March 31, 2024	-		19,402			$	194				20,000			$	200				10,815,329			$	108,153			$	125,446,282			$	(87,890,961	)		$	37,663,868
Conversion of Series D Preferred Stock			(2,895	)			(29	)			—				—				579,090				5,791				(5,762	)			—				—
Issuance of common stock upon warrant exercise	-		—				—				—				—				836,130				8,361				5,008,373				—				5,016,734
Issuance of common stock related to stock based compensation			—				—				—				—				334,312				3,343				(3,343	)			—				—
Stock based compensation			—				—				—				—				—				—				1,384,093				—				1,384,093
Net loss			—				—				—				—				—				—				—				(8,513,658	)			(8,513,658	)
Balance, June 30, 2024	-		16,507			$	165				20,000			$	200				12,564,861			$	125,649			$	131,829,643			$	(96,404,620	)		$	35,551,037

 

See notes to unaudited condensed consolidated financial statements.

 

 

Prairie Operating Co. and Subsidiaries

Condensed Consolidated Statements of Stockholders’ Equity/Members’ Deficit

(Unaudited)

 

		Deficit				Shares				Amount				Shares				Amount				Capital				Deficit				(Deficit)
		Members’				Series D Preferred Stock Par value $0.01								Common Stock Par value $0.01								Additional Paid In				Accumulated				Stockholders’
		Deficit				Shares				Amount				Shares				Amount				Capital				Deficit				Equity
Balance, December 31, 2022		$	(381,520	)			—			$	—				—			$	—			$	—			$	—			$	—
Net loss			(64,392	)			—				—				—				—				—				—				—
Balance, March 31, 2023		$	(445,912	)			—			$	—				—			$	—			$	—			$	—			$	—
Balance		$	(445,912	)			—			$	—				—			$	—			$	—			$	—			$	—
Net loss from April 1, 2023 through May 3, 2023			(160,793	)			—				—				—				—				—				—				—
Balance		$	(445,912	)			—			$	—				—			$	—			$	—			$	—			$	—
Conversion of membership interests			606,705				—				—				2,297,669				22,977				(629,682	)			—				(606,705	)
Issuance of common stock to former stockholders of Creek Road Miners upon Merger			—				—				—				3,860,989				38,609				9,889,653				—				9,928,262
Issuance of Series D Preferred Stock			—				17,376				174				—				—				16,447,475				—				16,447,649
Issuance to holders of Convertible Debentures for settlement of Creek Road Miners liabilities			—				4,423				44				—				—				3,209,152				—				3,209,196
Balance		$	(445,912	)			—			$	—				—			$	—			$	—			$	—			$	—
Net loss from May 4, 2023 through June 30, 2023			—				—				—				—				—				—				(20,986,010	)			(20,986,010	)
Balance, June 30, 2023		$	—				21,799			$	218				6,158,657			$	61,586			$	28,916,598			$	(20,986,010	)		$	7,992,392
Balance		$	—				21,799			$	218				6,158,657			$	61,586			$	28,916,598			$	(20,986,010	)		$	7,992,392

 

See notes to unaudited condensed consolidated financial statements.

 

 

Prairie Operating Co. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

		2024				2023
		Six Months Ended June 30,
		2024				2023
Cash flows from operating activities:
Net loss from continuing operations		$	(16,506,198	)		$	(4,369,730	)
Adjustment to reconcile net loss to net cash used in operating activities:
Stock based compensation			3,450,775				—
Loss on adjustment to fair value – AR Debentures			—				741,000
Loss on adjustment to fair value – Obligation Shares			—				706,185
Changes in operating assets and liabilities:
Prepaid expenses and other current assets			(77,659	)			(404,103	)
Accounts payable and accrued expenses			5,843,965				(1,837,050	)
Accrued interest and expenses – related parties			—				17,249
Deferred financing costs			(1,625,233	)			—
Other assets and liabilities			6,447				—
Net cash used in continuing operating activities			(8,907,903	)			(5,146,449	)
Net cash provided by discontinued operations			460,217				86,074
Net cash used in operating activities			(8,447,686	)			(5,060,375	)
Cash flows from investing activities:
Deposit on Nickel Road Asset Purchase			(9,000,000	)			—
Deposit on other oil and natural gas properties purchase			(382,314	)			—
Investments in oil and natural gas properties			(3,544,816	)			—
Acquisition of unproved oil and natural gas properties			—				(3,000,000	)
Cash received from sale of cryptocurrency miners			1,000,000				—
Note receivable related to sale of cryptocurrency miners			186,007				—
Deferred transaction costs related to Nickel Road Asset Purchase			(100,056	)			—
Cash acquired in connection with the Merger			—				42,360
Transaction expenses related to the Merger			—				(308,452	)
Net cash used in continuing investing activities			(11,841,179	)			(3,266,092	)
Net cash used in discontinued investing activities			—				(169,097	)
Net cash used in investing activities			(11,841,179	)			(3,435,189	)
Cash flows from financing activities:
Proceeds from the exercise of Series D warrants			9,478,393				—
Proceeds from the issuance of Series D Preferred Stock and warrants			—				17,376,250
Financing costs associated with issuance of Series D Preferred Stock			—				(409,048	)
Net cash provided by continuing financing activities			9,478,393				16,967,202
Net cash provided by discontinued financing activities			—				—
Net cash provided by financing activities			9,478,393				16,967,202
Net (decrease) increase in cash and cash equivalents			(10,810,472	)			8,471,638
Cash and cash equivalents, beginning of period			13,036,950				79,845
Cash and cash equivalents, end of period		$	2,226,478			$	8,551,483

 

See notes to unaudited condensed consolidated financial statements.

 

Refer to Note 2 – Summary of Significant Accounting Policies for supplemental cash flow disclosures.

 

 

Prairie Operating Co. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

(Unaudited)

 

Note 1 – Organization, Description of Business, and Basis of Presentation

 

Organization and Description of Business

 

Prairie Operating Co. (individually or together with its subsidiaries, the “Company”) is an independent energy company engaged in crude oil, natural gas and natural gas liquids (“NGLs”) development, exploration and production (“E&P”). The Company currently holds acreage in the Denver–Julesburg (“DJ”) Basin of Colorado that it intends to develop. In addition to growing production through its drilling operations, the Company also seeks to grow its business through accretive acquisitions, such as the acquisition of the Genesis Bolt–on Assets (as defined herein) in February 2024 and the entry into the NRO Agreement (as defined herein) in January 2024. Refer to Note 4 – Acquisitions and Merger for a full discussion of the acquisitions.

 

Previously, the Company focused on cryptocurrency mining until the sale of its cryptocurrency miners in January 2024. The Company’s cryptocurrency mining operations commenced on May 3, 2023 concurrent with the Merger (defined below). Prior to January 2024, all of the Company’s revenue was generated through its cryptocurrency mining activities from assets that were acquired in the Merger. Upon the closing of the Crypto Sale (as defined herein), the Company exited the cryptocurrency mining business. All results and activities from these assets and operations have been classified as discontinued operations in the Company’s condensed consolidated financial statements. Refer to Note 3 – Discontinued Operations for a full discussion of the discontinued operations.

 

Merger Agreement and Related Transactions

 

On May 3, 2023, the Company completed its merger with Prairie Operating Co., LLC, a Delaware limited liability company (“Prairie LLC”), pursuant to the terms of the Amended and Restated Agreement and Plan of Merger, dated as of May 3, 2023 (the “Merger Agreement,” and the closing thereunder, the “Closing”), by and among the Company, Creek Road Merger Sub, LLC (“Merger Sub”), and Prairie LLC, pursuant to which, among other things, Merger Sub merged with and into Prairie LLC, with Prairie LLC surviving and continuing to exist as a Delaware limited liability company and a wholly owned subsidiary of the Company (the “Merger”). Upon consummation of the Merger, the Company changed its name from “Creek Road Miners, Inc.” to “Prairie Operating Co.”

 

On October 16, 2023, the Company effected a reverse stock split at an exchange ratio of 1:28.5714286. Unless otherwise noted, all per share and share amounts presented herein have been retroactively adjusted for the effect of the reverse stock split for all periods presented.

 

Upon the Merger, membership interests in Prairie LLC were converted into the right to receive each member’s pro rata share of 2,297,668 shares of common stock of the Company. The Merger was accounted for as a reverse asset acquisition under existing accounting principles generally accepted in the United States (“GAAP”). For accounting purposes, Prairie LLC was treated as acquiring Merger Sub in the Merger. Refer to Note 4 – Acquisitions and Merger for a further discussion.

 

Accordingly, for accounting purposes, the financial statements of the Company represent a continuation of the financial statements of Prairie LLC with the acquisition being treated as the equivalent of Prairie LLC issuing stock for the net assets of the Company. At the date of the Merger, the assets and liabilities of the Company were recorded based upon relative fair values, with no goodwill or other intangible assets recorded.

 

Basis of Presentation and Consolidation

 

The accompanying condensed consolidated financial statements included in this Quarterly Report present the Company’s financial position, results of operations, and cash flows for the periods presented in accordance with GAAP and the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company owns 100% of Prairie LLC, which is considered a variable interest entity for which the Company is the primary beneficiary, as the Company is the sole managing member of Prairie LLC and has the power to direct the activities most significant to Prairie LLC’s economic performance, as well as the obligation to absorb losses and receive benefits that are potentially significant.

 

The condensed consolidated financial statements as of June 30, 2024 and for the three and six months ended June 30, 2024 and 2023 are unaudited. The condensed consolidated financial statements as of December 31, 2023 were derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10–K/A for the fiscal year ended December 31, 2023.

 

Certain disclosures have been condensed or omitted from these condensed financial statements; however, management believes the disclosures are adequate to make the information not misleading. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related note disclosures included in the Company’s Annual Report on Form 10-K./A for the fiscal year ended December 31, 2023.

 

9

 

Liquidity Analysis

 

During the three and six months ended June 30, 2024, the Company had a net loss of $8.5 million and $17.6 million, respectively. The Company cannot predict if or when it will be profitable and may continue to incur losses for an indeterminate period of time. Additionally, the Company may be unable to achieve or sustain profitability on a quarterly or annual basis and extended periods of losses and negative cash flow may prevent it from successfully operating and expanding its business. As of June 30, 2024, the Company had cash and cash equivalents of $2.2 million, a working capital deficit of $7.9 million, and an accumulated deficit of $96.4 million.

 

The Company expects that its cash balance will decline until it is able to obtain financing through public or private capital markets and/or upon the exercise of common stock warrants. As of June 30, 2024, the Company has common stock warrants with exercise prices of $6.00 per share of common stock which expire in August 2024 (refer to Note 13 – Common Stock Options and Warrants). Based on recent and current prices of the Company’s common stock, the Company expects these warrants to be exercised, which would represent cash proceeds of $24.0 million. However, there is no assurance that such common stock warrants will be exercised. During the six months ended June 30, 2024, the Company received $9.5 million of cash proceeds from warrant exercises.

 

The assessment of liquidity requires management to make estimates of future activity and judgments about whether the Company can meet its obligations and has adequate liquidity to operate. Significant assumptions used in the Company’s forecasted model of liquidity in the next 12 months include its current cash position and ability to manage spending. Based on an assessment of these factors, management believes that the Company will have adequate liquidity for its operations for at least 12 months from the date the Company’s financial statements are issued.

 

Use of Estimates

 

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates.

 

These estimates and assumptions include estimates for reserves of uncollectible accounts, accruals for potential liabilities, estimates and assumptions made in valuing assets and debt instruments issued in the Merger, and the realization of deferred tax assets.

 

Segments

 

The Company currently operates in one industry segment, which is the acquisition and development of crude oil, natural gas, and NGLs. All of the Company’s operations are conducted in the continental United States.

 

Note 2 – Summary of Significant Accounting Policies

 

The Company has provided a full discussion of its significant accounting policies, estimates, and judgments in Note 2 – Summary of Significant Accounting Policies in its Annual Report on Form 10–K/A for the fiscal year ended December 31, 2023. The Company has not changed any of its significant accounting policies during the six months ended June 30, 2024, however, it did apply the discontinued operations guidance to account for the sale of its cryptocurrency miners in January 2024. Refer to Note 3 – Discontinued Operations for a full discussion of the discontinued operations and the subsequent accounting.

 

Concentration of Credit Risk

 

The Company’s financial instruments, which consist of cash and cash equivalents, are potentially subject to concentrations of credit risk. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $250,000 insurance limit. The Company does not anticipate incurring any losses related to these credit risks.

 

Deferred Financing Costs

 

The Company’s deferred financing costs represent legal costs associated with negotiating the terms of a new revolving credit facility and the proposed issuance of equity securities to finance the consummation of the NRO Acquisition (as defined herein) and its ongoing operations. Upon the successful completion of each financing, the Company will reclassify these costs as components of debt and equity, respectively. If either or both financings are unsuccessful, such costs will be expensed. As of June 30, 2024 and December 31, 2023, deferred financing costs were $1.6 million and $10,000, respectively.

 

Income Taxes

 

The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their respective tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. As of June 30, 2024, the Company had a full valuation allowance to offset its net deferred tax assets.

 

10

 

Earnings (Loss) Per Common Share

 

The two–class method of computing earnings per share is required for entities that have participating securities. The two–class method is an earnings allocation formula that determines earnings per share for participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. The Company’s Series D Preferred Stock and Series E Preferred Stock (each as defined herein) are participating securities. These participating securities do not have a contractual obligation to share in the Company’s losses. Therefore, in periods of net loss, no portion of such losses are allocated to participating securities.

 

Basic earnings (loss) per common share (“EPS”) is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding each period.

 

Dilutive EPS is calculated by dividing adjusted net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding each period, which includes the effect of potentially dilutive securities. Potentially dilutive securities for the diluted EPS calculation consists of (i) Series D Preferred Stock, (ii) Series E Preferred Stock, (iii) warrants to purchase common stock, and (iv) exercisable common stock options. Diluted EPS reflects the dilutive effect of the participating securities using the two–class method or the treasury stock method, whichever is more dilutive.

 

Basic and diluted earnings (loss) attributable to common stockholders is the same for the three and six months ended June 30, 2024 and 2023 because the Company has only incurred losses and all potentially dilutive securities are anti–dilutive.

 

The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) attributable to common stockholders for the three and six months ended June 30, 2024 because their inclusion would be anti–dilutive:

 Schedule of Anti-dilutive Securities Excluded from Earnings Per Share 

Potentially Dilutive Security		Quantity				Stated Value Per Share				Total Value or Stated Value				Assumed Conversion Price				Resulting Common Shares
Merger Options, restricted stock units, and performance stock units (1)			9,057,771			$	—			$	—			$	—				1,057,771
Common stock warrants			341,084,219				—				—				—				11,939,698
Series D Preferred Stock			16,507				1,000				16,506,680				5.00				3,301,336
Series E Preferred Stock			20,000				1,000				20,000,000				5.00				4,000,000
Total			-				-				-				-				20,298,805

 

(1)	Not exercisable or vested as of June 30, 2024. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options and Note 14 – Long–Term Incentive Compensation for a discussion of the restricted stock units and performance stock units.

 

The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) attributable to common stockholders for the three and six months ended June 30, 2023 because their inclusion would be anti–dilutive:

 

Potentially Dilutive Security		Quantity				Stated Value Per Share				Total Value or Stated Value				Assumed Conversion Price				Resulting Common Shares
Common stock options (1)			8,007,087			$	—			$	—			$	—				7,087
Common stock warrants			200,126,815				—				—				—				7,004,439
Obligation Shares			205,971				—				—				—				205,971
AR Debentures			—				—				2,000,000				5.00				400,000
Series D Preferred Stock			21,799				1,000				21,799,000				5.00				4,359,850
Total			-				-				-				-				11,977,347

 

(1)	Includes 7,087 options which expired in August 2023 and the Merger Options, which were not exercisable as of June 30, 2023. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options.

 

11

 

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 periods presented:

 

Schedule of Non-cash Investing And Financing Activities And Supplemental Cash Flow Disclosures 

		2024				2023
		Six Months Ended June 30,
		2024				2023
Non–cash investing and financing activities:
Common stock issued upon conversion of Series D Preferred Stock		$	4,120,450			$	—
Capital expenditures included in accrued liabilities		$	(1,120,098	)		$	—
Cryptocurrency mining equipment and deposits acquired in the Merger		$	—			$	20,760,560
Secured convertible debentures assumed in the Merger		$	—			$	1,981,000
SBA loan payable acquired assumed in the Merger		$	—			$	150,000
Membership interests converted into shares of common stock		$	—			$	(606,705	)
Common stock issued at Merger		$	—			$	9,928,262
Series D Preferred Stock issued at Merger		$	—			$	3,209,196
Deferred transaction costs capitalized to oil and natural gas properties		$	—			$	189,031
Deferred transaction costs associated with financing		$	—			$	519,533
Supplemental disclosure:
Cash paid for income taxes		$	—			$	—
Cash paid for interest		$	—			$	9,503

 

Recently Issued Accounting Pronouncements

 

Recent accounting pronouncements issued by the Financial Accounting Standards Board, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

 

Note 3 – Discontinued Operations

 

On January 23, 2024, the Company sold all of its cryptocurrency miners (the “Mining Equipment”) for consideration consisting of (i) $1.0 million in cash and (ii) $1.0 million in deferred cash payments (the “Deferred Purchase Price”), to be paid out of (i) 20% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals $250,000 and (ii) thereafter, 50% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals the Deferred Purchase Price, plus accrued interest, (collectively, the “Crypto Sale”). As of June 30, 2024, the Company presents the Deferred Purchase Price payment as a note receivable on its condensed consolidated balance sheet, $0.5 million of which is classified as current and $0.3 million of which is classified as non–current, based on when the payments are expected. The Company did not have a note receivable balance on its condensed consolidated balance sheet as of December 31, 2023. The Company recognized a loss of $1.1 million related to this disposition on its condensed consolidated statement of operations and statement of cash flows for the six months ended June 30, 2024. 

 

The Company has presented the related assets and liabilities associated with discontinued operations separately as discontinued operations in its condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023. The following table presents the major classes of assets included as part of discontinued operations in the Company’s condensed consolidated balance sheets for the periods indicated:

 Schedule of Assets and Liabilities Associated Discontinued Operations in Financial Statements 

		June 30, 2024				December 31, 2023
Accounts receivable		$	—			$	322,655
Property and equipment, net			—				3,182,307
Total assets – discontinued operations		$	—			$	3,504,962

 

12

 

Additionally, the Company has presented the financial results associated with discontinued operations separately as discontinued operations on its condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023 and its condensed consolidated statements of cash flows for the six months ended June 30, 2024 and 2023.The following table presents the major classes of line items constituting the loss from discontinued operations the Company’s condensed consolidated statements of operations and condensed consolidated statements of cash flows for the periods presented:

 

		2024				2023				2024				2023
		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
Cryptocurrency mining revenue		$	—			$	179,318			$	192,625			$	179,318
Cryptocurrency mining costs			—				(93,244	)			(55,063	)			(93,244	)
Depreciation and amortization			—				(132,851	)			(102,210	)			(132,851	)
Impairment of cryptocurrency mining equipment			—				(16,794,688	)			—				(16,794,688	)
Loss from sale of cryptocurrency mining equipment			—				—				(1,080,097	)			—
Loss from discontinued operations before income taxes			—				(16,841,465	)			(1,044,745	)			(16,841,465	)
Provision for income taxes			—				—				—				—
Net loss from discontinued operations		$	—			$	(16,841,465	)		$	(1,044,745	)		$	(16,841,465	)

 

Note 4 – Acquisitions and Merger

 

NRO Acquisition

 

On January 11, 2024, the Company entered into an asset purchase agreement (the “NRO Agreement”) with Nickel Road Development LLC, Nickel Road Operating, LLC, (“NRO”) and Prairie Operating Co., LLC to acquire certain assets owned by NRO (the “Central Weld Assets”) for total consideration of $94.5 million (the “Purchase Price”), subject to certain closing price adjustments and other customary closing conditions (the “NRO Acquisition”). The Purchase Price consists of $83.0 million in cash and $11.5 million in deferred cash payments. The Company deposited $9.0 million of the Purchase Price into an escrow account on January 11, 2024 (the “Deposit”), which will be released to NRO upon the earlier of the closing date and August 15, 2024. Portions of the Deposit are subject to earlier release under certain circumstances.

 

The outside date for the closing of the NRO Acquisition is August 15, 2024, with an economic effective date of February 1, 2024. The Company expects to fund the transaction through a combination of public or private issuance of equity, cash on hand, proceeds from existing warrant exercises or short-term debt. The Company expects to close the NRO Acquisition in August 2024. However, there can be no assurances that the funding required to close can be attained on or before August 15, 2024 or that the Company will be able to close the NRO Acquisition on or before August 15, 2024, or at all. If we are unable to close the NRO Acquisition by August 15, 2024, or to extend the outside date, NRO could terminate the Agreement.

 

Genesis Bolt–on Acquisition

 

On February 5, 2024, the Company acquired a 1,280–acre drillable spacing unit and eight proved undeveloped drilling locations in the DJ Basin (the “Genesis Bolt–on Assets”) from a private seller for $0.9 million. These assets offset the other oil and gas assets held by the Company in northern Weld County, Colorado.

 

Initial Genesis Asset Acquisitions

 

Upon closing of the Merger, the Company consummated the purchase of oil and gas leases from Exok, Inc. (“Exok”), including all of Exok’s right, title, and interest in, to and under certain undeveloped oil and gas leases located in Weld County, Colorado, together with certain other associated assets, data, and records, for $3.0 million (the “Exok Transaction”).

 

On August 15, 2023, Prairie LLC exercised the option it acquired in the Exok Transaction and purchased additional oil and gas leases from Exok, consisting of approximately 20,328 net mineral acres in, on and under approximately 32,695 gross acres (the “Exok Option Purchase”) for total consideration of $25.3 million. The total consideration consisted of $18.0 million in cash to Exok, which was funded with the Series E PIPE (as defined herein), and equity consideration to certain affiliates of Exok consisting of (i) 670,499 shares of common stock, and (ii) warrants providing the right to purchase 670,499 shares of common stock at $7.43 per share (the “Exok Warrants”). Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Exok Warrants.

 

13

 

Merger with Creek Road Miners, Inc.

 

Under the terms of the Merger, the Company issued 2,297,668 shares of common stock to the members of Prairie LLC in exchange for all of the membership interests of Prairie LLC. Additionally, and as a condition of the Merger, 4,423 shares of Series D Preferred Stock (as defined herein) were issued to holders of the 12% amended and restated senior secured convertible debentures (collectively, the “AR Debentures”), refer to Note 8 – Long–term Debt for a discussion of the AR Debentures.

 

The purchase price was calculated based on the fair value of the common stock that the Company’s stockholders, immediately prior to the Merger, owned after the Merger, and the fair value of the Series D Preferred Stock issued to the holders of the AR Debentures. Since there was no active trading market for the membership interests of Prairie LLC, the fair value of the Company’s common stock represented a more reliable measure of the fair value of consideration transferred in the Merger. The Company’s common stock was based upon a quoted price in an active market, which is considered a Level 1 fair value input. The fair value of the 4,423 shares of Series D Preferred Stock was determined using a valuation model with unobservable inputs, which are considered Level 3 inputs on the fair value hierarchy.

 

The following table presents the total purchase price on May 3, 2023, the closing date of the Merger:

 Schedule of Total Purchase Price 

Number of shares of common stock of the combined company owned by the Company’s stockholders immediately prior to the merger (1)			3,860,898
Multiplied by the fair value per share of common stock (2)		$	2.57
Fair value of the Company’s pre–Merger common stock			9,928,262
Number of shares of Series D Preferred Stock issued to effectuate the Merger			4,423
Multiplied by the fair value per share (3)		$	725.57
Fair value of Series D Preferred Stock issued as consideration			3,209,196
Prairie LLC Transaction costs (4)			2,032,696
Purchase price		$	15,170,154

 

(1)	Represents the historical shares of the common stock outstanding immediately prior to the Closing of the Merger on May 3, 2023.
(2)	Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger.
(3)	Fair value calculated as described above on May 3, 2023.
(4)	Prairie LLC transaction costs consist primarily of legal expenses incurred by Prairie LLC. The transaction costs have been reflected as an increase in the purchase price.

 

The purchase price for the Merger was allocated to the net assets acquired on the basis of their relative fair values. The fair values of the current assets acquired and current liabilities (excluding the convertible debentures) assumed in the Merger were determined to approximate carrying value due to their short–term nature. The fair value of the mining equipment was determined using estimated replacement values of the same or similar equipment and, as such, are considered Level 3 inputs in the fair value hierarchy. The fair value of the secured convertible debentures were calculated as described above. The fair value of the share issuance liability was calculated based on the quoted price of the Company’s common stock and, as such, is considered a Level 1 measurement on the fair value hierarchy.

 

The following table presents the allocation of the purchase price to the net assets acquired on May 3, 2023, the closing date of the Merger:

 Schedule of Allocation of Purchase Price to Net Assets Acquired 

Purchase Price Allocation:		May 3, 2023
Cash and cash equivalents		$	42,360
Accounts receivable			8,014
Prepaid expenses			63,795
Mining equipment (1)			18,140,874
Deposits on mining equipment			2,928,138
Accounts payable and accrued expenses			(3,352,389	)
Secured convertible debentures			(1,981,000	)
SBA loan payable			(150,000	)
Share issuance liability			(529,638	)
Net assets acquired		$	15,170,154

 

(1)	In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed to the property and equipment acquired.

 

14

 

Note 5 – Fair Value Measurements

 

Certain of the Company’s assets and liabilities are carried at fair value and measured on either a recurring or nonrecurring basis. Per Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures, fair value is defined as an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market–based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability.

 

The GAAP fair value valuation hierarchy categorizes assets and liabilities measured at fair value into one of three levels depending on the observability of the inputs used in determining fair value. The three levels of the fair value hierarchy are as follows:

 

	●	Level 1 valuations – Consist of observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date.
	●	Level 2 valuations – Consist of observable market–based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1 that are either directly or indirectly observable as of the reporting date.
	●	Level 3 valuations – Consist of unobservable inputs that are not corroborated by market data and may be used with internally developed methodologies that result in management’s best estimate of fair value.

 

The classification of an asset or liability within the fair value hierarchy is based on the lowest level input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement of an asset or liability requires judgment and may affect the valuation of the fair value asset or liability and its placement within the fair value hierarchy. There have been no transfers between fair value hierarchy levels.

 

Fair Value of Financial Instruments

 

The carrying values of cash and cash equivalents, accounts receivable, other current assets, accounts payable, and other current liabilities on the consolidated balance sheets approximate fair value because of their short–term nature.

 

Assets and Liabilities Measured at Fair Value on a Recurring Basis

 

As of June 30, 2023, the Company had the following liabilities measured at fair value on a recurring basis:

 

AR Debentures. Through September 2023, the fair value of the Company’s AR Debentures (discussed further in Note 8 – Long–term Debt) was based on a widely accepted valuation methodology that utilizes (i) the Company’s common stock price, (ii) value of the debt component, and (iii) the value of the equity component. The key unobservable inputs in the valuation model are the volatility that is appropriate to use in the Company stock price and the yield that is appropriate for the Company. These inputs could change significantly and result in significantly higher or lower fair values at different measurement dates, therefore, they are considered Level 3 inputs within the fair value hierarchy. The AR Debentures were converted in October 2023, therefore, the Company stopped remeasuring the change in fair value at that time. The fair value at conversion was determined using the Company’s common stock price.

 

As of June 30, 2023, the fair value of the AR Debentures was $2.7 million, which represented an increase of $0.7 million from the date of the Merger. The Company recognized the change in fair value as Loss on adjustment to fair value – AR Debentures on its condensed consolidated statements of operations for the three and six months ended June 30, 2023 and condensed consolidated statement of cash flows for the six months ended June 30, 2023. Refer to Note 8 – Long–term Debt for a further discussion of the AR Debentures.

 

Common Stock Obligation Shares. As discussed in Note 12 – Common Stock, as a result of the Merger and related transactions, the Company had the obligation to issue 205,970 shares of common stock (the “Obligation Shares”). The fair value of the Obligation Shares was based on the quoted price of the Company’s common stock and, as such, was considered a Level 1 input within the fair value hierarchy. The underlying shares were fully issued in September 2023, therefore, the Company stopped remeasuring the change in the fair value of the obligation at that time.

 

As of June 30, 2023, the fair value of the Obligation Shares was $1.2 million, which represented an increase of $0.7 million from the date of the Merger. The Company recognized the change in fair value as Loss on adjustment to fair value – Obligation Shares on its condensed consolidated statements of operations for the three and six months ended June 30, 2023 and condensed consolidated statement of cash flows for the six months ended June 30, 2023. Refer to Note 12 – Common Stock for a further discussion of the Obligation Shares.

 

As of June 30, 2024 and December 31, 2023, the Company does not have any assets or liabilities measured at fair value on a recurring basis.

 

15

 

Assets and Liabilities Measured at Fair Value on a Non–Recurring Basis

 

Acquisition and merger–related assets and liabilities. The fair values of assets acquired and liabilities assumed in an acquisition or merger are measured on a non–recurring basis on the acquisition or merger date. If the assets acquired and liabilities assumed are current and short–term in nature, the Company uses their approximate carrying values as their fair values, which is considered a Level 1 input in the fair value hierarchy. If the assets acquired are not short–term in nature, then the fair value is determined using the estimated replacement values of the same or similar assets and, as such, are considered Level 3 inputs in the fair value hierarchy. Refer to Note 2 – Acquisitions and Merger for a further discussion of the Company’s acquisitions and merger.

 

Note 6 – Property and Equipment, net

 

The Company’s property and equipment, net consisted of the following for the periods presented:

Schedule of Property and Equipment, net 

		June 30, 2024				December 31, 2023
Oil and natural gas properties
Proved properties		$	—			$	—
Unproved properties			33,370,317				28,705,404
Total capitalized costs			33,370,317				28,705,404
Less: Accumulated depreciation, depletion, and amortization			—				—
Net capitalized costs		$	33,370,317			$	28,705,404

 

As discussed in Note 4 – Acquisitions and Merger above, in August 2023, the Company executed the Exok Option Purchase and acquired approximately 20,328 net mineral acres in, on and under approximately 32,695 additional gross acres from Exok for a total consideration of $25.3 million. Additionally, in February 2024, the Company completed the acquisition of the Genesis Bolt–on Assets, a 1,280–acre drillable spacing unit, for $0.9 million.

 

Note 7 – Accounts Payable and Accrued Expenses

 

The Company’s accounts payable and accrued expenses consist of the following for the periods presented:

Schedule of Accounts Payable and Accrued Expenses  

		June 30, 2024				December 31, 2023
Accounts payable		$	3,820,663			$	2,295,575
Accrued legal and accounting fees (1)			2,564,028				200,641
Incentive compensation			5,015,292				1,925,191
Other			938,572				953,087
Accounts payable and accrued expenses		$	12,338,555			$	5,374,494

 

(1)

As discussed in Note 2 – Acquisitions and Merger, the Company expects to close the NRO Acquisition in August 2024 and plans to fund a portion of the transaction through the issuance of equity securities. The increase in accounts payable and accrued legal and accounting fees from December 31, 2023 is driven by the cumulative costs incurred relating to these transactions.

 

Note 8 – Long–term Debt

 

As of June 30, 2024 and December 31, 2023, the Company has no long–term debt outstanding.

 

Amended and Restated Senior Secured Convertible Debentures

 

In connection with the Merger, the Company entered into 12% amended and restated senior secured convertible debentures due December 31, 2023 with each of Bristol Investment Fund, Ltd. (“Bristol Investment”) and Barlock 2019 Fund, LP (“Barlock”), in the principal amount of $1.0 million each. Refer to Note 15 – Related Party Transactions for a further discussion about Bristol Investment and Barlock.

 

The Company determined that the AR Debentures contained certain features which required bifurcation and separate accounting as embedded derivatives. As such, the Company elected to initially and subsequently measure the AR Debentures in their entirety at fair value with changes in fair value recognized in earnings in accordance with ASC Topic 815, Derivatives and Hedging. As of June 30, 2023, the fair value of the AR Debentures increased to $2.7 million, representing an increase of $0.7 million from the date of the Merger, which was recognized in Loss on adjustment to fair value – AR Debentures on the condensed consolidated statements of operations for the three and six months ended June 30, 2023 and the condensed consolidated statement of cash flows for the six months ended June 30, 2023. Refer to Note 5 – Fair Value Measurements for a further discussion of the fair value of the AR Debentures.

 

The AR Debentures were fully converted in October 2023.

 

16

 

Small Business Administration Loan

 

Upon the Merger, the Company assumed a loan agreement with the Small Business Administration (“SBA”). The loan accrued interest at a rate of 3.75% and was scheduled to mature in June 2050. The Company elected to fully repay the SBA loan and the accrued interest in September 2023.

 

Note 9 – Leases

 

The Company determines if a contract contains a lease at its inception or as a result of an acquisition and makes certain assumptions and judgments when determining its right–of–use assets and lease liabilities. When determining whether a contract contains a lease, the Company considers whether there is an identified asset that is physically distinct, whether the supplier has substantive substitution rights, whether the Company has the right to obtain substantially all of the economic benefits from the use of the asset, and whether it has the right to control the asset. Certain lease agreements could include options to renew the lease, terminate the lease early, or purchase the underlying asset(s). The Company determines the lease term at the lease commencement date as the non–cancelable period of the lease, including any options to extend or terminate the lease when such an option is reasonably certain to be exercised. The Company recognizes variable lease payments in the period they are incurred. Certain leases contain both lease and non–lease components, which the Company has chosen to account for separately. As of June 30, 2024 and December 31, 2023, all of the Company’s leases are operating leases.

 

The Company capitalizes its operating right–of–use assets and corresponding lease liabilities separately on its consolidated balance sheets, using the present value of the remaining lease payments over the determined lease term applying the implicit rate of the lease.

 

The following table presents the components of the Company’s operating leases on its consolidated balance sheets for the periods presented:

Schedule of Operating Leases Right of Use Asset 

		June 30, 2024				December 31, 2023
Operating Leases
Office space		$	171,760			$	—
Vehicles			184,690				155,253
Total right–of–use asset		$	356,450			$	155,253
Office space		$	174,384			$	—
Vehicles			168,968				135,706
Total lease liability		$	343,351			$	135,706

 

The Company’s weighted–average remaining lease terms and discount rates as of June 30, 2024 are as follows:

 

		Operating Leases
Weighted–average lease term (years)			1.8
Weighted–average discount rate			10.2	%

 

The Company has several operating leases for office spaces and vehicles used in its daily operations, under non–cancelable operating leases expiring through 2027. The Company recognizes lease expense for these leases on a straight–line basis.

 

The following table presents the components of the Company’s lease costs during the periods presented:

 Schedule of Components of Lease Costs

		2024				2023				2024				2023
		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
Operating lease cost		$	50,654			$	—			$	89,925			$	—
Short–term lease cost (1)			12,600				—				25,200				—
Total lease cost		$	63,254			$	—			$	115,125			$	—

 

(1)	One of the Company’s office space operating leases, which expired in June 2024, had an initial lease term of less than 12 months and was considered a short-term lease. The Company does not capitalize short–term leases, instead the costs are expensed as they are incurred.

 

17

 

As of June 30, 2024, the Company’s future lease commitments by year consisted of the following:

Schedule of Future Commitments of Operating Lease Liabilities 

		Operating Leases
2024		$	96,776
2025			197,138
2026			82,479
2027			3,738
Total lease payments			380,131
Less: imputed interest			(36,780	)
Total lease liability		$	343,351

 

The Company’s supplemental cash flow disclosures related to operating leases are presented below for the periods indicated:

 Schedule of Supplemental Cash Flow Related to Leases

		2024				2023
		Six Months Ended June 30,
		2024				2023
Cash paid for amounts included in the measurement of lease liabilities – operating cash flows from operating leases		$	83,261			$	—
Right–of–use assets obtained in exchange for operating liabilities		$	270,290			$	—

 

Note 10 – Commitments and Contingencies

 

The Company is subject to various litigation, claims and proceedings, which arise in the ordinary course of business. The Company recognizes a liability for such loss contingencies when it believes it is probable a liability has been incurred, and the amount can be reasonably estimated. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, the Company accrues that amount. When no amount within the range is a better estimate than any other amount the Company accrues the minimum amount in the range. The outcomes of any such currently pending matters are not expected to have a material adverse effect on the Company’s financial position or results of operations.

 

Note 11 – Preferred Stock

 

Series D Preferred Stock

 

The Company has authorized 50,000 shares of Series D preferred stock with a par value of $0.01 and a stated value of $1,000 per share, which are convertible into shares of common stock at a price of $5.00 per share (“Series D Preferred Stock”). No dividends are to be paid other than in those in the same form as dividends actually paid on common stock other than any adjustments related to stock dividends or stock splits.

 

Each share of Series D Preferred Stock is convertible at any time at the option of the holder into the number of shares of common stock determined by dividing the stated value of such share of $1,000 by $5.00, subject to adjustment by certain events as defined in the certificate of designation. If the average price of the Company’s common stock, as defined and calculated, for any 22 trading days during a 30 consecutive trading day period exceeds $8.50, subject to adjustment, the Company can require conversion of the Series D Preferred Stock into common stock subject to certain conditions including stock trading volumes and existence of an effective registration statement for such converted shares.

 

The Company received an aggregate of $17.4 million in proceeds from a number of investors (the “Series D PIPE Investors”) who were issued 17,376 shares of Series D Preferred Stock along with Series A warrants (“Series D A Warrants”) to purchase 3,475,250 shares of the Company’s common stock and Series B warrants (“Series D B Warrants” and together with the Series D A Warrants, the “Series D PIPE Warrants”) to purchase 3,475,250 shares of common stock (collectively, the “Series D PIPE”). Refer to Note 13 – Common Stock Options and Warrants for a further description of the Series D PIPE Warrants.

 

Additionally, upon the closing of the Merger, holders of the AR Debentures were issued 4,423 shares of Series D Preferred Stock. No warrants were issued with or are associated with these shares.

 

During the three and six months ended June 30, 2024, there were conversions of 2,895 and 4,120 shares of Series D Preferred Stock, respectively, into 579,090 and 824,090 shares of common stock, respectively. As of June 30, 2024 and December 31, 2023, there were 16,507 and 20,627 shares, respectively, of Series D Preferred Stock outstanding.

 

Series E Preferred Stock

 

The Company has authorized 50,000 shares of Series E preferred stock with a par value of $0.01 and a stated value of $1,000 per share, which are convertible into shares of common stock at a price of $5.00 per share (“Series E Preferred Stock”). No dividends are to be paid other than in those in the same form as dividends actually paid on common stock other than any adjustments related to stock dividends or stock splits.

 

Each share of Series E Preferred Stock is convertible at any time at the option of the holder into the number of shares of common stock determined by dividing the stated value of such share of $1,000 by $5.00, subject to adjustment by certain events as defined in the certificate of designation. If the average price of the Company’s common stock, as defined and calculated, for any 22 trading days during a 30 consecutive trading day period exceeds $8.50, subject to adjustment, the Company can require conversion of the Series E Preferred Stock into common stock subject to certain conditions including stock trading volumes and existence of an effective registration statement for the resale of such converted shares.

 

18

 

The Company received an aggregate of $20.0 million in proceeds from Narrogal Nominees Pty Ltd ATF Gregory K O’Neill Family Trust (“O’Neill Trust”) (the “Series E PIPE Investor”). The Series E PIPE Investor was issued 20,000 shares of Series E Preferred Stock along with 39,615 shares of the Company’s common stock, and Series A warrants (“Series E A Warrants”) to purchase 4,000,000 shares of the Company’s common stock and Series B warrants (“Series E B Warrants” and together with the Series E A Warrants, the “Series E PIPE Warrants”) to purchase 4,000,000 shares of common stock (collectively, the “Series E PIPE”). Refer to Note 13 – Common Stock Options and Warrants for a further description of the Series E PIPE Warrants.

 

The Company’s obligations under the Series E Preferred Stock and the Series E PIPE Warrants are secured by a lien on the assets acquired in the Exok Option Purchase as described under the Deed of Trust, Mortgage, Assignment of As–Extracted Collateral, Security Agreement, Fixture Filing and Financing Statement, dated August 15, 2023 (“Deed of Trust”). Upon commencement of a voluntary bankruptcy proceeding by Prairie LLC or involuntary bankruptcy proceeding against Prairie LLC, the Series E PIPE Investor will have the right and option to proceed with foreclosure and to sell all or any portion of the assets acquired in the Exok Option Purchase. In the event that no shares of Series E Preferred Stock remain outstanding (whether by conversion, redemption or otherwise) or are no longer beneficially owned or otherwise held by the Series E PIPE Investor (or any of its affiliates), the lien on the assets acquired in the Exok Option Purchase under the Deed of Trust will be released in accordance with the terms and procedures set forth therein.

 

As of June 30, 2024 and December 31, 2023, there have been no conversions of Series E Preferred Stock and there are 20,000 shares of Series E Preferred Stock outstanding.

 

Note 12 – Common Stock

 

The Company has 500,000,000 authorized shares of Common Stock with a par value of $0.01 per share. The holders of the Company’s common stock are entitled to one vote per share and the Company’s Second Amended and Restated Certificate of Incorporation does not provide for cumulative voting. The Company’s common stockholders are entitled to receive ratably such dividends, if any, as may be declared by the Company’s Board of Directors (the “Board”) out of legally available funds. However, the current policy of the Company’s Board is to retain earnings, if any, for the Company’s operations and expansion. Upon liquidation, dissolution or winding–up, the holders of the Company’s common stock are entitled to share ratably in all of its assets which are legally available for distribution, after payment of or provision for all liabilities. The Company’s common stockholders have no preemptive, subscription, redemption, or conversion rights. The rights, preferences and privileges of the Company’s common stockholders are subject to and may be adversely affected by the rights of the holders of shares of any series of preferred stock that the Company may designate and issue.

 

In conjunction with the Closing of the Merger, the Company issued (i) 2,297,669 shares of common stock to the former members of Prairie LLC in exchange for their membership interests in Prairie LLC and (ii) 3,860,898 shares of common stock were deemed issued to former stockholders of Creek Road Miners, Inc. As a result of the Merger and related transactions, the Company had the obligation to issue 205,970 shares of common stock. As of June 30, 2023, the fair value of the Obligation Shares increased to $1.2 million, representing an increase of $0.7 million from the date of the Merger, which was recognized in Loss on adjustment to fair value – Obligation Shares on the condensed consolidated statements of operations for the three and six months ended June 30, 2023. The underlying shares were fully issued on September 7, 2023, therefore, the Company stopped recording the change in the fair value of the obligation at that time. Refer to Note 5 – Fair Value Measurements for a further discussion of the fair value of the Obligation Shares.

 

Note 13 – Common Stock Options and Warrants

 

Merger Options

 

On August 31, 2022, Prairie LLC entered into agreements with its members whereby each member was provided non–compensatory options to purchase a 40% membership interest in the Company for an aggregate purchase price of $1,000,000 per member. The non–compensatory options were sold for $80,000. The non–compensatory options only become exercisable in 25% increments upon the achievement of the following production milestones in barrels of oil equivalent per day (“Boe/d”): 2,500 Boe/d, 5,000 Boe/d, 7,500 Boe/d, and 10,000 Boe/d.

 

On May 3, 2023, prior to the closing of the Merger, Prairie LLC entered into a non–compensatory option purchase agreement with its members, Bristol Capital, LLC (“Bristol Capital”), which manages Bristol Investment described above, and BOKA Energy LP (“BOKA”), a third–party investor, pursuant to which Bristol Capital and BOKA purchased non–compensatory options for $24,000 and $8,000, respectively, from Prairie LLC’s members.

 

Upon the Merger, the Company converted the non–compensatory options to purchase the outstanding and unexercised membership interests of Prairie LLC, as of immediately prior to the Merger, into options to acquire an aggregate of 8,000,000 shares of common stock for an exercise price of $0.25 per share (the “Merger Options”), which are only exercisable if the production hurdles noted above are achieved.

 

19

 

The Company then entered into amended and restated non–compensatory option agreements (the “Option Agreements”) with each of Gary C. Hanna, Edward Kovalik, Bristol Capital, and BOKA. An aggregate of 2,000,000 Merger Options are subject to be transferred to the Series D PIPE Investors, based on their then percentage ownership of the Series D Preferred Stock to the aggregate Series D Preferred Stock outstanding and held by all Series D PIPE Investors as of the May 3, 2023, if the Company does not meet certain performance metrics by May 3, 2026.

 

On August 30, 2023, the Company, Gary C. Hanna, Edward Kovalik, Bristol Capital, and Georgina Asset Management entered into a non–compensatory option purchase agreement, pursuant to which Georgina Asset Management agreed to purchase, and each of the sellers agreed to sell to Georgina Asset Management Merger Options to acquire an aggregate of 200,000 shares of common stock, for an exercise price of $0.25 per share for an aggregate purchase price of $2,000.

 

None of the Merger Options were exercisable at June 30, 2024 or December 31, 2023.

 

Legacy Warrants

 

Upon the Merger, the Company assumed warrants to purchase 53,938 shares of the Company’s common stock with a weighted average exercise price of $49.71 per share (the “Legacy Warrants”). As of June 30, 2024 and December 31, 2023, Legacy Warrants providing the right to purchase 43,438 and 53,938 shares of common stock, respectively, were outstanding with a weighted average remaining contractual life of 2.1 and 2.2 years, respectively.

 

Series D PIPE Warrants

 

The Series D PIPE Warrants, upon issuance, provided the warrant holders with the right to purchase an aggregate of 6,950,500 shares of common stock at an exercise price of $6.00 per share. The Series D A Warrants expire on May 3, 2028 and the Series D B Warrants expire on May 3, 2024. All such warrants must be exercised for cash.

 

On April 8, 2024, the Company entered into an Amendment and Waiver of Exercise Limitations Letter Agreement (the “Letter Agreement”) with Bristol Investment to amend certain terms of the Series D A Warrants and Series D B Warrants held by Bristol Investment. Each of the Series D PIPE Warrants held by Bristol Investment is subject to a limitation on exercise if as a result of such exercise or conversion, the holder would own more than 4.99% of the outstanding shares of the Company’s common stock, which may be increased by the holder upon written notice to the Company, to any specified percentage not in excess of 9.99% (the “Beneficial Ownership Limitation Ceiling”). The Letter Agreement increases the Beneficial Ownership Limitation Ceiling from 9.99% to 19.99%. Pursuant to the Letter Agreement, Bristol Investment further notified the Company of its intent to immediately increase the Beneficial Ownership Limitation Ceiling to 19.99% and the parties agreed to waive the waiting period with respect to such notice.

 

During the three and six months ended June 30, 2024, Series D A Warrants to purchase 179,489 shares of common stock were exercised for total proceeds to the Company of $1.1 million. During the three and six months ended June 30, 2024, Series D B Warrants to purchase 656,640 and 1,400,250 shares of common stock, respectively, were exercised for total proceeds to the Company of $3.9 million and $8.4 million, respectively.

 

As of June 30, 2024 and December 31, 2023, Series D A Warrants providing the right to purchase 3,225,761 and 3,405,250 shares of common stock, respectively, were outstanding with a remaining contractual life of 3.8 and 4.3 years, respectively. As of June 30, 2024, all of the Series D B Warrants have been exercised and as of December 31, 2023, Series D B Warrants providing the right to purchase 1,400,250 shares of common stock were outstanding with a remaining contractual life of 0.3 years.

 

Series E PIPE Warrants

 

The Series E PIPE Warrants provide the warrant holders with the right to purchase 8,000,000 shares of common stock at an exercise price of $6.00 per share. The Series E A Warrants expire on August 15, 2028 and the Series E B Warrants expire on August 15, 2024. All such warrants must be exercised for cash.

 

As of June 30, 2024 and December 31, 2023, Series E A Warrants providing the right to purchase 4,000,000 shares of common stock with a remaining contractual life of 4.1 and 4.6 years, respectively, were outstanding and Series E B Warrants providing the right to purchase 4,000,000 shares of common stock with a remaining contractual life of 0.1 and 0.6 years, respectively, were outstanding.

 

Exok Warrants

 

As discussed in Note 4 – Acquisitions and Merger, the Company issued warrants in connection with the Exok Transaction completed in August 2023. The Exok Warrants provide the warrant holders with the right to purchase 670,499 shares of common stock at an exercise price of $7.43 per share. The Exok Warrants expire on August 15, 2028 and may be exercised in a cashless manner under certain circumstances. At June 30, 2024 and December 31, 2023, Exok Warrants providing the right to purchase 670,499 shares of common stock with a remaining contractual life of 4.1 and 4.6 years, respectively, were outstanding.

 

20

 

Note 14 – Long–Term Incentive Compensation

 

Incentive Award Plan

 

The Company’s long–term incentive plan for employees, directors, consultants, and other service providers (as amended and restated effective as of June 5, 2024, and as may be further amended from time to time, the “LTIP”) provides for the grant of all or any of the following types of equity–based awards: (i) incentive stock options qualified as such under U.S. federal income tax laws; (ii) stock options that do not qualify as incentive stock options; (iii) stock appreciation rights; (iv) restricted stock awards; (v) restricted stock units (“RSUs”), which may also include performance stock awards (“PSUs”); (vi) stock awards; (viii) dividend equivalents; (ix) other stock–based awards; (x) cash awards; and (xi) substitute awards. Subject to adjustment in accordance with the terms of the LTIP, 7,500,000 shares of the Company’s common stock are reserved for issuance pursuant to awards under the LTIP.

 

Stock–Based Compensation

 

The Company’s stock–based compensation awards are classified as either equity awards or liability awards in accordance with GAAP. The fair value of an equity–classified award is determined at the grant date and is amortized to general and administrative expense on a graded attribution basis over the vesting period of the award. The Company accounts for forfeitures of stock–based compensation awards as they occur. There were no forfeitures during the six months ended June 30, 2024 and 2023. The fair value of a liability–classified award is determined on a quarterly basis beginning at the grant date until final vesting. Changes in the fair value of liability–classified awards are recorded to general and administrative expense over the vesting period of the award.

 

RSUs and PSUs granted under the LTIP can immediately vest (A) upon a termination due to (i) death, (ii) disability, or (iii) retirement, in the case of employee awards, or (B) in connection with a change in control; provided that for employee RSU or PSU awards, such accelerated vesting upon a change in control only applies to the extent no provision is made in connection with a change in control for the assumption of awards previously granted or there is no substitution of such awards for new awards. To the extent an employee’s RSU or PSU award is assumed or substituted in connection with the change in control, if a participant is terminated by the Company without “cause” or the employee terminates for “good reason” (each as defined in the applicable award agreement), then each RSU or PSU award will become fully vested.

 

Equity–Classified Restricted Stock Units

 

The Company has granted RSUs to employees which primarily vest ratably over a three-year period, subject to the employees continued service through each applicable vesting date. The Company has also granted RSUs to directors and advisors which primarily vest one year following the grant date, subject to the director or advisors continued service through the vesting date. The fair values of these RSU awards are based on the price of the Company’s common stock as of each relevant grant date.

 

The following table presents the Company’s equity–classified RSU activity for the six months ended June 30, 2024:

 Schedule of Restricted Stock Units

		Number of RSUs				Weighted Average Fair Value
Unvested units as of December 31, 2023			528,545			$	14.58
Granted			506,703			$	12.80
Vested			(299,997	)		$	14.57
Unvested units as of June 30, 2024			735,251			$	12.82

 

During the three and six months ended June 30, 2024, the Company recognized stock–based compensation costs of $1.2 million and $3.3 million, respectively, related to its equity–classified RSUs. The Company did not recognize any stock–based compensation costs for its equity–classified RSUs during the three and six months ended June 30, 2023 because there were no RSUs granted until August 2023.

 

As of June 30, 2024, there was $8.0 million of total unrecognized compensation cost related to the Company’s unvested equity–classified RSUs, which is expected to be recognized over a weighted–average period of 1.3 years.

 

21

 

Equity–Classified Performance Stock Units

 

In June 2024, the Company granted PSUs to certain of its employees. The PSUs vest and become earned upon the achievement of certain performance goals based on the Company’s relative total shareholder return as compared to the performance peer group during the performance period, in each case, at the end of a three year performance period, and generally subject to the employees continued service throughout the performance period. Per the PSU agreements, these awards can be settled in either stock or cash, as determined by the Compensation Committee of the Board (the “Committee”); however, unless the Committee determines otherwise, these PSUs will be settled in stock, therefore, the Company has classified these PSUs as equity awards. The number of shares of common stock that a holder of the PSUs earns at the end of the performance period may range from 0% to 200% of the target number of PSUs granted, as determined by the Company’s total shareholder return relative to a group of peers over the performance period, which represents a market condition per ASC Topic 718, Compensation—Stock Compensation. The fair value of these PSUs awards is determined by a third party using a Monte Carlo model as of the grant date.

 

The following table presents the Company’s equity–classified PSU activity for the six months ended June 30, 2024:

 Schedule of Restricted Stock Units

		Number of PSUs				Weighted Average Fair Value
Unvested units as of December 31, 2023			—			$	—
Granted			313,440			$	23.10
Vested			—			$	—
Unvested units as of June 30, 2024			313,440			$	23.10

 

During the three and six months ended June 30, 2024, the Company recognized stock–based compensation costs of $0.1 million related to its equity–classified PSUs The Company did not recognize any stock–based compensation costs for its equity–classified PSUs during the three and six months ended June 30, 2023 because there were no PSUs granted until June 2024.

 

As of June 30, 2024, there was $7.1 million of total unrecognized compensation cost related to the Company’s unvested equity–classified PSUs, which is expected to be recognized over a weighted–average period of 2.5 years.

 

Liability–Classified Restricted Stock Units

 

The Company has also granted RSUs to certain of its directors and advisors, which primarily vest one year following the grant date, subject to the director’s or advisor’s continued service through the applicable vesting date. Such RSUs are payable 60% in common stock and 40% in either cash or common stock (or a combination thereof), as determined by the Committee. The Company has accounted for the portion of the awards that can be settled in cash as liability–classified awards and accordingly records the changes in the market value of the instruments to general and administrative expense over the vesting period of the award.

 

The following table presents the Company’s liability–classified RSU activity for the six months ended June 30, 2024:

 Schedule of Restricted Stock Units

		Number of RSUs				Weighted Average Fair Value
Unvested units as of December 31, 2023			19,030			$	14.71
Granted			24,365			$	12.80
Vested			(34,315	)		$	14.44
Unvested units as of June 30, 2024			9,080			$	13.07

 

During the three and six months ended June 30, 2024, the Company recognized stock–based compensation costs of $0.1 million and $0.2 million, respectively, related to its liability–classified RSUs. The Company did not recognize any stock–based compensation costs for its liability–classified RSUs during the three and six months ended June 30, 2023 because there were no RSUs granted until August 2023.

 

As of June 30, 2024, there was $0.3 million of total unrecognized compensation cost related to liability–classified RSUs, which is expected to be recognized over a weighted–average period of 0.8 years. The amount of unrecognized compensation cost for liability–classified awards will fluctuate over time as they are marked to market.

 

22

 

Note 15 – Related Party Transactions

 

AR Debentures. As described in Note 8 – Long–term Debt, in connection with the Closing of the merger, the Company entered into the AR Debentures with Bristol Investment, which is managed by Paul L. Kessler, and Barlock, which is controlled by Scott D. Kaufman who is a former President, Chief Executive Officer, and Director of the Company. In October 2023, conversion notices were received from holders of the AR Debentures and the Company issued 400,666 shares of common stock to affect the conversion. This represented the full conversion of the AR Debentures, together with the accrued interest due to one of the holders.

 

Common Stock Options. As described in Note 13 – Common Stock Options and Warrants, upon consummation of the Merger, the Company entered into Option Agreements with each of Gary C. Hanna, Edward Kovalik, Paul L. Kessler, and BOKA. Erik Thoresen, a director of the Company, is affiliated with BOKA.

 

On August 30, 2023, the Company, Gary C. Hanna, Edward Kovalik, Bristol Capital, and Georgina Asset Management entered into a non–compensatory option purchase agreement, pursuant to which Georgina Asset Management agreed to purchase, and each of the sellers agreed to sell to Georgina Asset Management, non–compensatory options to acquire an aggregate of 200,000 shares of common stock for the option purchase. Refer to Note 13 – Common Stock Options and Warrants for a full discussion of these options.

 

Series D PIPE. As described in Note 11 – Preferred Stock, Bristol Investment, an entity affiliated with Paul L. Kessler, purchased $1,250,000 of Series D Preferred Stock and Series D PIPE Warrants in the Series D PIPE. First Idea Ventures LLC, an entity affiliated with Jonathan H. Gray, a director of the Company, purchased $750,000 of Series D Preferred Stock and Series D PIPE Warrants in the Series D PIPE. First Idea International Ltd. (included with First Idea Ventures LLC), an entity affiliated with Jonathan H. Gray, purchased $254,875 of Series D Preferred Stock and Series D PIPE Warrants from another holder. Additionally, the O’Neill Trust, which is the sole Series E PIPE Investor, was also an investor in the Series D PIPE. Refer to Note 11 – Preferred Stock and Note 13 – Common Stock Options and Warrants and for a full discussion of the Series D PIPE.

 

The Company entered into registration rights agreements with each of the Series D PIPE Investors whereby the Company would be required to pay liquidated damages if the resale of the underlying shares of common stock is not registered by the Securities and Exchange Commission by August 31, 2023. The resale registration statement with respect to such shares was declared effective in December 2023, resulting in the Company paying liquidated damages during the third quarter of 2023. There were no such damages incurred or paid in the three and six months ended June 30, 2024 or 2023.

 

Series E PIPE. As described in Note 11 – Preferred Stock, to fund the Exok Option Purchase, the Company entered into a securities purchase agreement with the O’Neill Trust, the Series E PIPE Investor, on August 15, 2023, pursuant to which the Series E PIPE Investor agreed to purchase, and the Company agreed to sell to the Series E PIPE Investor, for an aggregate of $20.0 million, securities consisting of (i) 39,614 shares of common stock, (ii) 20,000 shares of Series E Preferred Stock, and (iii) Series E PIPE Warrants to purchase 8,000,000 shares of common stock, each at a price of $6.00 per share, in a private placement. Refer to Note 11 – Preferred Stock and Note 13 – Common Stock Options and Warrants for a full discussion of the Series E PIPE.

 

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Cautionary Notice Regarding Forward–Looking Statements

 

The following discussion and analysis of our financial condition and results of operations for the three and six months ended June 30, 2024 and 2023 should be read in conjunction with our consolidated financial statements and related notes to those financial statements that are included elsewhere in this report, as well as our audited consolidated financial statements and related notes and the related “Management’s Discussion and Analysis of Financial Condition and Results or Operations” in our most recent Annual Report on Form 10-K/A for the fiscal year ended December 31, 2023. Except as otherwise indicated or required by the context, references to the “Company,” “we,” “us,” “our” or similar terms refer to Prairie Operating Co.

 

Our discussion includes forward–looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward–looking statements as a result of a number of factors, including those set forth under “Risk Factors” in our Annual Report on Form 10–K/A for the fiscal year ended December 31, 2023.

 

We may use words such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could,” and similar expressions to identify forward–looking statements. All forward–looking statements included in this report are based on information available to us on the date hereof and, except as required by law, we assume no obligation to update any such forward–looking statements.

 

Overview

 

We are an independent oil and gas company focused on the acquisition and development of crude oil, natural gas and natural gas liquids (“NGLs”). We currently hold attractive acreage in the Denver–Julesburg Basin in Colorado (the “DJ Basin”) that our experienced management team intends to develop, deploying next–generation technology and techniques in an environmentally efficient manner. In addition to growing production through our drilling operations, we also seek to grow our business through accretive acquisitions, focusing on assets with the following criteria: (i) producing reserves, with opportunities to add accretive, undeveloped bolt–on acreage; (ii) ample, high rate–of–return inventory of drilling locations that can be developed with cash flow reinvestment; (iii) strong well–level economics; (iv) liquids–rich assets; and (v) accretive valuation.

 

As of June 30, 2024, all of our E&P assets, which we refer to as the “Genesis Assets,” were acquired in the Exok Transaction, the Exok Option Purchase, and the acquisition of the Genesis Bolt–on Assets. The Genesis Assets consist of certain oil and gas leasehold interests with no existing oil and gas production or revenue. In all, the total Genesis Assets include 24,351 net mineral acres in, on and under 37,985 gross acres. To date, we have not had any drilling or completion operations and have been focused on obtaining requisite permits to begin drilling wells on our Genesis Assets, as well as funding and closing the NRO Acquisition, described further below. Additionally, in January 2024, we divested all of our cryptocurrency mining assets.

 

Recent Developments

 

Development Program Launch

 

On July 9, 2024, we announced plans to commence our initial drilling program in August 2024, starting with an 8-well pad on Shelduck South, part of the Genesis Bolt–on Assets acquired in February 2024. The Shelduck South development will consist of eight two-mile lateral wells across 1,280 mineral acres, targeting the Niobrara B and C formations. We have contracted a drilling rig and secured various oil field service providers to perform all drilling and completion operations. We anticipate the wells will be drilled, completed, and turned to production in the fourth quarter of 2024, subject to raising sufficient financing.

 

NRO Acquisition

 

On January 11, 2024, we entered into the NRO Agreement to acquire the Central Weld Assets, located in the DJ Basin in Weld County, Colorado. for total consideration of $94.5 million, subject to certain closing price adjustments and other customary closing conditions. The Purchase Price consists of $83.0 million in cash and $11.5 million in deferred cash payments. Pursuant to the NRO Agreement, we deposited $9.0 million of the Purchase Price into an escrow account on January 11, 2024, which will be released to NRO upon the earlier of the closing date and August 15, 2024. Portions of the Deposit are subject to earlier release under certain circumstances.

 

The outside date for the closing of the NRO Acquisition is August 15, 2024, with an economic effective date of February 1, 2024. We expect to fund the transaction through a combination of public or private issuance of equity, cash on hand, proceeds from existing warrant exercises, or short-term debt. We expect to close the NRO Acquisition in August 2024. However, there can be no assurances that the funding required to close can be attained on or before August 15, 2024 or that we will be able to close the NRO Acquisition on or before August 15, 2024, or at all. If we are unable to close the NRO Acquisition by August 15, 2024, or to extend the outside date, NRO could terminate the Agreement

 

 

Factors Affecting the Comparability of Financial Results

 

Crypto Sale

 

As discussed in Note 4 – Acquisitions and Merger, we acquired our cryptocurrency mining operations in May 2023, concurrent with the Merger. On January 23, 2024, we sold all of our Mining Equipment for consideration consisting of (i) $1.0 million in cash and (ii) $1.0 million in deferred cash payments, to be paid out of (i) 20% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals $250,000 and (ii) thereafter, 50% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals the Deferred Purchase Price, plus accrued interest. As of June 30, 2024, we have received $0.2 million of the Deferred Purchase Price.

 

Results of Operations

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
Revenue		$	—			$	—			$	—			$	—
Operating costs and expenses			(8,568,797	)			(2,857,471	)			(16,613,438	)			(2,921,863	)
Loss from operations		$	(8,568,797	)		$	(2,857,471	)		$	(16,613,438	)		$	(2,921,863	)

 

Loss from operations

 

For the three and six months ended June 30, 2024, loss from operations increased $5.7 million and $13.7 million, respectively, compared to the three and six months ended June 30, 2023. These increases were entirely related to incremental operating costs and expenses recognized during the current periods.

 

The cryptocurrency mining revenue earned and cryptocurrency mining operating costs and expenses incurred during the six months ended June 30, 2024 and prior to the Crypto Sale have been classified as discontinued operations.

 

Operating costs and expenses

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
General and administrative expenses		$	8,512,112			$	2,857,471			$	16,114,973			$	2,921,863
Exploration expenses			56,685				—				498,465				—
Total operating costs and expenses		$	8,568,797			$	2,857,471			$	16,613,438			$	2,921,863

 

For the three and six months ended June 30, 2024, operating costs and expenses increased $5.7 million and $13.7 million, respectively, compared to the three and six months ended June 30, 2023.

 

The operating costs and expenses incurred and related to the cryptocurrency mining assets during the six months ended June 30, 2024 and prior to the Crypto Sale have been classified as discontinued operations.

 

General and administrative expenses. For the three months ended June 30, 2024, general and administrative expenses increased $5.7 million compared to the three months ended June 30, 2023. The increase was primarily driven by incremental employee and benefit expenses of $2.6 million, stock–based compensation of $1.5 million, investor relations costs of $1.2 million, legal and accounting costs of $0.3 million, and other professional services of $0.1 million.

 

For the six months ended June 30, 2024, general and administrative expenses increased $13.2 million compared to the six months ended June 30, 2023. This increase was driven by incremental employee and benefit expenses of $4.9 million, stock–based compensation of $3.6 million, investor relations costs of $2.9 million, legal and accounting costs of $0.8 million, and other professional services of $0.5 million.

 

 

Exploration expenses. For the three and six months ended June 30, 2024, exploration expense increased $0.1 million and $0.5 million, respectively, compared to the three and six months ended June 30, 2023. These increases were driven by delay rental costs incurred on oil and gas leases during the three and six months ended June 30, 2024, which were not incurred during the same periods of 2023.

 

Other income and expenses

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
Interest income		$	55,139			$	43,037			$	107,240			$	43,037
Interest expense			—				(43,719	)			—				(43,719	)
Loss on adjustment to fair value – AR Debentures			—				(741,000	)			—				(741,000	)
Loss on adjustment to fair value – Obligation Shares			—				(706,185	)			—				(706,185	)
Total other income (expense)		$	55,139			$	(1,447,867	)		$	107,240			$	(1,447,867	)

 

Interest income. For the three and six months ended June 30, 2024, interest income increased $12,102 and $64,203, respectively, compared to the three and six months ended June 30, 2023. These increases were largely due to higher average cash balances in the current periods.

 

Interest expense. For the three and six months ended June 30, 2023, interest expense reflected our accrued interest on the AR Debentures and SBA Loan, both connected with the Merger, and certain financing costs incurred in the periods. We did not have any debt outstanding during the three and six months ended June 30, 2024 and therefore did not incur any interest expense during the current periods.

 

Loss on adjustment to fair value – AR Debentures. For the three and six months ended June 30, 2023, the loss on the adjustment to fair value – AR Debentures of $741,000 reflected the change in fair value of the AR Debentures since the Merger until June 30, 2023. The AR Debentures were converted into common stock in October 2023; therefore, we did not record a loss on the adjustment to fair value for the AR Debentures during the three and six months ended June 30, 2024.

 

Loss on adjustment to fair value – Obligation Shares. For the three and six months ended June 30, 2023, the loss on the adjustment to fair value for the obligation shares of $706,185 reflected the change in fair value of the Obligation Shares liability since the Merger until June 30, 2023. The underlying shares were fully issued on September 7, 2023; therefore, we did not record a loss on the adjustment to fair value for the obligation during the three and six months ended June 30, 2024.

 

 

Discontinued operations

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
Cryptocurrency mining revenue		$	—			$	179,318			$	192,625			$	179,318
Cryptocurrency mining costs			—				(93,244	)			(55,063	)			(93,244	)
Depreciation and amortization			—				(132,851	)			(102,210	)			(132,851	)
Impairment of cryptocurrency mining equipment			—				(16,794,688	)			—				(16,794,688	)
Loss from sale of cryptocurrency mining equipment			—				—				(1,080,097	)			—
Loss from discontinued operations before income taxes			—				(16,841,465	)			(1,044,745	)			(16,841,465	)
Provision for income taxes			—				—				—				—
Net loss from discontinued operations		$	—			$	(16,841,465	)		$	(1,044,745	)		$	(16,841,465	)

 

During the three months ended June 30, 2024, we did not have any cryptocurrency mining revenue or related expenses, as a result of the Crypto Sale completed in January 2024, and therefore we did not have a net loss from discontinued operations. For the three months ended June 30, 2023, the net loss from discontinued operations reflects the cryptocurrency mining revenue and related expenses for the period as well as $16.8 million of impairment of cryptocurrency mining equipment, recorded to write off the excess of the allocated purchase price to the cryptocurrency assets which were over the fair value of the acquired net assets and to subsequently write off shipping and customs fees incurred on miners after the Merger.

 

For the six months ended June 30, 2024, the net loss from discontinued operations decreased $15.8 million compared to the six months ended June 30, 2023. As discussed above, we completed the Crypto Sale in January 2024, therefore, we did not have any cryptocurrency mining revenue or related expenses during the majority of the six months ended June 30, 2024. However, we did recognize a $1.0 million loss on the sale of cryptocurrency mining equipment. Additionally, during the six months ended June 30, 2023, we recognized $16.8 million of impairment of cryptocurrency mining equipment to write off the excess of the allocated purchase price to the cryptocurrency assets which were over the fair value of the acquired net assets and to subsequently write off shipping and customs fees incurred on miners after the Merger.

 

Liquidity and Capital Resources

 

Overview

 

Our E&P activities will require us to make significant operating and capital expenditures. In 2023, our primary sources of liquidity were the Series D PIPE and the Series E PIPE, which funded the purchase of the Initial Genesis Assets and working capital, as well as proceeds from the exercise of warrants, which funded, among other things, working capital and the deposit for the NRO Acquisition in 2024. Since we sold our only revenue–generating assets in January 2024 and do not yet have any operating E&P assets, we will require additional capital to fund our development program and operations. Our primary uses of cash have been for the acquisition and development of oil and natural gas properties and payments of general, administrative and operating costs.

 

In addition, in order to close the NRO Acquisition, we will need to raise approximately $74.0 million in cash, subject to customary purchase price adjustments. We do not currently have sufficient cash or committed capital to close the NRO Acquisition. While we are seeking to raise the necessary capital through an equity offering, there is no assurance that we will be successful in raising sufficient funds from the proposed offering or through other sources. If we are unable to raise sufficient funds to close the NRO Acquisition, or if we are unable to close the acquisition for other reasons, we will need to seek other sources of capital to fund our development activity and operations until our other E&P assets are generating revenues. Under certain circumstances, if we are unable to close the NRO Acquisition, we would lose the Deposit. If we are unable to close the NRO Acquisition by August 15, 2024, or to extend the outside date, NRO could terminate the NRO Agreement.

 

Our 2024 development program is dependent upon the closing of the NRO Acquisition and the related financing. If we are able to close the NRO Acquisition, we anticipate funding these capital costs through the remaining net proceeds from an equity offering after funding the NRO Acquisition and revenues from the operating wells acquired in the NRO Acquisition. As a supplement to these sources of capital, we expect to receive additional proceeds from warrant exercises, and anticipate that we may access public and private equity markets to accelerate drilling activities, fund development program changes, or other changes to our forecast and capital needs. The availability of such additional capital is subject to numerous factors outside of our control including prices of oil and natural gas and the overall health of the U.S. and global economic environments. There can be no assurance that we will be able to obtain such additional capital. The amount and allocation of future capital expenditures will depend upon a number of factors, including the amount and timing of cash flows from operations, investing and financing activities, and the timing and cost of additional capital sources.

 

We currently plan to be the operator of all of our acreage. As a result, we anticipate that the timing and level of our capital spending will largely be discretionary and within our control. We could choose to defer a portion of our planned capital expenditures depending on a variety of factors, including, but not limited to, the receipt and timing of required regulatory permits and approvals, seasonal conditions, drilling and acquisition costs, the level of participation by other working interest owners, the success of our drilling activities, prevailing and anticipated prices for oil, natural gas and NGLs, the availability of necessary equipment, infrastructure and capital.

 

 

We expect to continue funding our business and strategic plans with cash on hand and proceeds from exercises of warrants, if any. Currently, we have no debt outstanding. However, we expect to enter into a revolving credit facility, primarily to support our future hedging program, but we may also utilize it from time to time to fund short–term working capital fluctuations and other needs. We may also issue debt securities or enter into short-term debt facilities from time to time to fund our operations or to fund acquisitions, including the NRO Acquisition.

 

Working Capital

 

We define working capital as current assets less current liabilities. As of June 30, 2024, we had a working capital deficit of $7.9 million and as of December 31, 2023, we had working capital of $8.1 million. Our current working capital deficit is expected to increase in the future as we continue to incur expenses in connection with our business until we recognize revenue from our E&P business and/or we raise additional capital through the exercise of existing warrants or through public and/or private markets. As of June 30, 2024 and December 31, 2023, cash and cash equivalents totaled $2.2 million and $13.0 million, respectively.

 

Cash Flows from Operating, Investing, and Financing Activities

 

The following table summarizes our cash flows for the periods indicated:

 

		Six Months Ended June 30,
		2024				2023
Net cash used in operating activities		$	(8,447,686	)		$	(5,060,375	)
Net cash used in investing activities			(11,841,179	)			(3,435,189	)
Net cash provided by financing activities			9,478,393				16,967,202
Net (decrease) increase in cash and cash equivalents			(10,810,472	)			8,471,638
Cash and cash equivalents, beginning of period			13,036,950				79,845
Cash and cash equivalents, end of period		$	2,226,478			$	8,551,483

 

Operating activities. Net cash used in operating activities totaled $8.4 million and $5.1 million during the six months ended June 30, 2024 and 2023, respectively. The $3.4 million change in our net cash used in operating activities is largely due to increased operating costs during the current period, including $9.7 million of incremental general and administrative expenses and a $0.5 million increase in exploration expenses, partially offset by a $6.4 million decrease in working capital.

 

Investing activities. Net cash used in investing activities totaled $11.8 million and $3.3 million during the six months ended June 30, 2024 and 2023, respectively. The $8.2 million increase in our net cash used in investing activities was largely driven by the $9.0 million deposit made in connection with the NRO Acquisition and $3.5 million increase in capital investments in oil and natural gas properties during the six months ended June 30, 2024. These increases were partially offset with $1.0 million cash proceeds and $0.2 million note receivable from the Crypto Sale in January 2024, which is reflected as discontinued operations, and $3.0 million spent on the acquisition of unproved oil and natural gas properties from Exok during the six months ended June 30, 2023.

 

Financing activities. Net cash provided by financing activities totaled $9.5 million for the six months ended June 30, 2024, fully driven by proceeds from the exercise of Series D B warrants, compared to $17.0 million of net cash provided by financing activities for the six months ended June 30, 2023, which was comprised of proceeds from the issuance of the Series D PIPE of $17.4 million, partially offset by the related financing costs of $0.4 million.

 

Liquidity Analysis

 

For the six months ended June 30, 2024, we had a net loss of $17.6 million. We cannot predict if or when we will be profitable, and we may continue to incur losses for an indeterminate period of time. Additionally, we may be unable to achieve or sustain profitability on a quarterly or annual basis and extended periods of losses and negative cash flow may prevent us from successfully operating and expanding our business. As of June 30, 2024, we had cash and cash equivalents of $2.2 million, a working capital deficit of $7.9 million, and an accumulated deficit of $96.4 million.

 

We expect that our cash balance will decline until we are able to obtain financing through public or private capital markets and/or upon the exercise of common stock warrants. As of June 30, 2024, we have common stock warrants with exercise prices of $6.00 per share of common stock which expire in August 2024 (refer to Note 13 – Common Stock Options and Warrants). Based on recent and current prices of our common stock, we expect these warrants to be exercised, which would represent cash proceeds of $24.0 million. However, there is no assurance that such common stock warrants will be exercised. During the six months ended June 30, 2024, we received $9.5 million of cash proceeds from warrant exercises.

 

The assessment of liquidity requires management to make estimates of future activity and judgments about whether we can meet our obligations and have adequate liquidity to operate. Significant assumptions used in our forecasted model of liquidity in the next 12 months include our current cash position and our ability to manage spending. Based on an assessment of these factors, management believes that we will have adequate liquidity for our operations for at least the next 12 months.

 

Critical Accounting Policies and Estimates

 

The discussion and analysis of our financial condition and results of operations is based upon the accompanying condensed consolidated financial statements. These financial statements have been prepared in conformity with GAAP, which requires management to make estimates and assumptions that affect the amounts reports for assets, liabilities, revenues, and expenses and the disclosure of contingent assets and liabilities. Management believes its estimates and assumptions to be reasonable under these circumstances. Certain estimates and assumptions are inherently unpredictable and actual results could differ from those estimates. We have provided a full discussion of our significant accounting policies, estimates, and judgments in Note 2 – Summary of Significant Accounting Policies in our 2023 Annual Report on Form 10–K/A for the fiscal year ended December 31, 2023. We have not changed any of our significant accounting policies, estimates, or judgements during the six months ended June 30, 2024, however, we did apply the discontinued operations guidance to account for the Crypto Sale in January 2024. Refer to Note 3 – Discontinued Operations for a full discussion of the discontinued operations and the subsequent accounting.

 

Off–Balance Sheet Arrangements

 

We do not have any off–balance sheet arrangements.

 

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

Not required.

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

 

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10–Q. For purposes of this section, the term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

 

Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of June 30, 2024 our disclosure controls and procedures were effective at a reasonable assurance level.

 

Inherent Limitations on the Effectiveness of Controls

 

Management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control systems are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in a cost–effective control system, no evaluation of internal control over financial reporting can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, have been or will be detected.

 

These inherent limitations include the realities that judgments in decision–making can be faulty and that breakdowns can occur because of a simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.

 

Changes in Internal Control Over Financial Reporting

 

There were no changes in our internal control over financial reporting during the three months ended June 30, 2024 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

 

PART II — OTHER INFORMATION

 

Item 1. Legal Proceedings

 

The Company is not involved in any material legal proceedings or other proceedings described in Item 303 of Regulation S-K promulgated under the Securities Act.

 

Item 1A. Risk Factors

 

In addition to the other information set forth in this Quarterly Report on Form 10–Q, we refer you to Item 1A. “Risk Factors” of our Annual Report on Form 10–K/A for the fiscal year ended December 31, 2023. As of the date of this Quarterly Report on Form 10–Q, there have been no material changes in the risk factors disclosed in our filings listed above.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

There were no unregistered sales of the Company’s equity securities during the quarter ended June 30, 2024, that were not otherwise disclosed in a Current Report on Form 8–K.

 

Item 3. Defaults Upon Senior Securities

 

None.

 

Item 4. Mine Safety Disclosures

 

Not applicable.

 

Item 5. Other Information

 

During the six months ended June 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5–1 trading arrangement” or “non–Rule 10b5–1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S–K.

 

 

Item 6. Exhibits

 

EXHIBIT INDEX

 

Exhibit No.		Description
2.1+		Amended and Restated Agreement and Plan of Merger, dated as of May 3, 2023, by and among Creek Road Miners, Inc., Creek Road Merger Sub, LLC and Prairie Operating Co., LLC (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8–K, filed with the SEC on May 4, 2023).
2.2+		Asset Purchase Agreement, dated as of January 11, 2024, by and among Nickel Road Development LLC, Nickel Road Operating LLC, Prairie Operating Co., and Prairie Operating Co., LLC (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8–K, filed with the SEC on January 12, 2024).
2.3+		Asset Purchase Agreement, dated as of January 23, 2024, by and among Prairie Operating Co. and Matthew Austin Lerman (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8–K, filed with the SEC on January 24, 2024).
3.1		Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8–K, filed with the SEC on October 13, 2023).
3.2		Amended and Restated Bylaws of Prairie Operating Co. (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8–K, filed with the SEC on May 9, 2023).
3.3		Certificate of Designation of Preferences, Rights and Limitations of Series D Convertible Preferred Stock (incorporated by reference to Exhibit 3.3 of the Company’s Current Report on Form 8–K, filed with the SEC on May 9, 2023).
3.4		Certificate of Designation of Preferences, Rights and Limitations of Series E Convertible Preferred Stock (incorporated by reference to Exhibit 3.1 of the amendment to the Company’s Current Report on Form 8–K, filed with the SEC on August 18, 2023).
4.1		Form of Series D PIPE Warrant (incorporated by reference to Exhibit C of Exhibit 10.2 of the Company’s Current Report on Form 8–K, filed with the SEC on May 4, 2023).
4.2		Form of Exok Warrant (incorporated by reference to Exhibit 4.1 of the amendment to the Company’s Current Report on Form 8–K, filed with the SEC on August 18, 2023).
4.3		Form of Series E A Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.2 of the amendment to the Company’s Current Report on Form 8–K, filed with the SEC on August 18, 2023).
4.4		Form of Series E B Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.3 of the amendment to the Company’s Current Report on Form 8–K, filed with the SEC on August 18, 2023).
4.5		Amendment and Waiver of Exercise Limitations Letter Agreement, dated as of November 13, 2023, by and between the Issuer and Narrogal Nominees Pty Ltd ATF Gregory K O’Neill Family Trust (incorporated by reference to Exhibit 4.6 of the Company’s Annual Report on Form 10–K/A, filed with the SEC on March 20, 2024).
10.1†		2024 Amended & Restated Prairie Operating Co. Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the SEC on June 10, 2024).
10.2†		Form of Performance Unit Agreement (2024).
31.1*		Certification by the Principal Executive Officer of Registrant pursuant to Section 302 of the Sarbanes–Oxley Act of 2002 (Rule 13a–14(a) or Rule 15d–14(a)).
31.2*		Certification by the Principal Financial Officer of Registrant pursuant to Section 302 of the Sarbanes–Oxley Act of 2002 (Rule 13a–14(a) or Rule 15d–14(a)).
32.1**		Certification by the Principal Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002.
32.2**		Certification by the Principal Financial Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes–Oxley Act of 2002.
101.INS*		Inline XBRL Instance Document
101.SCH*†		Inline XBRL Taxonomy Extension Schema
101.CAL*†		Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF*†		Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB*†		Inline XBRL Taxonomy Extension Label Linkbase
101.PRE*†		Inline XBRL Taxonomy Extension Presentation Linkbase
104.0		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

*	Filed herewith
**	Furnished herewith
†	Management contracts or compensatory plans or arrangements
+	Certain exhibits and schedules to this Exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S–K. The Company agrees to furnish supplementally a copy of any omitted exhibit or schedule to the SEC upon its request.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

	PRAIRIE OPERATING CO.
	By:	/s/ Edward Kovalik
		Edward Kovalik
Date: August 9, 2024		Chief Executive Officer
		(Principal Executive Officer)
	By:	/s/ Craig Owen
		Craig Owen
Date: August 9, 2024		Chief Financial Officer
		(Principal Financial and Accounting Officer)

 

 

 

Exhibit 10.2

 

PERFORMANCE UNIT AWARD AGREEMENT

 

2024 Amended & restated

PRAIRIE OPERATING CO.

LONG-TERM INCENTIVE PLAN

 

THIS PERFORMANCE UNIT AWARD AGREEMENT (this “Agreement”) evidences an award made as of [●] (the “Date of Grant”), by Prairie Operating Co., a Delaware corporation (“Company”), to [·] (“Employee”).

 

1. Award. Company hereby grants Employee an award (this “Award”) of an aggregate of [·] performance units (each, a “Performance Unit”) in respect of the performance period beginning [●] and ending [●] (the “Performance Period”). This Award is subject to Employee’s acceptance of and agreement to all the applicable terms, conditions and restrictions described in this Agreement and the 2024 Amended & Restated Prairie Operating Co. Long-Term Incentive Plan (as it may be amended from time to time, the “Plan”). A copy of the Plan is available upon request. Except as provided below, to the extent that any provision of this Agreement conflicts with the terms of the Plan, Employee acknowledges and agrees that the terms of the Plan shall control and, if necessary, the applicable provisions of this Agreement shall be deemed amended so as to carry out the purpose and intent of the Plan. The Performance Units contemplated herein are described in the Plan as Restricted Stock Units subject to restrictions that lapse based on the achievement of performance goals pursuant to Section 6(a) of the Plan.

 

2. Definitions. Capitalized terms used in this Agreement that are not defined below or in the body of this Agreement shall have the meanings given to them in the Plan. In addition to the terms defined in the body of this Agreement, the following capitalized words and terms shall have the meanings indicated below:

 

(a) “Cause” means “Cause” as defined in the employment agreement between Employee and Company or one of its Affiliates, or if “Cause” is not defined in such employment agreement or in the absence of such employment agreement, “Cause” means the occurrence of any of the following events, as reasonably determined by the Committee or its delegate: (i) Employee’s willful or continued failure to perform his or her duties; (ii) Employee’s willful failure to comply with any valid and legal directive of the Board, the President or the CEO; (iii) Employee’s willful engagement in dishonesty, illegal conduct, or gross misconduct, which is, in each case, injurious to the Company or any of its Affiliates; (iv) Employee’s embezzlement, misappropriation of funds, or fraud with respect to the Company or any of its Affiliates; (v) Employee’s conviction of. or plea of guilty or nolo contendere to, a crime that constitutes a felony (or state law equivalent) or a crime that constitutes a misdemeanor involving moral turpitude; (vi) Employee’s material violation of the Company’s written policies or code of conduct; or (vii) Employee’s material breach of any obligation under this Agreement or any other written agreement between Employee and the Company or its Affiliates.

 

(b) “Change in Control Period” means the 24-month period beginning on the date on which occurs a Change in Control.

 

 

(c) “Disability” means “Disability” as defined in the employment agreement between Employee and Company, or if “Disability” is not defined in such employment agreement or in the absence of such employment agreement, “Disability” means Employee’s inability to engage in any substantial gainful activity necessary to perform his or her duties hereunder by reason of any medically determinable physical or mental impairment which can be expected to result in death or which has lasted, or can be expected to last, for a continuous period of not less than twelve (12) months. Employee agrees to submit to such medical examinations as may be necessary to determine whether a Disability exists, pursuant to such reasonable requests as may be made by the Company from time to time. Any determination as to the existence of a Disability will be made by a physician selected by the Company.

 

(d) “Good Reason” means “Good Reason” as defined in the employment agreement between Employee and Company or one of its Affiliates, or if “Good Reason” is not defined in such employment agreement or in the absence of such employment agreement, “Good Reason” means any of the following, but only if occurring without Employee’s written consent: (i) a material diminution in Employee’s base salary or target bonus opportunity (other than a general reduction that in salary or target bonus opportunity, as applicable, that affects all similarly situated employees in substantially the same proportions); (ii) a material diminution in Employee’s authority, duties, or responsibilities (other than temporarily, while Employee is physically or mentally incapacitated or as required by applicable law); or (iii) the relocation of Employee’s principal office to an area more than fifty (50) miles from its location immediately prior to such relocation; provided, however, that Good Reason shall not occur unless (x) Employee has provided written notice to the Company of the existence of the circumstances providing grounds for Good Reason within forty-five (45) days of the initial existence of such grounds, (y) the Company or applicable Affiliate has had at least thirty (30) days from the date on which such notice is provided to cure such circumstances, and (z) Employee terminates employment for Good Reason within 90 days after the first occurrence of the applicable grounds.

 

(e) “Involuntary Termination” means a termination of Employee’s employment by the Company and its Affiliates without Cause, or Employee’s voluntary termination of employment with the Company and each of its Affiliates for Good Reason.

 

3. Overview of Performance Units.

 

(a) Performance Units Generally. Each Performance Unit represents an unfunded, unsecured right to receive one share of common stock, par value $0.01, of the Company (“Stock”), subject to the terms and conditions of this Agreement; provided, that, based on the relative achievement against each Performance Objective (as defined below), the number of shares of Stock that may be deliverable hereunder in respect of the Performance Units may range from [●]% to [●]% of the number of Performance Units stated in Section 1 of this Agreement (the number of Performance Units stated in Section 1 of this Agreement, the “Initial Performance Units”). Employee’s right to receive Stock in respect of Performance Units is generally contingent, in whole or in part, upon (i) the achievement of the performance objective outlined in Section 4 below (the “Performance Objective”) and (ii) except as provided in Section 6, Employee’s continued employment with the Company or one of its Affiliates through the end of the Performance Period.

 

 

(b) Dividend Equivalents. With respect to each outstanding Performance Unit, the Company shall credit a book entry account with an amount equal to the amount of any ordinary cash dividend declared and paid on one share of Stock. The amount credited to such book entry account shall be payable to Employee at the same time or times, and subject to the same terms and conditions as are applicable to, Employee’s Performance Units; provided, that, if more than the Initial Performance Units shall become payable in accordance with this Agreement, the maximum amount payable in respect of such dividend equivalents shall be the amount credited to Employee’s book entry account. Dividends and distributions payable on Stock other than in cash will be addressed in accordance with Section 10 hereof.

 

4. Performance Objective. The Performance Objective with respect to the Initial Performance Units is based on [●] and shall be determined in accordance with the applicable table as set forth in Appendix A hereto.

 

5. Conversion of Performance Units; Delivery of Performance Units. Unless an earlier date applies pursuant to Section 6, payment in respect of Earned Performance Units shall be made not later than March 1^st of the year following the year in which the Performance Period ends. Unless otherwise determined by the Committee, all payments in respect of Earned Performance Units shall be made in shares of Stock. Any shares of Stock issued pursuant to this Agreement in settlement of Earned Performance Units shall be in book entry form with the Company’s transfer agent, registered in the name of Employee or his or her beneficiary, as the case may be. Any fractional Earned Performance Units shall be rounded up to the nearest whole share of Stock.

 

6. Termination of Employment; Change of Control.

 

(a) Death or Disability. If Employee’s employment with the Company and its Affiliates terminates during the Performance Period due to Employee’s death or Disability, [●].

 

(b) Normal Retirement. If Employee’s employment with the Company and its Affiliates terminates during the Performance Period due to Employee’s retirement at or after having attained age 65, [●].

 

(c) Involuntary Termination Outside of Change in Control Period. If Employee incurs an Involuntary Termination during the Performance Period but outside of a Change in Control Period, [●].

 

(d) Involuntary Termination During Change of Control Period. If Employee incurs an Involuntary Termination during the Performance Period and within a Change in Control Period, [●].

 

 

(e) Other Termination of Employment. Unless otherwise determined by the Committee at or after grant, if Employee’s employment with the Company and its Affiliates terminates before the end of the Performance Period for any reason other than those listed in Section 6(a), 6(b), 6(c) or 6(d), [●].

 

(f) Change in Control. Upon a Change in Control, [●].

 

7. Nontransferability of Awards. The Performance Units granted hereunder may not be sold, transferred, pledged, assigned, encumbered, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution. Following Employee’s death, any shares of Stock issuable to Employee in respect of his or her Earned Performance Units will be issued to Employee’s beneficiary, at the time specified in Section 5 or, if applicable, Section 6, in accordance with, and subject to, the terms and conditions hereof and of the Plan.

 

8. Beneficiary Designation. Employee may from time to time name any beneficiary or beneficiaries (who may be named contingently or successively) to receive any shares of Stock issuable or cash payable hereunder in respect of Employee’s Earned Performance Units following Employee’s death at the time specified in Section 5 or, if applicable, Section 6. Each designation will revoke all prior designations, shall be in a form prescribed by the Committee, and will be effective only when filed in writing with the Committee during Employee’s lifetime. In the absence of any such effective designation, shares of Stock issuable under this Agreement in connection with Employee’s death shall be issued to Employee’s surviving spouse, if any, or otherwise to Employee’s estate.

 

9. Adjustments in Respect of Performance Units. In the event of any Stock dividend or Stock split, recapitalization (including, but not limited to, the payment of an extraordinary dividend), merger, consolidation, combination, spin-off, distribution of assets to stockholders (other than cash dividends), exchange of shares, or other similar corporate change with regard to the Company or any Peer Company, appropriate adjustments shall be made by the Committee to the Initial Value of the corresponding stock, and, if any such event occurs with respect to the Company, in the aggregate number of Performance Units subject to this Agreement. The Committee’s determination with respect to any such adjustment shall be conclusive.

 

10. Effect of Settlement. Upon conversion into shares of Stock pursuant to Section 5, all of Employee’s Performance Units subject to the Award shall be cancelled and terminated. If and to the extent that Employee is still employed at the end of the Performance Period, and none of Employee’s Performance Units shall have become earned in accordance with the terms of this Agreement, all such Performance Units subject to the Award shall be cancelled and terminated.

 

11. Recoupment. Notwithstanding any other provision herein, to the extent required by (a) applicable law, including, without limitation, the requirements of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, any Securities and Exchange Commission rule or any applicable securities exchange listing standards and/or (b) any policy that may be adopted or amended by the Board from time to time, all shares of Stock issued hereunder shall be subject to forfeiture, repurchase, recoupment and/or cancellation to the extent necessary to comply with such law(s) and/or policy.

 

 

12. Furnish Information. Employee agrees to furnish to the Company all information requested by the Company to enable it to comply with any reporting or other requirements imposed upon the Company by or under any applicable statute or regulation.

 

13. No Right to Continued Employment, Service or Awards. Nothing contained in this Agreement shall confer upon Employee the right to continue in the employ of the Company or any Affiliate of the Company, or interfere in any way with the rights of the Company or any Affiliate of the Company to terminate Employee’s employment at any time. The grant of the Performance Units is a one-time benefit and does not create any contractual or other right to receive a grant of Awards or benefits in lieu of Awards in the future. Any future Awards will be granted at the sole discretion of the Company.

 

14. No Liability for Good Faith Determinations. Neither the Company nor the members of the Committee and the Committee shall be liable for any act, omission, or determination taken or made in good faith with respect to this Agreement or the Performance Units granted hereunder.

 

15. No Guarantee of Interests. The Committee and the Company do not guarantee the Stock from loss or depreciation.

 

16. Company Records. Records of the Company or its Affiliates regarding Employee’s period of employment, termination of employment and the reason therefor, leaves of absence, re-employment, and other matters shall be conclusive for all purposes hereunder, unless determined by the Committee to be incorrect.

 

17. Severability. If any provision of this Agreement is held to be illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining provisions hereof, but such provision shall be fully severable and this Agreement shall be construed and enforced as if the illegal or invalid provision had never been included herein.

 

18. Notices. Whenever any notice is required or permitted hereunder, such notice must be in writing and personally delivered or sent by mail. Any such notice required or permitted to be delivered hereunder shall be deemed to be delivered on the date on which it is personally delivered, or, whether actually received or not, on the third Business Day after it is deposited in the United States mail, certified or registered, postage prepaid, addressed to the person who is to receive it at the address which such person has theretofore specified by written notice delivered in accordance herewith. Company or Employee may change, at any time and from time to time, by written notice to the other, the address which it or he had previously specified for receiving notices.

 

 

Company and Employee agree that any notices shall be given to the Company or to Employee at the following addresses:

 

	Company:		Prairie Operating Co.
			Attn: General Counsel
			602 Sawyer Street
			Suite 710
			Houston, Texas 77007
	Employee:		At Employee’s current address as shown in Company’s records.

 

19. Waiver of Notice. Any person entitled to notice hereunder may waive such notice in writing.

 

20. Successor. This Agreement shall be binding upon Employee, Employee’s legal representatives, heirs, legatees, and distributees, and upon Company, its successors, and assigns.

 

21. Headings. The titles and headings of Sections are included for convenience of reference only and are not to be considered in construction of the provisions hereof.

 

22. Governing Law. All questions arising with respect to the provisions of this Agreement shall be determined by application of the laws of the State of Delaware except to the extent Delaware law is preempted by federal law. The obligation of the Company to sell and deliver Stock hereunder is subject to applicable laws and to the approval of any governmental authority required in connection with the authorization, issuance, sale, or delivery of such Stock.

 

23. Execution of Receipts and Releases. Any payment of cash or any issuance or transfer of shares of Stock or other property to Employee, or to Employee’s legal representative, heir, legatee, or distributee, in accordance with the provisions hereof, shall, to the extent thereof, be in full satisfaction of all claims of such persons hereunder. Company may require Employee or Employee’s legal representative, heir, legatee, or distributee, as a condition precedent to such payment or issuance, to execute a release and receipt therefor in such form as it shall determine.

 

24. Amendment. This Agreement may be amended at any time unilaterally by the Company provided that such amendment is consistent with all applicable laws and does not reduce any rights or benefits Employee has accrued pursuant to this Agreement. This Agreement may also be amended at any time unilaterally by the Company to the extent the Company believes in good faith that such amendment is necessary or advisable to bring this Agreement into compliance with any applicable laws, including Section 409A of the Code.

 

25. The Plan. This Agreement is subject to all the terms, conditions, limitations and restrictions contained in the Plan.

 

26. Construction. It is intended that the terms of the Award will not result in the imposition of any tax liability pursuant to Section 409A of the Code. This Agreement shall be construed and interpreted consistent with that intent.

 

27. Agreement Respecting Securities Act of 1933. Employee represents and agrees that Employee will not sell the Stock that may be issued to Employee pursuant to Employee’s Performance Units except pursuant to an effective registration statement under the Securities Act of 1933 (the “1933 Act”) or pursuant to an exemption from registration under the 1933 Act (including Rule 144 promulgated under the 1933 Act).

 

 

28. No Stockholder Rights. The Performance Units granted pursuant to this Agreement do not and shall not entitle Employee to any rights as a stockholder of the Company until such time as Employee receives shares of Stock pursuant to this Agreement. Employee’s rights with respect to the Performance Units shall remain forfeitable at all times prior to the date on which Employee’s rights become earned in accordance with this Agreement.

 

29. Imposition of Other Requirements. The Company reserves the right to impose other requirements on Employee’s participation in the Plan, on the Performance Units, and on any shares of Stock acquired under the Plan, to the extent the Company determines it is necessary or advisable in order to comply with local law or facilitate the administration of the Plan, and to require Employee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

 

30. Electronic Delivery and Acknowledgement. By Employee’s acceptance of this award, Employee is acknowledging that he or she has received and read, understands, and accepts all the terms, conditions, and restrictions of this Agreement and the Plan. Company may, in its sole discretion, deliver any documents related to this award and this Agreement, or other awards that have been or may be awarded under the Plan, by electronic means, including prospectuses, proxy materials, annual reports, and other related documents, and the Company may, in its sole discretion, engage a third party to effect the delivery of these documents on its behalf and provide other administrative services related to this award and the Plan. By Employee’s acceptance of the Award represented by this Agreement, Employee consents to receive such documents by electronic delivery and to the engagement of any such third party.

 

31. Tax Withholding. To the extent that the receipt, vesting, or settlement of this Award results in compensation income or wages to Employee for federal, state, local, and/or foreign tax purposes, Employee shall make arrangements satisfactory to the Company for the satisfaction of obligations for the payment of withholding taxes and other tax obligations relating to this Award, which arrangements include the delivery of cash or cash equivalents, Stock (including previously owned Stock, net settlement, net early settlement, a broker-assisted sale, or other cashless withholding or reduction of the amount of shares otherwise issuable or delivered pursuant to this Award), other property, or any other legal consideration the Committee deems appropriate. If such tax obligations are satisfied through net settlement, net early settlement or the surrender of previously owned Stock, the maximum number of shares of Stock that may be so withheld (or surrendered) shall be the number of shares of Stock that have an aggregate Fair Market Value on the date of withholding or surrender equal to the aggregate amount of such tax liabilities determined based on the greatest withholding rates for federal, state, local and/or foreign tax purposes, including payroll taxes, that may be utilized without creating adverse accounting treatment for the Company with respect to this Award, as determined by the Committee. Employee acknowledges that there may be adverse tax consequences upon the receipt, vesting, or settlement of this Award or disposition of the underlying shares and that Employee has been advised, and hereby is advised, to consult a tax advisor. Employee represents that they are in no manner relying on the Board, the Committee, the Company or any of its Affiliates or any of their respective managers, directors, officers, employees, or authorized representatives (including, without limitation, attorneys, accountants, consultants, bankers, lenders, prospective lenders, and financial representatives) for tax advice or an assessment of such tax consequences.

 

[Signature page follows.]

 

 

IN WITNESS WHEREOF, Company has caused this Agreement to be duly executed by an officer thereunto duly authorized, and Employee has executed this Agreement, each effective as of the date first above written.

 

	Prairie Operating Co.:
	By:
	Name:
	Title:
	EMPLOYEE:
	[Name]

 

{Signature Page to Performance Unit Award Agreement}

 

 

Appendix A

 

Determination of Performance Units Earned

 

[●]

 

{Appendix A to Performance Unit Award Agreement}

 

 

 

Exhibit 31.1

 

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES–OXLEY ACT OF 2002

 

I, Edward Kovalik, certify that:

 

1. I have reviewed this quarterly report on Form 10–Q of Prairie Operating Co.;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:

 

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 9, 2024	By:	/s/ Edward Kovalik
		Edward Kovalik
		Principal Executive Officer

 

 

 

Exhibit 31.2

 

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE

SARBANES–OXLEY ACT OF 2002

 

I, Craig Owen, certify that:

 

1. I have reviewed this quarterly report on Form 10–Q of Prairie Operating Co.;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d–15(f)) for the registrant and have:

 

	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 9, 2024	By:	/s/ Craig Owen
		Craig Owen
		Principal Financial and Accounting Officer

 

 

 

EXHIBIT 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES–OXLEY ACT OF 2002

 

In connection with this Quarterly Report of Prairie Operating Co. (the “Company”), on Form 10–Q for the quarter ended June 30, 2024, as filed with the U.S. Securities and Exchange Commission on the date hereof, I, Edward Kovalik, Principal Executive Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes–Oxley Act of 2002, that:

 

	(1)	Such Quarterly Report on Form 10–Q for the quarter ended June 30, 2024, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
	(2)	The information contained in such Quarterly Report on Form 10–Q for the quarter ended June 30, 2024, fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date: August 9, 2024	By:	/s/ Edward Kovalik
		Edward Kovalik
		Principal Executive Officer

 

 

 

EXHIBIT 32.2

 

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF

THE SARBANES–OXLEY ACT OF 2002

 

In connection with this Quarterly Report of Prairie Operating Co. (the “Company”), on Form 10–Q for the period ended June 30, 2024, as filed with the U.S. Securities and Exchange Commission on the date hereof, I, Craig Owen, Principal Financial and Accounting Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes–Oxley Act of 2002, that:

 

	(1)	Such Quarterly Report on Form 10–Q for the period ended June 30, 2024, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
	(2)	The information contained in such Quarterly Report on Form 10–Q for the period ended June 30, 2024, fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

Date: August 9, 2024	By:	/s/ Craig Owen
		Craig Owen
		Principal Financial and Accounting Officer

 

 

v3.24.2.u1

Cover - $ / shares	6 Months Ended
	Jun. 30, 2024	Aug. 08, 2024
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2024
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	000-33383
Entity Registrant Name	Prairie Operating Co.
Entity Central Index Key	0001162896
Entity Tax Identification Number	98-0357690
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	55 Waugh Drive
Entity Address, Address Line Two	Suite 400
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77007
City Area Code	(713)
Local Phone Number	424–4247
Title of 12(b) Security	Common stock, $0.01 par value
Trading Symbol	PROP
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		12,564,861
Entity Listing, Par Value Per Share	$ 0.01

v3.24.2.u1

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 2,226,478	$ 13,036,950
Note receivable	503,500
Prepaid expenses and other current assets	249,145	171,486
Deferred financing costs	1,625,233
Current assets – discontinued operations		322,655
Total current assets	4,604,356	13,531,091
Property and equipment:
Oil and natural gas properties, successful efforts method of accounting including $33,370,317 and $28,705,404 excluded from amortization at June 30, 2024 and December 31, 2023, respectively	33,370,317	28,705,404
Less: Accumulated depreciation, depletion and amortization
Total property and equipment, net	33,370,317	28,705,404
Deposits on oil and natural gas property purchases	9,382,314
Operating lease assets	356,450	155,253
Note receivable – non–current	310,493
Deferred transaction costs	209,013	108,956
Non–current assets – discontinued operations		3,182,307
Total assets	48,232,943	45,683,011
Current liabilities:
Accounts payable and accrued expenses	12,338,555	5,374,494
Operating lease liabilities – current	167,842	41,890
Total current liabilities	12,506,397	5,416,384
Long–term liabilities:
Operating lease liabilities	175,509	93,816
Total long–term liabilities	175,509	93,816
Total liabilities	12,681,906	5,510,200
Commitments and contingencies (Note 10)
Stockholders’ equity:
Common stock; $0.01 par value; 500,000,000 shares authorized and 12,564,861 and 9,826,719 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively	125,649	98,267
Additional paid–in capital	131,829,643	118,927,814
Accumulated deficit	(96,404,620)	(78,853,677)
Total stockholders’ equity	35,551,037	40,172,811
Total liabilities and stockholders’ equity	48,232,943	45,683,011
Series D Preferred Stock [Member]
Stockholders’ equity:
Preferred stock value	165	206
Series E Preferred Stock [Member]
Stockholders’ equity:
Preferred stock value	$ 200	$ 200

v3.24.2.u1

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Impairment of oil and gas properties	$ 33,370,317	$ 28,705,404
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	12,564,861	9,826,719
Common stock, shares outstanding	12,564,861	9,826,719
Series D Preferred Stock [Member]
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	50,000	50,000
Preferred stock, shares issued	16,507	20,627
Preferred stock, shares outstanding	16,507	20,627
Series E Preferred Stock [Member]
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	50,000	50,000
Preferred stock, shares issued	20,000	20,000
Preferred stock, shares outstanding	20,000	20,000

v3.24.2.u1

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Income Statement [Abstract]
Revenue
Operating costs and expenses:
Operating expenses
General and administrative expenses	8,512,112	2,857,471	16,114,973	2,921,863
Exploration expenses	56,685		498,465
Total operating costs and expenses	8,568,797	2,857,471	16,613,438	2,921,863
Loss from operations	(8,568,797)	(2,857,471)	(16,613,438)	(2,921,863)
Other income (expense):
Interest income	55,139	43,037	107,240	43,037
Interest expense		(43,719)		(43,719)
Loss on adjustment to fair value – AR Debentures		(741,000)		(741,000)
Loss on adjustment to fair value – Obligation Shares		(706,185)		(706,185)
Total other income (expense)	55,139	(1,447,867)	107,240	(1,447,867)
Loss from operations before provision for income taxes	(8,513,658)	(4,305,338)	(16,506,198)	(4,369,730)
Provision for income taxes
Net loss from continuing operations	(8,513,658)	(4,305,338)	(16,506,198)	(4,369,730)
Loss from discontinued operations, net of taxes		(16,841,465)	(1,044,745)	(16,841,465)
Net loss from discontinued operations		(16,841,465)	(1,044,745)	(16,841,465)
Net loss	$ (8,513,658)	$ (21,146,803)	$ (17,550,943)	$ (21,211,195)
Loss per share from continuing operations, basic	$ (0.71)	$ (1.10)	$ (1.50)	$ (2.21)
Loss per share from continuing operations, diluted	(0.71)	(1.10)	(1.50)	(2.21)
Loss per share from discontinued operations, basic		(4.29)	(0.10)	(8.53)
Loss per share from discontinued operations, diluted		(4.29)	(0.10)	(8.53)
Loss per share, basic	(0.71)	(5.39)	(1.60)	(10.74)
Loss per share, diluted	$ (0.71)	$ (5.39)	$ (1.60)	$ (10.74)
Weighted average common shares outstanding, basic	12,000,568	3,925,299	11,002,778	1,973,493
Weighted average common shares outstanding, diluted	12,000,568	3,925,299	11,002,778	1,973,493

v3.24.2.u1

Condensed Consolidated Statements of Stockholders' Equity/Members' Deficit (Unaudited) - USD ($)	Member Deficit [Member]	Preferred Stock [Member] Series D Preferred Stock [Member]	Preferred Stock [Member] Series E Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2022	$ (381,520)
Balance, shares at Dec. 31, 2022
Net loss	(64,392)
Balance at Mar. 31, 2023	(445,912)
Balance, shares at Mar. 31, 2023
Balance at Dec. 31, 2022	(381,520)
Balance, shares at Dec. 31, 2022
Net loss							$ (21,211,195)
Issuance to holders of Convertible Debentures for settlement of Creek Road Miners liabilities, shares
Balance at Jun. 30, 2023		$ 218		$ 61,586	28,916,598	(20,986,010)	$ 7,992,392
Balance, shares at Jun. 30, 2023		21,799		6,158,657
Balance at Mar. 31, 2023	(445,912)
Balance, shares at Mar. 31, 2023
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	(160,793)
Conversion of membership interests	606,705			$ 22,977	(629,682)		(606,705)
Issuance of common stock to former stockholders of Creek Road Miners upon Merger				38,609	9,889,653		9,928,262
Issuance of Series D Preferred Stock		174			16,447,475		16,447,649
Issuance to holders of Convertible Debentures for settlement of Creek Road Miners liabilities		44			3,209,152		3,209,196
Balance at May. 03, 2023	(445,912)
Balance, shares at May. 03, 2023
Balance at Mar. 31, 2023	(445,912)
Balance, shares at Mar. 31, 2023
Net loss							(21,146,803)
Conversion of membership interests, shares				2,297,669
Issuance of common stock and warrants in conjunction with purchase of Exok Option assets, shares				3,860,989
Issuance of Series E preferred stock, warrants and common stock, shares		17,376
Issuance to holders of Convertible Debentures for settlement of Creek Road Miners liabilities, shares		4,423
Balance at Jun. 30, 2023		$ 218		$ 61,586	28,916,598	(20,986,010)	7,992,392
Balance, shares at Jun. 30, 2023		21,799		6,158,657
Balance at May. 03, 2023	(445,912)
Balance, shares at May. 03, 2023
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest						(20,986,010)	(20,986,010)
Balance at Jun. 30, 2023		$ 218		$ 61,586	28,916,598	(20,986,010)	7,992,392
Balance, shares at Jun. 30, 2023		21,799		6,158,657
Balance at Dec. 31, 2023		$ 206	$ 200	$ 98,267	118,927,814	(78,853,677)	40,172,811
Balance, shares at Dec. 31, 2023		20,627	20,000	9,826,719
Conversion of Series D Preferred Stock		$ (12)		$ 2,450	(2,438)
Conversion of Series D preferred stock, shares		(1,225)		245,000
Issuance of common stock upon warrant exercise				$ 7,437	4,454,222		4,461,659
Issuance of class A common stock upon warrant exercise, shares				743,610
Stock based compensation					2,066,682		2,066,682
Net loss						(9,037,284)	(9,037,284)
Balance at Mar. 31, 2024		$ 194	$ 200	$ 108,153	125,446,282	(87,890,961)	37,663,868
Balance, shares at Mar. 31, 2024		19,402	20,000	10,815,329
Balance at Dec. 31, 2023		$ 206	$ 200	$ 98,267	118,927,814	(78,853,677)	40,172,811
Balance, shares at Dec. 31, 2023		20,627	20,000	9,826,719
Net loss							$ (17,550,943)
Issuance to holders of Convertible Debentures for settlement of Creek Road Miners liabilities, shares
Balance at Jun. 30, 2024		$ 165	$ 200	$ 125,649	131,829,643	(96,404,620)	$ 35,551,037
Balance, shares at Jun. 30, 2024		16,507	20,000	12,564,861
Balance at Mar. 31, 2024		$ 194	$ 200	$ 108,153	125,446,282	(87,890,961)	37,663,868
Balance, shares at Mar. 31, 2024		19,402	20,000	10,815,329
Conversion of Series D Preferred Stock		$ (29)		$ 5,791	(5,762)
Conversion of Series D preferred stock, shares		(2,895)		579,090
Issuance of common stock upon warrant exercise				$ 8,361	5,008,373		5,016,734
Issuance of class A common stock upon warrant exercise, shares				836,130
Stock based compensation					1,384,093		1,384,093
Net loss						(8,513,658)	(8,513,658)
Issuance of common stock related to stock based compensation				$ 3,343	(3,343)
Issuance of Class A Common Stock related to stock based compensation, shares				334,312
Balance at Jun. 30, 2024		$ 165	$ 200	$ 125,649	$ 131,829,643	$ (96,404,620)	$ 35,551,037
Balance, shares at Jun. 30, 2024		16,507	20,000	12,564,861

v3.24.2.u1

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Cash flows from operating activities:
Net loss from continuing operations	$ (16,506,198)	$ (4,369,730)
Adjustment to reconcile net loss to net cash used in operating activities:
Stock based compensation	3,450,775
Loss on adjustment to fair value – AR Debentures		741,000
Loss on adjustment to fair value – Obligation Shares		706,185
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(77,659)	(404,103)
Accounts payable and accrued expenses	5,843,965	(1,837,050)
Accrued interest and expenses – related parties		17,249
Deferred financing costs	(1,625,233)
Other assets and liabilities	6,447
Net cash used in continuing operating activities	(8,907,903)	(5,146,449)
Net cash provided by discontinued operations	460,217	86,074
Net cash used in operating activities	(8,447,686)	(5,060,375)
Cash flows from investing activities:
Deposit on Nickel Road Asset Purchase	(9,000,000)
Deposit on other oil and natural gas properties purchase	(382,314)
Investments in oil and natural gas properties	(3,544,816)
Acquisition of unproved oil and natural gas properties		(3,000,000)
Cash received from sale of cryptocurrency miners	1,000,000
Note receivable related to sale of cryptocurrency miners	186,007
Deferred transaction costs related to Nickel Road Asset Purchase	(100,056)
Cash acquired in connection with the Merger		42,360
Transaction expenses related to the Merger		(308,452)
Net cash used in continuing investing activities	(11,841,179)	(3,266,092)
Net cash used in discontinued investing activities		(169,097)
Net cash used in investing activities	(11,841,179)	(3,435,189)
Cash flows from financing activities:
Proceeds from the exercise of Series D warrants	9,478,393
Proceeds from the issuance of Series D Preferred Stock and warrants		17,376,250
Financing costs associated with issuance of Series D Preferred Stock		(409,048)
Net cash provided by continuing financing activities	9,478,393	16,967,202
Net cash provided by discontinued financing activities
Net cash provided by financing activities	9,478,393	16,967,202
Net (decrease) increase in cash and cash equivalents	(10,810,472)	8,471,638
Cash and cash equivalents, beginning of period	13,036,950	79,845
Cash and cash equivalents, end of period	$ 2,226,478	$ 8,551,483

v3.24.2.u1

Pay vs Performance Disclosure - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ (8,513,658)	$ (9,037,284)	$ (21,146,803)		$ (17,550,943)	$ (21,211,195)

v3.24.2.u1

Insider Trading Arrangements	6 Months Ended
	Jun. 30, 2024
Insider Trading Arrangements [Line Items]
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

v3.24.2.u1

Organization, Description of Business, and Basis of Presentation	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Organization, Description of Business, and Basis of Presentation	Note 1 – Organization, Description of Business, and Basis of Presentation   Organization and Description of Business   Prairie Operating Co. (individually or together with its subsidiaries, the “Company”) is an independent energy company engaged in crude oil, natural gas and natural gas liquids (“NGLs”) development, exploration and production (“E&P”). The Company currently holds acreage in the Denver–Julesburg (“DJ”) Basin of Colorado that it intends to develop. In addition to growing production through its drilling operations, the Company also seeks to grow its business through accretive acquisitions, such as the acquisition of the Genesis Bolt–on Assets (as defined herein) in February 2024 and the entry into the NRO Agreement (as defined herein) in January 2024. Refer to Note 4 – Acquisitions and Merger for a full discussion of the acquisitions.   Previously, the Company focused on cryptocurrency mining until the sale of its cryptocurrency miners in January 2024. The Company’s cryptocurrency mining operations commenced on May 3, 2023 concurrent with the Merger (defined below). Prior to January 2024, all of the Company’s revenue was generated through its cryptocurrency mining activities from assets that were acquired in the Merger. Upon the closing of the Crypto Sale (as defined herein), the Company exited the cryptocurrency mining business. All results and activities from these assets and operations have been classified as discontinued operations in the Company’s condensed consolidated financial statements. Refer to Note 3 – Discontinued Operations for a full discussion of the discontinued operations.   Merger Agreement and Related Transactions   On May 3, 2023, the Company completed its merger with Prairie Operating Co., LLC, a Delaware limited liability company (“Prairie LLC”), pursuant to the terms of the Amended and Restated Agreement and Plan of Merger, dated as of May 3, 2023 (the “Merger Agreement,” and the closing thereunder, the “Closing”), by and among the Company, Creek Road Merger Sub, LLC (“Merger Sub”), and Prairie LLC, pursuant to which, among other things, Merger Sub merged with and into Prairie LLC, with Prairie LLC surviving and continuing to exist as a Delaware limited liability company and a wholly owned subsidiary of the Company (the “Merger”). Upon consummation of the Merger, the Company changed its name from “Creek Road Miners, Inc.” to “Prairie Operating Co.”   On October 16, 2023, the Company effected a reverse stock split at an exchange ratio of 1:28.5714286. Unless otherwise noted, all per share and share amounts presented herein have been retroactively adjusted for the effect of the reverse stock split for all periods presented.   Upon the Merger, membership interests in Prairie LLC were converted into the right to receive each member’s pro rata share of 2,297,668 shares of common stock of the Company. The Merger was accounted for as a reverse asset acquisition under existing accounting principles generally accepted in the United States (“GAAP”). For accounting purposes, Prairie LLC was treated as acquiring Merger Sub in the Merger. Refer to Note 4 – Acquisitions and Merger for a further discussion.   Accordingly, for accounting purposes, the financial statements of the Company represent a continuation of the financial statements of Prairie LLC with the acquisition being treated as the equivalent of Prairie LLC issuing stock for the net assets of the Company. At the date of the Merger, the assets and liabilities of the Company were recorded based upon relative fair values, with no goodwill or other intangible assets recorded.   Basis of Presentation and Consolidation   The accompanying condensed consolidated financial statements included in this Quarterly Report present the Company’s financial position, results of operations, and cash flows for the periods presented in accordance with GAAP and the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company owns 100% of Prairie LLC, which is considered a variable interest entity for which the Company is the primary beneficiary, as the Company is the sole managing member of Prairie LLC and has the power to direct the activities most significant to Prairie LLC’s economic performance, as well as the obligation to absorb losses and receive benefits that are potentially significant.   The condensed consolidated financial statements as of June 30, 2024 and for the three and six months ended June 30, 2024 and 2023 are unaudited. The condensed consolidated financial statements as of December 31, 2023 were derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10–K/A for the fiscal year ended December 31, 2023.   Certain disclosures have been condensed or omitted from these condensed financial statements; however, management believes the disclosures are adequate to make the information not misleading. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related note disclosures included in the Company’s Annual Report on Form 10-K./A for the fiscal year ended December 31, 2023.     Liquidity Analysis   During the three and six months ended June 30, 2024, the Company had a net loss of $8.5 million and $17.6 million, respectively. The Company cannot predict if or when it will be profitable and may continue to incur losses for an indeterminate period of time. Additionally, the Company may be unable to achieve or sustain profitability on a quarterly or annual basis and extended periods of losses and negative cash flow may prevent it from successfully operating and expanding its business. As of June 30, 2024, the Company had cash and cash equivalents of $2.2 million, a working capital deficit of $7.9 million, and an accumulated deficit of $96.4 million.   The Company expects that its cash balance will decline until it is able to obtain financing through public or private capital markets and/or upon the exercise of common stock warrants. As of June 30, 2024, the Company has common stock warrants with exercise prices of $6.00 per share of common stock which expire in August 2024 (refer to Note 13 – Common Stock Options and Warrants). Based on recent and current prices of the Company’s common stock, the Company expects these warrants to be exercised, which would represent cash proceeds of $24.0 million. However, there is no assurance that such common stock warrants will be exercised. During the six months ended June 30, 2024, the Company received $9.5 million of cash proceeds from warrant exercises.   The assessment of liquidity requires management to make estimates of future activity and judgments about whether the Company can meet its obligations and has adequate liquidity to operate. Significant assumptions used in the Company’s forecasted model of liquidity in the next 12 months include its current cash position and ability to manage spending. Based on an assessment of these factors, management believes that the Company will have adequate liquidity for its operations for at least 12 months from the date the Company’s financial statements are issued.   Use of Estimates   The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates.   These estimates and assumptions include estimates for reserves of uncollectible accounts, accruals for potential liabilities, estimates and assumptions made in valuing assets and debt instruments issued in the Merger, and the realization of deferred tax assets.   Segments   The Company currently operates in one industry segment, which is the acquisition and development of crude oil, natural gas, and NGLs. All of the Company’s operations are conducted in the continental United States.

v3.24.2.u1

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 – Summary of Significant Accounting Policies   The Company has provided a full discussion of its significant accounting policies, estimates, and judgments in Note 2 – Summary of Significant Accounting Policies in its Annual Report on Form 10–K/A for the fiscal year ended December 31, 2023. The Company has not changed any of its significant accounting policies during the six months ended June 30, 2024, however, it did apply the discontinued operations guidance to account for the sale of its cryptocurrency miners in January 2024. Refer to Note 3 – Discontinued Operations for a full discussion of the discontinued operations and the subsequent accounting.   Concentration of Credit Risk   The Company’s financial instruments, which consist of cash and cash equivalents, are potentially subject to concentrations of credit risk. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $250,000 insurance limit. The Company does not anticipate incurring any losses related to these credit risks.   Deferred Financing Costs   The Company’s deferred financing costs represent legal costs associated with negotiating the terms of a new revolving credit facility and the proposed issuance of equity securities to finance the consummation of the NRO Acquisition (as defined herein) and its ongoing operations. Upon the successful completion of each financing, the Company will reclassify these costs as components of debt and equity, respectively. If either or both financings are unsuccessful, such costs will be expensed. As of June 30, 2024 and December 31, 2023, deferred financing costs were $1.6 million and $10,000, respectively.   Income Taxes   The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their respective tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. As of June 30, 2024, the Company had a full valuation allowance to offset its net deferred tax assets.     Earnings (Loss) Per Common Share   The two–class method of computing earnings per share is required for entities that have participating securities. The two–class method is an earnings allocation formula that determines earnings per share for participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. The Company’s Series D Preferred Stock and Series E Preferred Stock (each as defined herein) are participating securities. These participating securities do not have a contractual obligation to share in the Company’s losses. Therefore, in periods of net loss, no portion of such losses are allocated to participating securities.   Basic earnings (loss) per common share (“EPS”) is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding each period.   Dilutive EPS is calculated by dividing adjusted net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding each period, which includes the effect of potentially dilutive securities. Potentially dilutive securities for the diluted EPS calculation consists of (i) Series D Preferred Stock, (ii) Series E Preferred Stock, (iii) warrants to purchase common stock, and (iv) exercisable common stock options. Diluted EPS reflects the dilutive effect of the participating securities using the two–class method or the treasury stock method, whichever is more dilutive.   Basic and diluted earnings (loss) attributable to common stockholders is the same for the three and six months ended June 30, 2024 and 2023 because the Company has only incurred losses and all potentially dilutive securities are anti–dilutive.   The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) attributable to common stockholders for the three and six months ended June 30, 2024 because their inclusion would be anti–dilutive:  Schedule of Anti-dilutive Securities Excluded from Earnings Per Share  Potentially Dilutive Security   Quantity     Stated Value Per Share     Total Value or Stated Value     Assumed Conversion Price     Resulting Common Shares   Merger Options, restricted stock units, and performance stock units (1)     9,057,771     $ —     $ —     $ —       1,057,771   Common stock warrants     341,084,219       —       —       —       11,939,698   Series D Preferred Stock     16,507       1,000       16,506,680       5.00       3,301,336   Series E Preferred Stock     20,000       1,000       20,000,000       5.00       4,000,000                                             Total     -        -        -                          -       20,298,805     (1) Not exercisable or vested as of June 30, 2024. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options and Note 14 – Long–Term Incentive Compensation for a discussion of the restricted stock units and performance stock units.   The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) attributable to common stockholders for the three and six months ended June 30, 2023 because their inclusion would be anti–dilutive:   Potentially Dilutive Security   Quantity     Stated Value Per Share     Total Value or Stated Value     Assumed Conversion Price     Resulting Common Shares   Common stock options (1)     8,007,087     $ —     $ —     $ —       7,087   Common stock warrants     200,126,815       —       —       —       7,004,439   Obligation Shares     205,971       —       —       —       205,971   AR Debentures     —       —       2,000,000       5.00       400,000   Series D Preferred Stock     21,799       1,000       21,799,000       5.00       4,359,850                                             Total     -                -        -                 -       11,977,347     (1) Includes 7,087 options which expired in August 2023 and the Merger Options, which were not exercisable as of June 30, 2023. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options.     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 periods presented:   Schedule of Non-cash Investing And Financing Activities And Supplemental Cash Flow Disclosures      2024     2023       Six Months Ended June 30,       2024     2023   Non–cash investing and financing activities:                 Common stock issued upon conversion of Series D Preferred Stock   $ 4,120,450     $ —   Capital expenditures included in accrued liabilities   $ (1,120,098 )   $ —   Cryptocurrency mining equipment and deposits acquired in the Merger   $ —     $ 20,760,560   Secured convertible debentures assumed in the Merger   $ —     $ 1,981,000   SBA loan payable acquired assumed in the Merger   $ —     $ 150,000   Membership interests converted into shares of common stock   $ —     $ (606,705 ) Common stock issued at Merger   $ —     $ 9,928,262   Series D Preferred Stock issued at Merger   $ —     $ 3,209,196   Deferred transaction costs capitalized to oil and natural gas properties   $ —     $ 189,031   Deferred transaction costs associated with financing   $ —     $ 519,533   Supplemental disclosure:                 Cash paid for income taxes   $ —     $ —   Cash paid for interest   $ —     $ 9,503     Recently Issued Accounting Pronouncements   Recent accounting pronouncements issued by the Financial Accounting Standards Board, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

v3.24.2.u1

Discontinued Operations	6 Months Ended
	Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	Note 3 – Discontinued Operations   On January 23, 2024, the Company sold all of its cryptocurrency miners (the “Mining Equipment”) for consideration consisting of (i) $1.0 million in cash and (ii) $1.0 million in deferred cash payments (the “Deferred Purchase Price”), to be paid out of (i) 20% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals $250,000 and (ii) thereafter, 50% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals the Deferred Purchase Price, plus accrued interest, (collectively, the “Crypto Sale”). As of June 30, 2024, the Company presents the Deferred Purchase Price payment as a note receivable on its condensed consolidated balance sheet, $0.5 million of which is classified as current and $0.3 million of which is classified as non–current, based on when the payments are expected. The Company did not have a note receivable balance on its condensed consolidated balance sheet as of December 31, 2023. The Company recognized a loss of $1.1 million related to this disposition on its condensed consolidated statement of operations and statement of cash flows for the six months ended June 30, 2024.    The Company has presented the related assets and liabilities associated with discontinued operations separately as discontinued operations in its condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023. The following table presents the major classes of assets included as part of discontinued operations in the Company’s condensed consolidated balance sheets for the periods indicated:  Schedule of Assets and Liabilities Associated Discontinued Operations in Financial Statements      June 30, 2024     December 31, 2023   Accounts receivable   $ —     $ 322,655   Property and equipment, net        —       3,182,307   Total assets – discontinued operations   $ —     $ 3,504,962       Additionally, the Company has presented the financial results associated with discontinued operations separately as discontinued operations on its condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023 and its condensed consolidated statements of cash flows for the six months ended June 30, 2024 and 2023.The following table presents the major classes of line items constituting the loss from discontinued operations the Company’s condensed consolidated statements of operations and condensed consolidated statements of cash flows for the periods presented:       2024     2023     2024     2023       Three Months Ended June 30,     Six Months Ended June 30,       2024     2023     2024     2023   Cryptocurrency mining revenue   $ —     $ 179,318     $ 192,625     $ 179,318   Cryptocurrency mining costs     —       (93,244 )     (55,063 )     (93,244 ) Depreciation and amortization     —       (132,851 )     (102,210 )     (132,851 ) Impairment of cryptocurrency mining equipment     —       (16,794,688 )     —       (16,794,688 ) Loss from sale of cryptocurrency mining equipment     —       —       (1,080,097 )     —   Loss from discontinued operations before income taxes     —       (16,841,465 )     (1,044,745 )     (16,841,465 ) Provision for income taxes     —       —       —       —   Net loss from discontinued operations   $ —     $ (16,841,465 )   $ (1,044,745 )   $ (16,841,465 )

v3.24.2.u1

Acquisitions and Merger	6 Months Ended
	Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Acquisitions and Merger	Note 4 – Acquisitions and Merger   NRO Acquisition   On January 11, 2024, the Company entered into an asset purchase agreement (the “NRO Agreement”) with Nickel Road Development LLC, Nickel Road Operating, LLC, (“NRO”) and Prairie Operating Co., LLC to acquire certain assets owned by NRO (the “Central Weld Assets”) for total consideration of $94.5 million (the “Purchase Price”), subject to certain closing price adjustments and other customary closing conditions (the “NRO Acquisition”). The Purchase Price consists of $83.0 million in cash and $11.5 million in deferred cash payments. The Company deposited $9.0 million of the Purchase Price into an escrow account on January 11, 2024 (the “Deposit”), which will be released to NRO upon the earlier of the closing date and August 15, 2024. Portions of the Deposit are subject to earlier release under certain circumstances.   The outside date for the closing of the NRO Acquisition is August 15, 2024, with an economic effective date of February 1, 2024. The Company expects to fund the transaction through a combination of public or private issuance of equity, cash on hand, proceeds from existing warrant exercises or short-term debt. The Company expects to close the NRO Acquisition in August 2024. However, there can be no assurances that the funding required to close can be attained on or before August 15, 2024 or that the Company will be able to close the NRO Acquisition on or before August 15, 2024, or at all. If we are unable to close the NRO Acquisition by August 15, 2024, or to extend the outside date, NRO could terminate the Agreement.   Genesis Bolt–on Acquisition   On February 5, 2024, the Company acquired a 1,280–acre drillable spacing unit and eight proved undeveloped drilling locations in the DJ Basin (the “Genesis Bolt–on Assets”) from a private seller for $0.9 million. These assets offset the other oil and gas assets held by the Company in northern Weld County, Colorado.   Initial Genesis Asset Acquisitions   Upon closing of the Merger, the Company consummated the purchase of oil and gas leases from Exok, Inc. (“Exok”), including all of Exok’s right, title, and interest in, to and under certain undeveloped oil and gas leases located in Weld County, Colorado, together with certain other associated assets, data, and records, for $3.0 million (the “Exok Transaction”).   On August 15, 2023, Prairie LLC exercised the option it acquired in the Exok Transaction and purchased additional oil and gas leases from Exok, consisting of approximately 20,328 net mineral acres in, on and under approximately 32,695 gross acres (the “Exok Option Purchase”) for total consideration of $25.3 million. The total consideration consisted of $18.0 million in cash to Exok, which was funded with the Series E PIPE (as defined herein), and equity consideration to certain affiliates of Exok consisting of (i) 670,499 shares of common stock, and (ii) warrants providing the right to purchase 670,499 shares of common stock at $7.43 per share (the “Exok Warrants”). Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Exok Warrants.     Merger with Creek Road Miners, Inc.   Under the terms of the Merger, the Company issued 2,297,668 shares of common stock to the members of Prairie LLC in exchange for all of the membership interests of Prairie LLC. Additionally, and as a condition of the Merger, 4,423 shares of Series D Preferred Stock (as defined herein) were issued to holders of the 12% amended and restated senior secured convertible debentures (collectively, the “AR Debentures”), refer to Note 8 – Long–term Debt for a discussion of the AR Debentures.   The purchase price was calculated based on the fair value of the common stock that the Company’s stockholders, immediately prior to the Merger, owned after the Merger, and the fair value of the Series D Preferred Stock issued to the holders of the AR Debentures. Since there was no active trading market for the membership interests of Prairie LLC, the fair value of the Company’s common stock represented a more reliable measure of the fair value of consideration transferred in the Merger. The Company’s common stock was based upon a quoted price in an active market, which is considered a Level 1 fair value input. The fair value of the 4,423 shares of Series D Preferred Stock was determined using a valuation model with unobservable inputs, which are considered Level 3 inputs on the fair value hierarchy.   The following table presents the total purchase price on May 3, 2023, the closing date of the Merger:  Schedule of Total Purchase Price  Number of shares of common stock of the combined company owned by the Company’s stockholders immediately prior to the merger (1)     3,860,898   Multiplied by the fair value per share of common stock (2)   $ 2.57   Fair value of the Company’s pre–Merger common stock     9,928,262             Number of shares of Series D Preferred Stock issued to effectuate the Merger     4,423   Multiplied by the fair value per share (3)   $ 725.57   Fair value of Series D Preferred Stock issued as consideration     3,209,196             Prairie LLC Transaction costs (4)     2,032,696   Purchase price   $ 15,170,154     (1) Represents the historical shares of the common stock outstanding immediately prior to the Closing of the Merger on May 3, 2023. (2) Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger. (3) Fair value calculated as described above on May 3, 2023. (4) Prairie LLC transaction costs consist primarily of legal expenses incurred by Prairie LLC. The transaction costs have been reflected as an increase in the purchase price.   The purchase price for the Merger was allocated to the net assets acquired on the basis of their relative fair values. The fair values of the current assets acquired and current liabilities (excluding the convertible debentures) assumed in the Merger were determined to approximate carrying value due to their short–term nature. The fair value of the mining equipment was determined using estimated replacement values of the same or similar equipment and, as such, are considered Level 3 inputs in the fair value hierarchy. The fair value of the secured convertible debentures were calculated as described above. The fair value of the share issuance liability was calculated based on the quoted price of the Company’s common stock and, as such, is considered a Level 1 measurement on the fair value hierarchy.   The following table presents the allocation of the purchase price to the net assets acquired on May 3, 2023, the closing date of the Merger:  Schedule of Allocation of Purchase Price to Net Assets Acquired  Purchase Price Allocation:   May 3, 2023   Cash and cash equivalents   $ 42,360   Accounts receivable     8,014   Prepaid expenses     63,795   Mining equipment (1)     18,140,874   Deposits on mining equipment     2,928,138   Accounts payable and accrued expenses     (3,352,389 ) Secured convertible debentures     (1,981,000 ) SBA loan payable     (150,000 ) Share issuance liability     (529,638 ) Net assets acquired   $ 15,170,154     (1) In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed to the property and equipment acquired.

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Fair Value Measurements	6 Months Ended
	Jun. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 5 – Fair Value Measurements   Certain of the Company’s assets and liabilities are carried at fair value and measured on either a recurring or nonrecurring basis. Per Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures, fair value is defined as an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market–based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability.   The GAAP fair value valuation hierarchy categorizes assets and liabilities measured at fair value into one of three levels depending on the observability of the inputs used in determining fair value. The three levels of the fair value hierarchy are as follows:     ● Level 1 valuations – Consist of observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date.         ● Level 2 valuations – Consist of observable market–based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1 that are either directly or indirectly observable as of the reporting date.         ● Level 3 valuations – Consist of unobservable inputs that are not corroborated by market data and may be used with internally developed methodologies that result in management’s best estimate of fair value.   The classification of an asset or liability within the fair value hierarchy is based on the lowest level input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement of an asset or liability requires judgment and may affect the valuation of the fair value asset or liability and its placement within the fair value hierarchy. There have been no transfers between fair value hierarchy levels.   Fair Value of Financial Instruments   The carrying values of cash and cash equivalents, accounts receivable, other current assets, accounts payable, and other current liabilities on the consolidated balance sheets approximate fair value because of their short–term nature.   Assets and Liabilities Measured at Fair Value on a Recurring Basis   As of June 30, 2023, the Company had the following liabilities measured at fair value on a recurring basis:   AR Debentures. Through September 2023, the fair value of the Company’s AR Debentures (discussed further in Note 8 – Long–term Debt) was based on a widely accepted valuation methodology that utilizes (i) the Company’s common stock price, (ii) value of the debt component, and (iii) the value of the equity component. The key unobservable inputs in the valuation model are the volatility that is appropriate to use in the Company stock price and the yield that is appropriate for the Company. These inputs could change significantly and result in significantly higher or lower fair values at different measurement dates, therefore, they are considered Level 3 inputs within the fair value hierarchy. The AR Debentures were converted in October 2023, therefore, the Company stopped remeasuring the change in fair value at that time. The fair value at conversion was determined using the Company’s common stock price.   As of June 30, 2023, the fair value of the AR Debentures was $2.7 million, which represented an increase of $0.7 million from the date of the Merger. The Company recognized the change in fair value as Loss on adjustment to fair value – AR Debentures on its condensed consolidated statements of operations for the three and six months ended June 30, 2023 and condensed consolidated statement of cash flows for the six months ended June 30, 2023. Refer to Note 8 – Long–term Debt for a further discussion of the AR Debentures.   Common Stock Obligation Shares. As discussed in Note 12 – Common Stock, as a result of the Merger and related transactions, the Company had the obligation to issue 205,970 shares of common stock (the “Obligation Shares”). The fair value of the Obligation Shares was based on the quoted price of the Company’s common stock and, as such, was considered a Level 1 input within the fair value hierarchy. The underlying shares were fully issued in September 2023, therefore, the Company stopped remeasuring the change in the fair value of the obligation at that time.   As of June 30, 2023, the fair value of the Obligation Shares was $1.2 million, which represented an increase of $0.7 million from the date of the Merger. The Company recognized the change in fair value as Loss on adjustment to fair value – Obligation Shares on its condensed consolidated statements of operations for the three and six months ended June 30, 2023 and condensed consolidated statement of cash flows for the six months ended June 30, 2023. Refer to Note 12 – Common Stock for a further discussion of the Obligation Shares.   As of June 30, 2024 and December 31, 2023, the Company does not have any assets or liabilities measured at fair value on a recurring basis.     Assets and Liabilities Measured at Fair Value on a Non–Recurring Basis   Acquisition and merger–related assets and liabilities. The fair values of assets acquired and liabilities assumed in an acquisition or merger are measured on a non–recurring basis on the acquisition or merger date. If the assets acquired and liabilities assumed are current and short–term in nature, the Company uses their approximate carrying values as their fair values, which is considered a Level 1 input in the fair value hierarchy. If the assets acquired are not short–term in nature, then the fair value is determined using the estimated replacement values of the same or similar assets and, as such, are considered Level 3 inputs in the fair value hierarchy. Refer to Note 2 – Acquisitions and Merger for a further discussion of the Company’s acquisitions and merger.

v3.24.2.u1

Property and Equipment, net	6 Months Ended
	Jun. 30, 2024
Property, Plant and Equipment [Abstract]
Property and Equipment, net	Note 6 – Property and Equipment, net   The Company’s property and equipment, net consisted of the following for the periods presented: Schedule of Property and Equipment, net      June 30, 2024     December 31, 2023   Oil and natural gas properties                 Proved properties   $ —     $ —   Unproved properties     33,370,317       28,705,404   Total capitalized costs     33,370,317       28,705,404   Less: Accumulated depreciation, depletion, and amortization     —       —   Net capitalized costs   $ 33,370,317     $ 28,705,404     As discussed in Note 4 – Acquisitions and Merger above, in August 2023, the Company executed the Exok Option Purchase and acquired approximately 20,328 net mineral acres in, on and under approximately 32,695 additional gross acres from Exok for a total consideration of $25.3 million. Additionally, in February 2024, the Company completed the acquisition of the Genesis Bolt–on Assets, a 1,280–acre drillable spacing unit, for $0.9 million.

v3.24.2.u1

Accounts Payable and Accrued Expenses	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Accounts Payable and Accrued Expenses	Note 7 – Accounts Payable and Accrued Expenses   The Company’s accounts payable and accrued expenses consist of the following for the periods presented: Schedule of Accounts Payable and Accrued Expenses       June 30, 2024     December 31, 2023   Accounts payable   $ 3,820,663     $ 2,295,575   Accrued legal and accounting fees (1)     2,564,028       200,641   Incentive compensation     5,015,292       1,925,191   Other     938,572       953,087   Accounts payable and accrued expenses   $ 12,338,555     $ 5,374,494     (1) As discussed in Note 2 – Acquisitions and Merger, the Company expects to close the NRO Acquisition in August 2024 and plans to fund a portion of the transaction through the issuance of equity securities. The increase in accounts payable and accrued legal and accounting fees from December 31, 2023 is driven by the cumulative costs incurred relating to these transactions.

v3.24.2.u1

Long–term Debt	6 Months Ended
	Jun. 30, 2024
Debt Disclosure [Abstract]
Long–term Debt	Note 8 – Long–term Debt   As of June 30, 2024 and December 31, 2023, the Company has no long–term debt outstanding.   Amended and Restated Senior Secured Convertible Debentures   In connection with the Merger, the Company entered into 12% amended and restated senior secured convertible debentures due December 31, 2023 with each of Bristol Investment Fund, Ltd. (“Bristol Investment”) and Barlock 2019 Fund, LP (“Barlock”), in the principal amount of $1.0 million each. Refer to Note 15 – Related Party Transactions for a further discussion about Bristol Investment and Barlock.   The Company determined that the AR Debentures contained certain features which required bifurcation and separate accounting as embedded derivatives. As such, the Company elected to initially and subsequently measure the AR Debentures in their entirety at fair value with changes in fair value recognized in earnings in accordance with ASC Topic 815, Derivatives and Hedging. As of June 30, 2023, the fair value of the AR Debentures increased to $2.7 million, representing an increase of $0.7 million from the date of the Merger, which was recognized in Loss on adjustment to fair value – AR Debentures on the condensed consolidated statements of operations for the three and six months ended June 30, 2023 and the condensed consolidated statement of cash flows for the six months ended June 30, 2023. Refer to Note 5 – Fair Value Measurements for a further discussion of the fair value of the AR Debentures.   The AR Debentures were fully converted in October 2023.     Small Business Administration Loan   Upon the Merger, the Company assumed a loan agreement with the Small Business Administration (“SBA”). The loan accrued interest at a rate of 3.75% and was scheduled to mature in June 2050. The Company elected to fully repay the SBA loan and the accrued interest in September 2023.

v3.24.2.u1

Leases	6 Months Ended
	Jun. 30, 2024
Leases
Leases	Note 9 – Leases   The Company determines if a contract contains a lease at its inception or as a result of an acquisition and makes certain assumptions and judgments when determining its right–of–use assets and lease liabilities. When determining whether a contract contains a lease, the Company considers whether there is an identified asset that is physically distinct, whether the supplier has substantive substitution rights, whether the Company has the right to obtain substantially all of the economic benefits from the use of the asset, and whether it has the right to control the asset. Certain lease agreements could include options to renew the lease, terminate the lease early, or purchase the underlying asset(s). The Company determines the lease term at the lease commencement date as the non–cancelable period of the lease, including any options to extend or terminate the lease when such an option is reasonably certain to be exercised. The Company recognizes variable lease payments in the period they are incurred. Certain leases contain both lease and non–lease components, which the Company has chosen to account for separately. As of June 30, 2024 and December 31, 2023, all of the Company’s leases are operating leases.   The Company capitalizes its operating right–of–use assets and corresponding lease liabilities separately on its consolidated balance sheets, using the present value of the remaining lease payments over the determined lease term applying the implicit rate of the lease.   The following table presents the components of the Company’s operating leases on its consolidated balance sheets for the periods presented: Schedule of Operating Leases Right of Use Asset      June 30, 2024     December 31, 2023   Operating Leases                 Office space   $ 171,760     $ —   Vehicles     184,690       155,253   Total right–of–use asset   $ 356,450     $ 155,253                     Office space   $ 174,384     $ —   Vehicles     168,968       135,706   Total lease liability   $ 343,351     $ 135,706     The Company’s weighted–average remaining lease terms and discount rates as of June 30, 2024 are as follows:       Operating Leases   Weighted–average lease term (years)     1.8   Weighted–average discount rate     10.2 %   The Company has several operating leases for office spaces and vehicles used in its daily operations, under non–cancelable operating leases expiring through 2027. The Company recognizes lease expense for these leases on a straight–line basis.   The following table presents the components of the Company’s lease costs during the periods presented:  Schedule of Components of Lease Costs     2024     2023     2024     2023       Three Months Ended June 30,     Six Months Ended June 30,       2024     2023     2024     2023   Operating lease cost   $ 50,654     $ —     $ 89,925     $ —   Short–term lease cost (1)     12,600       —       25,200       —   Total lease cost   $ 63,254     $ —     $ 115,125     $ —     (1) One of the Company’s office space operating leases, which expired in June 2024, had an initial lease term of less than 12 months and was considered a short-term lease. The Company does not capitalize short–term leases, instead the costs are expensed as they are incurred.     As of June 30, 2024, the Company’s future lease commitments by year consisted of the following: Schedule of Future Commitments of Operating Lease Liabilities      Operating Leases   2024   $ 96,776   2025     197,138   2026     82,479   2027     3,738   Total lease payments     380,131   Less: imputed interest     (36,780 ) Total lease liability   $ 343,351     The Company’s supplemental cash flow disclosures related to operating leases are presented below for the periods indicated:  Schedule of Supplemental Cash Flow Related to Leases     2024     2023       Six Months Ended June 30,       2024     2023   Cash paid for amounts included in the measurement of lease liabilities – operating cash flows from operating leases   $ 83,261     $ —   Right–of–use assets obtained in exchange for operating liabilities   $ 270,290     $ —

v3.24.2.u1

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 10 – Commitments and Contingencies   The Company is subject to various litigation, claims and proceedings, which arise in the ordinary course of business. The Company recognizes a liability for such loss contingencies when it believes it is probable a liability has been incurred, and the amount can be reasonably estimated. If some amount within a range of loss appears at the time to be a better estimate than any other amount within the range, the Company accrues that amount. When no amount within the range is a better estimate than any other amount the Company accrues the minimum amount in the range. The outcomes of any such currently pending matters are not expected to have a material adverse effect on the Company’s financial position or results of operations.

v3.24.2.u1

Preferred Stock	6 Months Ended
	Jun. 30, 2024
Equity [Abstract]
Preferred Stock	Note 11 – Preferred Stock   Series D Preferred Stock   The Company has authorized 50,000 shares of Series D preferred stock with a par value of $0.01 and a stated value of $1,000 per share, which are convertible into shares of common stock at a price of $5.00 per share (“Series D Preferred Stock”). No dividends are to be paid other than in those in the same form as dividends actually paid on common stock other than any adjustments related to stock dividends or stock splits.   Each share of Series D Preferred Stock is convertible at any time at the option of the holder into the number of shares of common stock determined by dividing the stated value of such share of $1,000 by $5.00, subject to adjustment by certain events as defined in the certificate of designation. If the average price of the Company’s common stock, as defined and calculated, for any 22 trading days during a 30 consecutive trading day period exceeds $8.50, subject to adjustment, the Company can require conversion of the Series D Preferred Stock into common stock subject to certain conditions including stock trading volumes and existence of an effective registration statement for such converted shares.   The Company received an aggregate of $17.4 million in proceeds from a number of investors (the “Series D PIPE Investors”) who were issued 17,376 shares of Series D Preferred Stock along with Series A warrants (“Series D A Warrants”) to purchase 3,475,250 shares of the Company’s common stock and Series B warrants (“Series D B Warrants” and together with the Series D A Warrants, the “Series D PIPE Warrants”) to purchase 3,475,250 shares of common stock (collectively, the “Series D PIPE”). Refer to Note 13 – Common Stock Options and Warrants for a further description of the Series D PIPE Warrants.   Additionally, upon the closing of the Merger, holders of the AR Debentures were issued 4,423 shares of Series D Preferred Stock. No warrants were issued with or are associated with these shares.   During the three and six months ended June 30, 2024, there were conversions of 2,895 and 4,120 shares of Series D Preferred Stock, respectively, into 579,090 and 824,090 shares of common stock, respectively. As of June 30, 2024 and December 31, 2023, there were 16,507 and 20,627 shares, respectively, of Series D Preferred Stock outstanding.   Series E Preferred Stock   The Company has authorized 50,000 shares of Series E preferred stock with a par value of $0.01 and a stated value of $1,000 per share, which are convertible into shares of common stock at a price of $5.00 per share (“Series E Preferred Stock”). No dividends are to be paid other than in those in the same form as dividends actually paid on common stock other than any adjustments related to stock dividends or stock splits.   Each share of Series E Preferred Stock is convertible at any time at the option of the holder into the number of shares of common stock determined by dividing the stated value of such share of $1,000 by $5.00, subject to adjustment by certain events as defined in the certificate of designation. If the average price of the Company’s common stock, as defined and calculated, for any 22 trading days during a 30 consecutive trading day period exceeds $8.50, subject to adjustment, the Company can require conversion of the Series E Preferred Stock into common stock subject to certain conditions including stock trading volumes and existence of an effective registration statement for the resale of such converted shares.     The Company received an aggregate of $20.0 million in proceeds from Narrogal Nominees Pty Ltd ATF Gregory K O’Neill Family Trust (“O’Neill Trust”) (the “Series E PIPE Investor”). The Series E PIPE Investor was issued 20,000 shares of Series E Preferred Stock along with 39,615 shares of the Company’s common stock, and Series A warrants (“Series E A Warrants”) to purchase 4,000,000 shares of the Company’s common stock and Series B warrants (“Series E B Warrants” and together with the Series E A Warrants, the “Series E PIPE Warrants”) to purchase 4,000,000 shares of common stock (collectively, the “Series E PIPE”). Refer to Note 13 – Common Stock Options and Warrants for a further description of the Series E PIPE Warrants.   The Company’s obligations under the Series E Preferred Stock and the Series E PIPE Warrants are secured by a lien on the assets acquired in the Exok Option Purchase as described under the Deed of Trust, Mortgage, Assignment of As–Extracted Collateral, Security Agreement, Fixture Filing and Financing Statement, dated August 15, 2023 (“Deed of Trust”). Upon commencement of a voluntary bankruptcy proceeding by Prairie LLC or involuntary bankruptcy proceeding against Prairie LLC, the Series E PIPE Investor will have the right and option to proceed with foreclosure and to sell all or any portion of the assets acquired in the Exok Option Purchase. In the event that no shares of Series E Preferred Stock remain outstanding (whether by conversion, redemption or otherwise) or are no longer beneficially owned or otherwise held by the Series E PIPE Investor (or any of its affiliates), the lien on the assets acquired in the Exok Option Purchase under the Deed of Trust will be released in accordance with the terms and procedures set forth therein.   As of June 30, 2024 and December 31, 2023, there have been no conversions of Series E Preferred Stock and there are 20,000 shares of Series E Preferred Stock outstanding.

v3.24.2.u1

Common Stock	6 Months Ended
	Jun. 30, 2024
Equity [Abstract]
Common Stock	Note 12 – Common Stock   The Company has 500,000,000 authorized shares of Common Stock with a par value of $0.01 per share. The holders of the Company’s common stock are entitled to one vote per share and the Company’s Second Amended and Restated Certificate of Incorporation does not provide for cumulative voting. The Company’s common stockholders are entitled to receive ratably such dividends, if any, as may be declared by the Company’s Board of Directors (the “Board”) out of legally available funds. However, the current policy of the Company’s Board is to retain earnings, if any, for the Company’s operations and expansion. Upon liquidation, dissolution or winding–up, the holders of the Company’s common stock are entitled to share ratably in all of its assets which are legally available for distribution, after payment of or provision for all liabilities. The Company’s common stockholders have no preemptive, subscription, redemption, or conversion rights. The rights, preferences and privileges of the Company’s common stockholders are subject to and may be adversely affected by the rights of the holders of shares of any series of preferred stock that the Company may designate and issue.   In conjunction with the Closing of the Merger, the Company issued (i) 2,297,669 shares of common stock to the former members of Prairie LLC in exchange for their membership interests in Prairie LLC and (ii) 3,860,898 shares of common stock were deemed issued to former stockholders of Creek Road Miners, Inc. As a result of the Merger and related transactions, the Company had the obligation to issue 205,970 shares of common stock. As of June 30, 2023, the fair value of the Obligation Shares increased to $1.2 million, representing an increase of $0.7 million from the date of the Merger, which was recognized in Loss on adjustment to fair value – Obligation Shares on the condensed consolidated statements of operations for the three and six months ended June 30, 2023. The underlying shares were fully issued on September 7, 2023, therefore, the Company stopped recording the change in the fair value of the obligation at that time. Refer to Note 5 – Fair Value Measurements for a further discussion of the fair value of the Obligation Shares.

v3.24.2.u1

Common Stock Options and Warrants	6 Months Ended
	Jun. 30, 2024
Common Stock Options And Warrants
Common Stock Options and Warrants	Note 13 – Common Stock Options and Warrants   Merger Options   On August 31, 2022, Prairie LLC entered into agreements with its members whereby each member was provided non–compensatory options to purchase a 40% membership interest in the Company for an aggregate purchase price of $1,000,000 per member. The non–compensatory options were sold for $80,000. The non–compensatory options only become exercisable in 25% increments upon the achievement of the following production milestones in barrels of oil equivalent per day (“Boe/d”): 2,500 Boe/d, 5,000 Boe/d, 7,500 Boe/d, and 10,000 Boe/d.   On May 3, 2023, prior to the closing of the Merger, Prairie LLC entered into a non–compensatory option purchase agreement with its members, Bristol Capital, LLC (“Bristol Capital”), which manages Bristol Investment described above, and BOKA Energy LP (“BOKA”), a third–party investor, pursuant to which Bristol Capital and BOKA purchased non–compensatory options for $24,000 and $8,000, respectively, from Prairie LLC’s members.   Upon the Merger, the Company converted the non–compensatory options to purchase the outstanding and unexercised membership interests of Prairie LLC, as of immediately prior to the Merger, into options to acquire an aggregate of 8,000,000 shares of common stock for an exercise price of $0.25 per share (the “Merger Options”), which are only exercisable if the production hurdles noted above are achieved.     The Company then entered into amended and restated non–compensatory option agreements (the “Option Agreements”) with each of Gary C. Hanna, Edward Kovalik, Bristol Capital, and BOKA. An aggregate of 2,000,000 Merger Options are subject to be transferred to the Series D PIPE Investors, based on their then percentage ownership of the Series D Preferred Stock to the aggregate Series D Preferred Stock outstanding and held by all Series D PIPE Investors as of the May 3, 2023, if the Company does not meet certain performance metrics by May 3, 2026.   On August 30, 2023, the Company, Gary C. Hanna, Edward Kovalik, Bristol Capital, and Georgina Asset Management entered into a non–compensatory option purchase agreement, pursuant to which Georgina Asset Management agreed to purchase, and each of the sellers agreed to sell to Georgina Asset Management Merger Options to acquire an aggregate of 200,000 shares of common stock, for an exercise price of $0.25 per share for an aggregate purchase price of $2,000.   None of the Merger Options were exercisable at June 30, 2024 or December 31, 2023.   Legacy Warrants   Upon the Merger, the Company assumed warrants to purchase 53,938 shares of the Company’s common stock with a weighted average exercise price of $49.71 per share (the “Legacy Warrants”). As of June 30, 2024 and December 31, 2023, Legacy Warrants providing the right to purchase 43,438 and 53,938 shares of common stock, respectively, were outstanding with a weighted average remaining contractual life of 2.1 and 2.2 years, respectively.   Series D PIPE Warrants   The Series D PIPE Warrants, upon issuance, provided the warrant holders with the right to purchase an aggregate of 6,950,500 shares of common stock at an exercise price of $6.00 per share. The Series D A Warrants expire on May 3, 2028 and the Series D B Warrants expire on May 3, 2024. All such warrants must be exercised for cash.   On April 8, 2024, the Company entered into an Amendment and Waiver of Exercise Limitations Letter Agreement (the “Letter Agreement”) with Bristol Investment to amend certain terms of the Series D A Warrants and Series D B Warrants held by Bristol Investment. Each of the Series D PIPE Warrants held by Bristol Investment is subject to a limitation on exercise if as a result of such exercise or conversion, the holder would own more than 4.99% of the outstanding shares of the Company’s common stock, which may be increased by the holder upon written notice to the Company, to any specified percentage not in excess of 9.99% (the “Beneficial Ownership Limitation Ceiling”). The Letter Agreement increases the Beneficial Ownership Limitation Ceiling from 9.99% to 19.99%. Pursuant to the Letter Agreement, Bristol Investment further notified the Company of its intent to immediately increase the Beneficial Ownership Limitation Ceiling to 19.99% and the parties agreed to waive the waiting period with respect to such notice.   During the three and six months ended June 30, 2024, Series D A Warrants to purchase 179,489 shares of common stock were exercised for total proceeds to the Company of $1.1 million. During the three and six months ended June 30, 2024, Series D B Warrants to purchase 656,640 and 1,400,250 shares of common stock, respectively, were exercised for total proceeds to the Company of $3.9 million and $8.4 million, respectively.   As of June 30, 2024 and December 31, 2023, Series D A Warrants providing the right to purchase 3,225,761 and 3,405,250 shares of common stock, respectively, were outstanding with a remaining contractual life of 3.8 and 4.3 years, respectively. As of June 30, 2024, all of the Series D B Warrants have been exercised and as of December 31, 2023, Series D B Warrants providing the right to purchase 1,400,250 shares of common stock were outstanding with a remaining contractual life of 0.3 years.   Series E PIPE Warrants   The Series E PIPE Warrants provide the warrant holders with the right to purchase 8,000,000 shares of common stock at an exercise price of $6.00 per share. The Series E A Warrants expire on August 15, 2028 and the Series E B Warrants expire on August 15, 2024. All such warrants must be exercised for cash.   As of June 30, 2024 and December 31, 2023, Series E A Warrants providing the right to purchase 4,000,000 shares of common stock with a remaining contractual life of 4.1 and 4.6 years, respectively, were outstanding and Series E B Warrants providing the right to purchase 4,000,000 shares of common stock with a remaining contractual life of 0.1 and 0.6 years, respectively, were outstanding.   Exok Warrants   As discussed in Note 4 – Acquisitions and Merger, the Company issued warrants in connection with the Exok Transaction completed in August 2023. The Exok Warrants provide the warrant holders with the right to purchase 670,499 shares of common stock at an exercise price of $7.43 per share. The Exok Warrants expire on August 15, 2028 and may be exercised in a cashless manner under certain circumstances. At June 30, 2024 and December 31, 2023, Exok Warrants providing the right to purchase 670,499 shares of common stock with a remaining contractual life of 4.1 and 4.6 years, respectively, were outstanding.

v3.24.2.u1

Long–Term Incentive Compensation	6 Months Ended
	Jun. 30, 2024
Share-Based Payment Arrangement [Abstract]
Long–Term Incentive Compensation	Note 14 – Long–Term Incentive Compensation   Incentive Award Plan   The Company’s long–term incentive plan for employees, directors, consultants, and other service providers (as amended and restated effective as of June 5, 2024, and as may be further amended from time to time, the “LTIP”) provides for the grant of all or any of the following types of equity–based awards: (i) incentive stock options qualified as such under U.S. federal income tax laws; (ii) stock options that do not qualify as incentive stock options; (iii) stock appreciation rights; (iv) restricted stock awards; (v) restricted stock units (“RSUs”), which may also include performance stock awards (“PSUs”); (vi) stock awards; (viii) dividend equivalents; (ix) other stock–based awards; (x) cash awards; and (xi) substitute awards. Subject to adjustment in accordance with the terms of the LTIP, 7,500,000 shares of the Company’s common stock are reserved for issuance pursuant to awards under the LTIP.   Stock–Based Compensation   The Company’s stock–based compensation awards are classified as either equity awards or liability awards in accordance with GAAP. The fair value of an equity–classified award is determined at the grant date and is amortized to general and administrative expense on a graded attribution basis over the vesting period of the award. The Company accounts for forfeitures of stock–based compensation awards as they occur. There were no forfeitures during the six months ended June 30, 2024 and 2023. The fair value of a liability–classified award is determined on a quarterly basis beginning at the grant date until final vesting. Changes in the fair value of liability–classified awards are recorded to general and administrative expense over the vesting period of the award.   RSUs and PSUs granted under the LTIP can immediately vest (A) upon a termination due to (i) death, (ii) disability, or (iii) retirement, in the case of employee awards, or (B) in connection with a change in control; provided that for employee RSU or PSU awards, such accelerated vesting upon a change in control only applies to the extent no provision is made in connection with a change in control for the assumption of awards previously granted or there is no substitution of such awards for new awards. To the extent an employee’s RSU or PSU award is assumed or substituted in connection with the change in control, if a participant is terminated by the Company without “cause” or the employee terminates for “good reason” (each as defined in the applicable award agreement), then each RSU or PSU award will become fully vested.   Equity–Classified Restricted Stock Units   The Company has granted RSUs to employees which primarily vest ratably over a three-year period, subject to the employees continued service through each applicable vesting date. The Company has also granted RSUs to directors and advisors which primarily vest one year following the grant date, subject to the director or advisors continued service through the vesting date. The fair values of these RSU awards are based on the price of the Company’s common stock as of each relevant grant date.   The following table presents the Company’s equity–classified RSU activity for the six months ended June 30, 2024:  Schedule of Restricted Stock Units     Number of RSUs     Weighted Average Fair Value   Unvested units as of December 31, 2023     528,545     $ 14.58   Granted     506,703     $ 12.80   Vested     (299,997 )   $ 14.57   Unvested units as of June 30, 2024     735,251     $ 12.82     During the three and six months ended June 30, 2024, the Company recognized stock–based compensation costs of $1.2 million and $3.3 million, respectively, related to its equity–classified RSUs. The Company did not recognize any stock–based compensation costs for its equity–classified RSUs during the three and six months ended June 30, 2023 because there were no RSUs granted until August 2023.   As of June 30, 2024, there was $8.0 million of total unrecognized compensation cost related to the Company’s unvested equity–classified RSUs, which is expected to be recognized over a weighted–average period of 1.3 years.     Equity–Classified Performance Stock Units   In June 2024, the Company granted PSUs to certain of its employees. The PSUs vest and become earned upon the achievement of certain performance goals based on the Company’s relative total shareholder return as compared to the performance peer group during the performance period, in each case, at the end of a three year performance period, and generally subject to the employees continued service throughout the performance period. Per the PSU agreements, these awards can be settled in either stock or cash, as determined by the Compensation Committee of the Board (the “Committee”); however, unless the Committee determines otherwise, these PSUs will be settled in stock, therefore, the Company has classified these PSUs as equity awards. The number of shares of common stock that a holder of the PSUs earns at the end of the performance period may range from 0% to 200% of the target number of PSUs granted, as determined by the Company’s total shareholder return relative to a group of peers over the performance period, which represents a market condition per ASC Topic 718, Compensation—Stock Compensation. The fair value of these PSUs awards is determined by a third party using a Monte Carlo model as of the grant date.   The following table presents the Company’s equity–classified PSU activity for the six months ended June 30, 2024:  Schedule of Restricted Stock Units     Number of PSUs     Weighted Average Fair Value   Unvested units as of December 31, 2023     —     $ —   Granted     313,440     $ 23.10   Vested     —     $ —   Unvested units as of June 30, 2024     313,440     $ 23.10     During the three and six months ended June 30, 2024, the Company recognized stock–based compensation costs of $0.1 million related to its equity–classified PSUs The Company did not recognize any stock–based compensation costs for its equity–classified PSUs during the three and six months ended June 30, 2023 because there were no PSUs granted until June 2024.   As of June 30, 2024, there was $7.1 million of total unrecognized compensation cost related to the Company’s unvested equity–classified PSUs, which is expected to be recognized over a weighted–average period of 2.5 years.   Liability–Classified Restricted Stock Units   The Company has also granted RSUs to certain of its directors and advisors, which primarily vest one year following the grant date, subject to the director’s or advisor’s continued service through the applicable vesting date. Such RSUs are payable 60% in common stock and 40% in either cash or common stock (or a combination thereof), as determined by the Committee. The Company has accounted for the portion of the awards that can be settled in cash as liability–classified awards and accordingly records the changes in the market value of the instruments to general and administrative expense over the vesting period of the award.   The following table presents the Company’s liability–classified RSU activity for the six months ended June 30, 2024:  Schedule of Restricted Stock Units     Number of RSUs     Weighted Average Fair Value   Unvested units as of December 31, 2023     19,030     $ 14.71   Granted     24,365     $ 12.80   Vested     (34,315 )   $ 14.44   Unvested units as of June 30, 2024     9,080     $ 13.07     During the three and six months ended June 30, 2024, the Company recognized stock–based compensation costs of $0.1 million and $0.2 million, respectively, related to its liability–classified RSUs. The Company did not recognize any stock–based compensation costs for its liability–classified RSUs during the three and six months ended June 30, 2023 because there were no RSUs granted until August 2023.   As of June 30, 2024, there was $0.3 million of total unrecognized compensation cost related to liability–classified RSUs, which is expected to be recognized over a weighted–average period of 0.8 years. The amount of unrecognized compensation cost for liability–classified awards will fluctuate over time as they are marked to market.

v3.24.2.u1

Related Party Transactions	6 Months Ended
	Jun. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Note 15 – Related Party Transactions   AR Debentures. As described in Note 8 – Long–term Debt, in connection with the Closing of the merger, the Company entered into the AR Debentures with Bristol Investment, which is managed by Paul L. Kessler, and Barlock, which is controlled by Scott D. Kaufman who is a former President, Chief Executive Officer, and Director of the Company. In October 2023, conversion notices were received from holders of the AR Debentures and the Company issued 400,666 shares of common stock to affect the conversion. This represented the full conversion of the AR Debentures, together with the accrued interest due to one of the holders.   Common Stock Options. As described in Note 13 – Common Stock Options and Warrants, upon consummation of the Merger, the Company entered into Option Agreements with each of Gary C. Hanna, Edward Kovalik, Paul L. Kessler, and BOKA. Erik Thoresen, a director of the Company, is affiliated with BOKA.   On August 30, 2023, the Company, Gary C. Hanna, Edward Kovalik, Bristol Capital, and Georgina Asset Management entered into a non–compensatory option purchase agreement, pursuant to which Georgina Asset Management agreed to purchase, and each of the sellers agreed to sell to Georgina Asset Management, non–compensatory options to acquire an aggregate of 200,000 shares of common stock for the option purchase. Refer to Note 13 – Common Stock Options and Warrants for a full discussion of these options.   Series D PIPE. As described in Note 11 – Preferred Stock, Bristol Investment, an entity affiliated with Paul L. Kessler, purchased $1,250,000 of Series D Preferred Stock and Series D PIPE Warrants in the Series D PIPE. First Idea Ventures LLC, an entity affiliated with Jonathan H. Gray, a director of the Company, purchased $750,000 of Series D Preferred Stock and Series D PIPE Warrants in the Series D PIPE. First Idea International Ltd. (included with First Idea Ventures LLC), an entity affiliated with Jonathan H. Gray, purchased $254,875 of Series D Preferred Stock and Series D PIPE Warrants from another holder. Additionally, the O’Neill Trust, which is the sole Series E PIPE Investor, was also an investor in the Series D PIPE. Refer to Note 11 – Preferred Stock and Note 13 – Common Stock Options and Warrants and for a full discussion of the Series D PIPE.   The Company entered into registration rights agreements with each of the Series D PIPE Investors whereby the Company would be required to pay liquidated damages if the resale of the underlying shares of common stock is not registered by the Securities and Exchange Commission by August 31, 2023. The resale registration statement with respect to such shares was declared effective in December 2023, resulting in the Company paying liquidated damages during the third quarter of 2023. There were no such damages incurred or paid in the three and six months ended June 30, 2024 or 2023.   Series E PIPE. As described in Note 11 – Preferred Stock, to fund the Exok Option Purchase, the Company entered into a securities purchase agreement with the O’Neill Trust, the Series E PIPE Investor, on August 15, 2023, pursuant to which the Series E PIPE Investor agreed to purchase, and the Company agreed to sell to the Series E PIPE Investor, for an aggregate of $20.0 million, securities consisting of (i) 39,614 shares of common stock, (ii) 20,000 shares of Series E Preferred Stock, and (iii) Series E PIPE Warrants to purchase 8,000,000 shares of common stock, each at a price of $6.00 per share, in a private placement. Refer to Note 11 – Preferred Stock and Note 13 – Common Stock Options and Warrants for a full discussion of the Series E PIPE.

v3.24.2.u1

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Concentration of Credit Risk	Concentration of Credit Risk   The Company’s financial instruments, which consist of cash and cash equivalents, are potentially subject to concentrations of credit risk. The Company places its cash with high quality financial institutions and at times may exceed the FDIC $250,000 insurance limit. The Company does not anticipate incurring any losses related to these credit risks.
Deferred Financing Costs	Deferred Financing Costs   The Company’s deferred financing costs represent legal costs associated with negotiating the terms of a new revolving credit facility and the proposed issuance of equity securities to finance the consummation of the NRO Acquisition (as defined herein) and its ongoing operations. Upon the successful completion of each financing, the Company will reclassify these costs as components of debt and equity, respectively. If either or both financings are unsuccessful, such costs will be expensed. As of June 30, 2024 and December 31, 2023, deferred financing costs were $1.6 million and $10,000, respectively.
Income Taxes	Income Taxes   The Company accounts for income taxes using the asset and liability method whereby deferred tax assets are recognized for deductible temporary differences, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their respective tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. As of June 30, 2024, the Company had a full valuation allowance to offset its net deferred tax assets.
Earnings (Loss) Per Common Share	Earnings (Loss) Per Common Share   The two–class method of computing earnings per share is required for entities that have participating securities. The two–class method is an earnings allocation formula that determines earnings per share for participating securities according to dividends declared (or accumulated) and participation rights in undistributed earnings. The Company’s Series D Preferred Stock and Series E Preferred Stock (each as defined herein) are participating securities. These participating securities do not have a contractual obligation to share in the Company’s losses. Therefore, in periods of net loss, no portion of such losses are allocated to participating securities.   Basic earnings (loss) per common share (“EPS”) is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding each period.   Dilutive EPS is calculated by dividing adjusted net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding each period, which includes the effect of potentially dilutive securities. Potentially dilutive securities for the diluted EPS calculation consists of (i) Series D Preferred Stock, (ii) Series E Preferred Stock, (iii) warrants to purchase common stock, and (iv) exercisable common stock options. Diluted EPS reflects the dilutive effect of the participating securities using the two–class method or the treasury stock method, whichever is more dilutive.   Basic and diluted earnings (loss) attributable to common stockholders is the same for the three and six months ended June 30, 2024 and 2023 because the Company has only incurred losses and all potentially dilutive securities are anti–dilutive.   The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) attributable to common stockholders for the three and six months ended June 30, 2024 because their inclusion would be anti–dilutive:  Schedule of Anti-dilutive Securities Excluded from Earnings Per Share  Potentially Dilutive Security   Quantity     Stated Value Per Share     Total Value or Stated Value     Assumed Conversion Price     Resulting Common Shares   Merger Options, restricted stock units, and performance stock units (1)     9,057,771     $ —     $ —     $ —       1,057,771   Common stock warrants     341,084,219       —       —       —       11,939,698   Series D Preferred Stock     16,507       1,000       16,506,680       5.00       3,301,336   Series E Preferred Stock     20,000       1,000       20,000,000       5.00       4,000,000                                             Total     -        -        -                          -       20,298,805     (1) Not exercisable or vested as of June 30, 2024. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options and Note 14 – Long–Term Incentive Compensation for a discussion of the restricted stock units and performance stock units.   The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) attributable to common stockholders for the three and six months ended June 30, 2023 because their inclusion would be anti–dilutive:   Potentially Dilutive Security   Quantity     Stated Value Per Share     Total Value or Stated Value     Assumed Conversion Price     Resulting Common Shares   Common stock options (1)     8,007,087     $ —     $ —     $ —       7,087   Common stock warrants     200,126,815       —       —       —       7,004,439   Obligation Shares     205,971       —       —       —       205,971   AR Debentures     —       —       2,000,000       5.00       400,000   Series D Preferred Stock     21,799       1,000       21,799,000       5.00       4,359,850                                             Total     -                -        -                 -       11,977,347     (1) Includes 7,087 options which expired in August 2023 and the Merger Options, which were not exercisable as of June 30, 2023. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options.     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 periods presented:   Schedule of Non-cash Investing And Financing Activities And Supplemental Cash Flow Disclosures      2024     2023       Six Months Ended June 30,       2024     2023   Non–cash investing and financing activities:                 Common stock issued upon conversion of Series D Preferred Stock   $ 4,120,450     $ —   Capital expenditures included in accrued liabilities   $ (1,120,098 )   $ —   Cryptocurrency mining equipment and deposits acquired in the Merger   $ —     $ 20,760,560   Secured convertible debentures assumed in the Merger   $ —     $ 1,981,000   SBA loan payable acquired assumed in the Merger   $ —     $ 150,000   Membership interests converted into shares of common stock   $ —     $ (606,705 ) Common stock issued at Merger   $ —     $ 9,928,262   Series D Preferred Stock issued at Merger   $ —     $ 3,209,196   Deferred transaction costs capitalized to oil and natural gas properties   $ —     $ 189,031   Deferred transaction costs associated with financing   $ —     $ 519,533   Supplemental disclosure:                 Cash paid for income taxes   $ —     $ —   Cash paid for interest   $ —     $ 9,503
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements   Recent accounting pronouncements issued by the Financial Accounting Standards Board, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statements.

v3.24.2.u1

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2024
Accounting Policies [Abstract]
Schedule of Anti-dilutive Securities Excluded from Earnings Per Share	Schedule of Anti-dilutive Securities Excluded from Earnings Per Share  Potentially Dilutive Security   Quantity     Stated Value Per Share     Total Value or Stated Value     Assumed Conversion Price     Resulting Common Shares   Merger Options, restricted stock units, and performance stock units (1)     9,057,771     $ —     $ —     $ —       1,057,771   Common stock warrants     341,084,219       —       —       —       11,939,698   Series D Preferred Stock     16,507       1,000       16,506,680       5.00       3,301,336   Series E Preferred Stock     20,000       1,000       20,000,000       5.00       4,000,000                                             Total     -        -        -                          -       20,298,805     (1) Not exercisable or vested as of June 30, 2024. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options and Note 14 – Long–Term Incentive Compensation for a discussion of the restricted stock units and performance stock units.   The following table presents the potentially dilutive securities which were not included in the computation of diluted earnings (loss) attributable to common stockholders for the three and six months ended June 30, 2023 because their inclusion would be anti–dilutive:   Potentially Dilutive Security   Quantity     Stated Value Per Share     Total Value or Stated Value     Assumed Conversion Price     Resulting Common Shares   Common stock options (1)     8,007,087     $ —     $ —     $ —       7,087   Common stock warrants     200,126,815       —       —       —       7,004,439   Obligation Shares     205,971       —       —       —       205,971   AR Debentures     —       —       2,000,000       5.00       400,000   Series D Preferred Stock     21,799       1,000       21,799,000       5.00       4,359,850                                             Total     -                -        -                 -       11,977,347     (1) Includes 7,087 options which expired in August 2023 and the Merger Options, which were not exercisable as of June 30, 2023. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options.
Schedule of Non-cash Investing And Financing Activities And Supplemental Cash Flow Disclosures	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 periods presented:   Schedule of Non-cash Investing And Financing Activities And Supplemental Cash Flow Disclosures      2024     2023       Six Months Ended June 30,       2024     2023   Non–cash investing and financing activities:                 Common stock issued upon conversion of Series D Preferred Stock   $ 4,120,450     $ —   Capital expenditures included in accrued liabilities   $ (1,120,098 )   $ —   Cryptocurrency mining equipment and deposits acquired in the Merger   $ —     $ 20,760,560   Secured convertible debentures assumed in the Merger   $ —     $ 1,981,000   SBA loan payable acquired assumed in the Merger   $ —     $ 150,000   Membership interests converted into shares of common stock   $ —     $ (606,705 ) Common stock issued at Merger   $ —     $ 9,928,262   Series D Preferred Stock issued at Merger   $ —     $ 3,209,196   Deferred transaction costs capitalized to oil and natural gas properties   $ —     $ 189,031   Deferred transaction costs associated with financing   $ —     $ 519,533   Supplemental disclosure:                 Cash paid for income taxes   $ —     $ —   Cash paid for interest   $ —     $ 9,503

v3.24.2.u1

Discontinued Operations (Tables)	6 Months Ended
	Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Assets and Liabilities Associated Discontinued Operations in Financial Statements	The Company has presented the related assets and liabilities associated with discontinued operations separately as discontinued operations in its condensed consolidated balance sheets as of June 30, 2024 and December 31, 2023. The following table presents the major classes of assets included as part of discontinued operations in the Company’s condensed consolidated balance sheets for the periods indicated:  Schedule of Assets and Liabilities Associated Discontinued Operations in Financial Statements      June 30, 2024     December 31, 2023   Accounts receivable   $ —     $ 322,655   Property and equipment, net        —       3,182,307   Total assets – discontinued operations   $ —     $ 3,504,962       Additionally, the Company has presented the financial results associated with discontinued operations separately as discontinued operations on its condensed consolidated statements of operations for the three and six months ended June 30, 2024 and 2023 and its condensed consolidated statements of cash flows for the six months ended June 30, 2024 and 2023.The following table presents the major classes of line items constituting the loss from discontinued operations the Company’s condensed consolidated statements of operations and condensed consolidated statements of cash flows for the periods presented:       2024     2023     2024     2023       Three Months Ended June 30,     Six Months Ended June 30,       2024     2023     2024     2023   Cryptocurrency mining revenue   $ —     $ 179,318     $ 192,625     $ 179,318   Cryptocurrency mining costs     —       (93,244 )     (55,063 )     (93,244 ) Depreciation and amortization     —       (132,851 )     (102,210 )     (132,851 ) Impairment of cryptocurrency mining equipment     —       (16,794,688 )     —       (16,794,688 ) Loss from sale of cryptocurrency mining equipment     —       —       (1,080,097 )     —   Loss from discontinued operations before income taxes     —       (16,841,465 )     (1,044,745 )     (16,841,465 ) Provision for income taxes     —       —       —       —   Net loss from discontinued operations   $ —     $ (16,841,465 )   $ (1,044,745 )   $ (16,841,465 )

v3.24.2.u1

Acquisitions and Merger (Tables)	6 Months Ended
	Jun. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Schedule of Total Purchase Price	The following table presents the total purchase price on May 3, 2023, the closing date of the Merger:  Schedule of Total Purchase Price  Number of shares of common stock of the combined company owned by the Company’s stockholders immediately prior to the merger (1)     3,860,898   Multiplied by the fair value per share of common stock (2)   $ 2.57   Fair value of the Company’s pre–Merger common stock     9,928,262             Number of shares of Series D Preferred Stock issued to effectuate the Merger     4,423   Multiplied by the fair value per share (3)   $ 725.57   Fair value of Series D Preferred Stock issued as consideration     3,209,196             Prairie LLC Transaction costs (4)     2,032,696   Purchase price   $ 15,170,154     (1) Represents the historical shares of the common stock outstanding immediately prior to the Closing of the Merger on May 3, 2023. (2) Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger. (3) Fair value calculated as described above on May 3, 2023. (4) Prairie LLC transaction costs consist primarily of legal expenses incurred by Prairie LLC. The transaction costs have been reflected as an increase in the purchase price.
Schedule of Allocation of Purchase Price to Net Assets Acquired	Schedule of Allocation of Purchase Price to Net Assets Acquired  Purchase Price Allocation:   May 3, 2023   Cash and cash equivalents   $ 42,360   Accounts receivable     8,014   Prepaid expenses     63,795   Mining equipment (1)     18,140,874   Deposits on mining equipment     2,928,138   Accounts payable and accrued expenses     (3,352,389 ) Secured convertible debentures     (1,981,000 ) SBA loan payable     (150,000 ) Share issuance liability     (529,638 ) Net assets acquired   $ 15,170,154     (1) In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed to the property and equipment acquired.

v3.24.2.u1

Property and Equipment, net (Tables)	6 Months Ended
	Jun. 30, 2024
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment, net	The Company’s property and equipment, net consisted of the following for the periods presented: Schedule of Property and Equipment, net      June 30, 2024     December 31, 2023   Oil and natural gas properties                 Proved properties   $ —     $ —   Unproved properties     33,370,317       28,705,404   Total capitalized costs     33,370,317       28,705,404   Less: Accumulated depreciation, depletion, and amortization     —       —   Net capitalized costs   $ 33,370,317     $ 28,705,404

v3.24.2.u1

Accounts Payable and Accrued Expenses (Tables)	6 Months Ended
	Jun. 30, 2024
Payables and Accruals [Abstract]
Schedule of Accounts Payable and Accrued Expenses	The Company’s accounts payable and accrued expenses consist of the following for the periods presented: Schedule of Accounts Payable and Accrued Expenses       June 30, 2024     December 31, 2023   Accounts payable   $ 3,820,663     $ 2,295,575   Accrued legal and accounting fees (1)     2,564,028       200,641   Incentive compensation     5,015,292       1,925,191   Other     938,572       953,087   Accounts payable and accrued expenses   $ 12,338,555     $ 5,374,494     (1) As discussed in Note 2 – Acquisitions and Merger, the Company expects to close the NRO Acquisition in August 2024 and plans to fund a portion of the transaction through the issuance of equity securities. The increase in accounts payable and accrued legal and accounting fees from December 31, 2023 is driven by the cumulative costs incurred relating to these transactions.

v3.24.2.u1

Leases (Tables)	6 Months Ended
	Jun. 30, 2024
Leases
Schedule of Operating Leases Right of Use Asset	Schedule of Operating Leases Right of Use Asset      June 30, 2024     December 31, 2023   Operating Leases                 Office space   $ 171,760     $ —   Vehicles     184,690       155,253   Total right–of–use asset   $ 356,450     $ 155,253                     Office space   $ 174,384     $ —   Vehicles     168,968       135,706   Total lease liability   $ 343,351     $ 135,706
Schedule of Components of Lease Costs	Schedule of Components of Lease Costs     2024     2023     2024     2023       Three Months Ended June 30,     Six Months Ended June 30,       2024     2023     2024     2023   Operating lease cost   $ 50,654     $ —     $ 89,925     $ —   Short–term lease cost (1)     12,600       —       25,200       —   Total lease cost   $ 63,254     $ —     $ 115,125     $ —     (1) One of the Company’s office space operating leases, which expired in June 2024, had an initial lease term of less than 12 months and was considered a short-term lease. The Company does not capitalize short–term leases, instead the costs are expensed as they are incurred. The Company’s weighted–average remaining lease terms and discount rates as of June 30, 2024 are as follows:       Operating Leases   Weighted–average lease term (years)     1.8   Weighted–average discount rate     10.2 %
Schedule of Future Commitments of Operating Lease Liabilities	As of June 30, 2024, the Company’s future lease commitments by year consisted of the following: Schedule of Future Commitments of Operating Lease Liabilities      Operating Leases   2024   $ 96,776   2025     197,138   2026     82,479   2027     3,738   Total lease payments     380,131   Less: imputed interest     (36,780 ) Total lease liability   $ 343,351
Schedule of Supplemental Cash Flow Related to Leases	The Company’s supplemental cash flow disclosures related to operating leases are presented below for the periods indicated:  Schedule of Supplemental Cash Flow Related to Leases     2024     2023       Six Months Ended June 30,       2024     2023   Cash paid for amounts included in the measurement of lease liabilities – operating cash flows from operating leases   $ 83,261     $ —   Right–of–use assets obtained in exchange for operating liabilities   $ 270,290     $ —

v3.24.2.u1

Long–Term Incentive Compensation (Tables)	6 Months Ended
	Jun. 30, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Schedule of Restricted Stock Units	The following table presents the Company’s equity–classified RSU activity for the six months ended June 30, 2024:  Schedule of Restricted Stock Units     Number of RSUs     Weighted Average Fair Value   Unvested units as of December 31, 2023     528,545     $ 14.58   Granted     506,703     $ 12.80   Vested     (299,997 )   $ 14.57   Unvested units as of June 30, 2024     735,251     $ 12.82
Equity Classified Performance Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Schedule of Restricted Stock Units	The following table presents the Company’s equity–classified PSU activity for the six months ended June 30, 2024:  Schedule of Restricted Stock Units     Number of PSUs     Weighted Average Fair Value   Unvested units as of December 31, 2023     —     $ —   Granted     313,440     $ 23.10   Vested     —     $ —   Unvested units as of June 30, 2024     313,440     $ 23.10
Liability Classified Restricted Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Schedule of Restricted Stock Units	The following table presents the Company’s liability–classified RSU activity for the six months ended June 30, 2024:  Schedule of Restricted Stock Units     Number of RSUs     Weighted Average Fair Value   Unvested units as of December 31, 2023     19,030     $ 14.71   Granted     24,365     $ 12.80   Vested     (34,315 )   $ 14.44   Unvested units as of June 30, 2024     9,080     $ 13.07

v3.24.2.u1

Organization, Description of Business, and Basis of Presentation (Details Narrative) - USD ($)			3 Months Ended				6 Months Ended
	Oct. 16, 2023	May 03, 2023	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Reverse stock split	reverse stock split at an exchange ratio of 1:28.5714286.
Variable interest entity, percentage							100.00%
Net Income (Loss) Attributable to Parent			$ 8,513,658	$ 9,037,284	$ 21,146,803		$ 17,550,943	$ 21,211,195
Cash and Cash Equivalents, at Carrying Value			2,226,478				2,226,478		$ 13,036,950
Working capital surplus			7,900,000				7,900,000
Retained Earnings (Accumulated Deficit)			$ 96,404,620				$ 96,404,620		$ 78,853,677
Class of Warrant or Right, Exercise Price of Warrants or Rights			$ 6.00				$ 6.00
Proceeds from issuance of common stock							$ 24,000,000.0
Proceeds from Warrant Exercises							9,478,393
Common Stock [Member]
Stock Issued During Period, Shares, Conversion of Units		2,297,668	579,090	245,000
Net Income (Loss) Attributable to Parent
Warrant [Member]
Proceeds from Warrant Exercises							$ 9,500,000

v3.24.2.u1

Schedule of Anti-dilutive Securities Excluded from Earnings Per Share (Details) - USD ($)		6 Months Ended
		Jun. 30, 2024		Jun. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity
Potentially Dilutive Security Stated Value Per Share
Potentially Dilutive Security Total Value or Stated Value
Potentially Dilutive Security Assumed Conversion Price
Potentially Dilutive Security Resulting Common Shares		20,298,805		11,977,347
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity	[1]	9,057,771
Potentially Dilutive Security Stated Value Per Share	[1]
Potentially Dilutive Security Total Value or Stated Value	[1]
Potentially Dilutive Security Assumed Conversion Price	[1]
Potentially Dilutive Security Resulting Common Shares	[1]	1,057,771
Equity Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity		9,057,771	[1]	8,007,087	[2]
Potentially Dilutive Security Stated Value Per Share			[1]		[2]
Potentially Dilutive Security Total Value or Stated Value			[1]		[2]
Potentially Dilutive Security Assumed Conversion Price			[1]		[2]
Potentially Dilutive Security Resulting Common Shares		1,057,771	[1]	7,087	[2]
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity		341,084,219		200,126,815
Potentially Dilutive Security Stated Value Per Share
Potentially Dilutive Security Total Value or Stated Value
Potentially Dilutive Security Assumed Conversion Price
Potentially Dilutive Security Resulting Common Shares		11,939,698		7,004,439
Series D Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity		16,507		21,799
Potentially Dilutive Security Stated Value Per Share		$ 1,000		$ 1,000
Potentially Dilutive Security Total Value or Stated Value		$ 16,506,680		$ 21,799,000
Potentially Dilutive Security Assumed Conversion Price		5.00%		500.00%
Potentially Dilutive Security Resulting Common Shares		3,301,336		4,359,850
Series E Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity		20,000
Potentially Dilutive Security Stated Value Per Share		$ 1,000
Potentially Dilutive Security Total Value or Stated Value		$ 20,000,000
Potentially Dilutive Security Assumed Conversion Price		5.00%
Potentially Dilutive Security Resulting Common Shares		4,000,000
Obligation Shares [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity				205,971
Potentially Dilutive Security Stated Value Per Share
Potentially Dilutive Security Total Value or Stated Value
Potentially Dilutive Security Assumed Conversion Price
Potentially Dilutive Security Resulting Common Shares				205,971
AR Debentures [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Quantity
Potentially Dilutive Security Stated Value Per Share
Potentially Dilutive Security Total Value or Stated Value				$ 2,000,000
Potentially Dilutive Security Assumed Conversion Price				500.00%
Potentially Dilutive Security Resulting Common Shares				400,000
[1] Not exercisable or vested as of June 30, 2024. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options and Note 14 – Long–Term Incentive Compensation for a discussion of the restricted stock units and performance stock units. [2] Includes 7,087 options which expired in August 2023 and the Merger Options, which were not exercisable as of June 30, 2023. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options.

v3.24.2.u1

Schedule of Anti-dilutive Securities Excluded from Earnings Per Share (Details) (Parenthetical) - shares	6 Months Ended
	Jun. 30, 2024		Jun. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Resulting Common Shares	20,298,805		11,977,347
Equity Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially Dilutive Security Resulting Common Shares	1,057,771	[1]	7,087	[2]
[1] Not exercisable or vested as of June 30, 2024. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options and Note 14 – Long–Term Incentive Compensation for a discussion of the restricted stock units and performance stock units. [2] Includes 7,087 options which expired in August 2023 and the Merger Options, which were not exercisable as of June 30, 2023. Refer to Note 13 – Common Stock Options and Warrants for a discussion of the Merger Options.

v3.24.2.u1

Schedule of Non-cash Investing And Financing Activities And Supplemental Cash Flow Disclosures (Details) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Non–cash investing and financing activities:
Common stock issued upon conversion of Series D Preferred Stock	$ 4,120,450
Capital expenditures included in accrued liabilities	(1,120,098)
Cryptocurrency mining equipment and deposits acquired in the Merger		20,760,560
Secured convertible debentures assumed in the Merger		1,981,000
SBA loan payable acquired assumed in the Merger		150,000
Membership interests converted into shares of common stock		(606,705)
Common stock issued at Merger		9,928,262
Series D Preferred Stock issued at Merger		3,209,196
Deferred transaction costs capitalized to oil and natural gas properties		189,031
Deferred transaction costs associated with financing		519,533
Supplemental disclosure:
Cash paid for income taxes
Cash paid for interest		$ 9,503

v3.24.2.u1

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Short-Term Debt [Line Items]
Cash, FDIC insured amount	$ 250,000
Future Revolving Credit Facility [Member]
Short-Term Debt [Line Items]
Deferred financing costs	$ 1,600,000
Future Issuance of Equity [Member]
Short-Term Debt [Line Items]
Deferred financing costs		$ 10,000

v3.24.2.u1

Schedule of Assets and Liabilities Associated Discontinued Operations in Financial Statements (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Accounts receivable					$ 322,655
Property and equipment, net					3,182,307
Total assets – discontinued operations					$ 3,504,962
Cryptocurrency mining revenue		$ 179,318	192,625	$ 179,318
Cryptocurrency mining costs		(93,244)	(55,063)	(93,244)
Depreciation and amortization		(132,851)	(102,210)	(132,851)
Impairment of cryptocurrency mining equipment		(16,794,688)		(16,794,688)
Loss from sale of cryptocurrency mining equipment			(1,080,097)
Loss from discontinued operations before income taxes		(16,841,465)	(1,044,745)	(16,841,465)
Provision for income taxes
Net loss from discontinued operations		$ (16,841,465)	$ (1,044,745)	$ (16,841,465)

v3.24.2.u1

Discontinued Operations (Details Narrative) - USD ($)		6 Months Ended
	Jan. 23, 2024	Jun. 30, 2024	Dec. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Cash	$ 1,000,000.0
Deferred Revenue, Refund Payments	$ 1,000,000.0
Cryptocurrency mining description.	(i) 20% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals $250,000 and (ii) thereafter, 50% of the monthly net revenues received by the buyer associated with or otherwise attributable to the Mining Equipment until the aggregate amount of such payments equals the Deferred Purchase Price, plus accrued interest, (collectively, the “Crypto Sale”)
Other Receivables, Net, Current		$ 503,500
Other Receivable, after Allowance for Credit Loss, Noncurrent		310,493
Gain (Loss) on Disposition of Assets		$ 1,100,000

v3.24.2.u1

Schedule of Total Purchase Price (Details) - USD ($)			1 Months Ended	3 Months Ended
		May 03, 2023	May 03, 2023	Jun. 30, 2023
Business Acquisition [Line Items]
Fair value of the Company's pre-Merger common stock			$ 16,447,649
Fair value of Series D Preferred Stock issued as consideration			9,928,262
Prairie LLC Transaction costs (4)	[1]	$ 2,032,696	$ 2,032,696
Purchase price		$ 15,170,154
Series D Preferred Stock [Member]
Business Acquisition [Line Items]
Number of shares of Series D Preferred Stock at to effectuate the Merger		4,423
Preferred Stock, Redemption Price Per Share	[2]	$ 725.57	$ 725.57
Fair value of Series D Preferred Stock issued as consideration		$ 3,209,196
Common Stock [Member]
Business Acquisition [Line Items]
Number of shares of common stock of the combined company owned by the Company's stockholders immediately prior to the merger (1)	[3]	3,860,898
Multiplied by the fair value per share of common stock (2)	[4]	$ 2.57	$ 2.57
Fair value of the Company's pre-Merger common stock		$ 9,928,262
Number of shares of Series D Preferred Stock at to effectuate the Merger		3,860,898		3,860,989
Fair value of Series D Preferred Stock issued as consideration			$ 38,609
[1] Prairie LLC transaction costs consist primarily of legal expenses incurred by Prairie LLC. The transaction costs have been reflected as an increase in the purchase price. [2] Fair value calculated as described above on May 3, 2023. [3] Represents the historical shares of the common stock outstanding immediately prior to the Closing of the Merger on May 3, 2023. [4] Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger.

v3.24.2.u1

Schedule of Allocation of Purchase Price to Net Assets Acquired (Details)	May 03, 2023 USD ($)
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Cash and cash equivalents	$ 42,360
Accounts receivable	8,014
Prepaid expenses	63,795
Mining equipment	18,140,874	[1]
Deposits on mining equipment	2,928,138
Accounts payable and accrued expenses	(3,352,389)
Secured convertible debentures	(1,981,000)
SBA loan payable	(150,000)
Share issuance liability	(529,638)
Net assets acquired	$ 15,170,154
[1] In accordance with GAAP for asset acquisitions, the excess purchase price over the fair value of the acquired assets and liabilities was ascribed to the property and equipment acquired.

v3.24.2.u1

Acquisitions and Merger (Details Narrative) $ / shares in Units, $ in Millions					6 Months Ended
	Feb. 05, 2024 USD ($) a	Jan. 11, 2024 USD ($)	Aug. 15, 2023 USD ($) a $ / shares shares	May 03, 2023 USD ($) shares	Jun. 30, 2024
Business Acquisition [Line Items]
Payments to acquire land held for use				$ 3.0
Series D Preferred Stock [Member]
Business Acquisition [Line Items]
Shares issued during period | shares				4,423
Exok Warrants [Member] | Initial Genesis [Member]
Business Acquisition [Line Items]
Share price | $ / shares			$ 7.43
Member Units [Member]
Business Acquisition [Line Items]
Shares issued during period | shares				2,297,668
Bristol Investment Fund Ltd [Member] | AR Debentures [Member]
Business Acquisition [Line Items]
Debt instrument, interest rate during period					12.00%
Genesis Bolt on Acquisition [Member]
Business Acquisition [Line Items]
Asset acquisition for total consideration	$ 0.9		$ 25.3
Area of land | a	1,280
Initial Genesis [Member]
Business Acquisition [Line Items]
Asset acquisition, price of acquisition, expected			$ 18.0
Area of land | a			20,328
Number of common stock shares | shares			670,499
Initial Genesis [Member] | Exok Warrants [Member]
Business Acquisition [Line Items]
Warrants to purchase common stock | shares			670,499
Initial Genesis [Member] | Exok [Member]
Business Acquisition [Line Items]
Area of land | a			32,695
Nickel Road Operating Llc Agreement [Member] | Prairie Operating Co LLC [Member]
Business Acquisition [Line Items]
Asset acquisition for total consideration		$ 94.5
Asset acquisition, price of acquisition, expected		83.0
Asset acquisition deferred cash payments		11.5
Escrow deposit		$ 9.0

v3.24.2.u1

Fair Value Measurements (Details Narrative) - USD ($) $ in Millions			6 Months Ended
		May 03, 2023	Jun. 30, 2024	Jun. 30, 2023
Obligation Shares [Member]
Increase in fair value of AR Debentures				$ 0.7
Fair value of obligation shares				1.2
Common Stock [Member]
Issuance of Series E preferred stock, warrants and common stock, shares	[1]	3,860,898
Common Stock [Member] | Obligation Shares [Member]
Issuance of Series E preferred stock, warrants and common stock, shares		205,970	205,970
Bristol Investments Fund Ltd [Member] | AR Debentures [Member]
Fair value of AR debentures				2.7
Bristol Investment Fund Ltd [Member]
Increase in fair value of AR Debentures				0.7
Fair value of obligation shares				1.2
Bristol Investment Fund Ltd [Member] | AR Debentures [Member]
Increase in fair value of AR Debentures				$ 0.7
[1] Represents the historical shares of the common stock outstanding immediately prior to the Closing of the Merger on May 3, 2023.

v3.24.2.u1

Schedule of Property and Equipment, net (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Proved properties
Unproved properties	33,370,317	28,705,404
Total capitalized costs	33,370,317	28,705,404
Less: Accumulated depreciation, depletion, and amortization
Net capitalized costs	$ 33,370,317	$ 28,705,404

v3.24.2.u1

Property and Equipment, net (Details Narrative) $ in Millions	Feb. 05, 2024 USD ($) a	Aug. 15, 2023 USD ($) a
Initial Genesis [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Area of land		20,328
Initial Genesis [Member] | Exok [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Area of land		32,695
Genesis Bolt on Acquisition [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Area of land	1,280
Asset acquisition for total consideration | $	$ 0.9	$ 25.3
Exok Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Area of land		20,328
Payments to acquire productive assets | $		$ 25.3

v3.24.2.u1

Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($)		Jun. 30, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Accounts payable		$ 3,820,663	$ 2,295,575
Accrued legal and accounting fees	[1]	2,564,028	200,641
Incentive compensation		5,015,292	1,925,191
Other		938,572	953,087
Accounts payable and accrued expenses		$ 12,338,555	$ 5,374,494
[1] As discussed in Note 2 – Acquisitions and Merger, the Company expects to close the NRO Acquisition in August 2024 and plans to fund a portion of the transaction through the issuance of equity securities. The increase in accounts payable and accrued legal and accounting fees from December 31, 2023 is driven by the cumulative costs incurred

v3.24.2.u1

Long–term Debt (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
SBA Loan [Member]
Short-Term Debt [Line Items]
Debt instrument, interest rate, stated percentage	3.75%
AR Debentures [Member]
Short-Term Debt [Line Items]
Debt instrument, interest rate during period	12.00%
Debt instrument, issued, principal	$ 1.0
Fair value of AR Debentures		$ 2,700,000
Increase in fair value of AR Debentures		$ 700,000

v3.24.2.u1

Schedule of Operating Leases Right of Use Asset (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Total right–of–use asset	$ 356,450	$ 155,253
Total lease liability	343,351	135,706
Land, Buildings and Improvements [Member]
Property, Plant and Equipment [Line Items]
Total right–of–use asset	171,760
Total lease liability	174,384
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Total right–of–use asset	184,690	155,253
Total lease liability	$ 168,968	$ 135,706

v3.24.2.u1

Schedule of Components of Lease Costs (Details) - USD ($)		3 Months Ended		6 Months Ended
		Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Leases
Operating lease cost		$ 50,654		$ 89,925
Short–term lease cost	[1]	12,600		25,200
Total lease cost		$ 63,254		$ 115,125
[1] One of the Company’s office space operating leases, which expired in June 2024, had an initial lease term of less than 12 months and was considered a short-term lease. The Company does not capitalize short–term leases, instead the costs are expensed as they are incurred.

v3.24.2.u1

Schedule of Future Commitments of Operating Lease Liabilities (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Leases
2024	$ 96,776
2025	197,138
2026	82,479
2027	3,738
Total lease payments	380,131
Less: imputed interest	(36,780)
Total lease liability	$ 343,351	$ 135,706

v3.24.2.u1

Schedule of Supplemental Cash Flow Related to Leases (Details) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Leases
Cash paid for amounts included in the measurement of lease liabilities – operating cash flows from operating leases	$ 83,261
Right–of–use assets obtained in exchange for operating liabilities	$ 270,290

v3.24.2.u1

Leases (Details Narrative)	Jun. 30, 2024
Leases
Weighted average lease term (years)	1 year 9 months 18 days
Weighted average discount rate	10.20%

v3.24.2.u1

Preferred Stock (Details Narrative) - USD ($)			3 Months Ended		6 Months Ended
		May 03, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Dec. 31, 2023
Common stock shares issued			12,564,861		12,564,861	9,826,719
Common Stock [Member]
Issuance of Series E preferred stock, warrants and common stock, shares	[1]	3,860,898
Series D PIPE Investor [Member]
Proceeds from sale					$ 17,400,000
Issuance of Series E preferred stock, warrants and common stock, shares					17,376
Series E PIPE Investor [Member]
Proceeds from sale					$ 20,000,000.0
Series E PIPE Investor [Member] | Series E A Warrants [Member]
Warrant issued			4,000,000		4,000,000
Series E PIPE Investor [Member] | Series E B Warrants [Member]
Warrant issued			4,000,000		4,000,000
Series E Preferred Stock [Member]
Issuance of Series E preferred stock, warrants and common stock, shares					20,000
Series D Preferred Stock [Member]
Preferred stock, shares authorized			50,000		50,000	50,000
Preferred stock, par value			$ 0.01		$ 0.01	$ 0.01
Preferred stock stated value			$ 1,000		$ 1,000
Conversion price of preferred stock into common stock			$ 5.00		$ 5.00
Preferred stock, shares outstanding			16,507		16,507	20,627
Series D Preferred Stock [Member] | Preferred Stock [Member]
Issuance of Series E preferred stock, warrants and common stock, shares				17,376
Debentures issued					4,423
Series D Preferred Stock [Member] | Common Stock [Member]
Conversion of Stock, Shares Converted			2,895		4,120
Conversion of Stock, Shares Issued			579,090		824,090
Series D Preferred Stock [Member] | Maximum [Member]
Conversion price of preferred stock into common stock			$ 8.50		$ 8.50
Series D A Warrants [Member] | Series D PIPE Investor [Member]
Warrant issued			3,475,250		3,475,250
Series D B Warrants [Member] | Series D PIPE Investor [Member]
Warrant issued			3,475,250		3,475,250
Series E Preferred Stock [Member]
Preferred stock, shares authorized			50,000		50,000	50,000
Preferred stock, par value			$ 0.01		$ 0.01	$ 0.01
Preferred stock stated value			$ 1,000		$ 1,000
Conversion price of preferred stock into common stock			$ 5.00		$ 5.00
Preferred stock, shares outstanding			20,000		20,000	20,000
Series E Preferred Stock [Member] | Series E PIPE Investor [Member]
Common stock shares issued			39,615		39,615
Series E Preferred Stock [Member] | Maximum [Member]
Conversion price of preferred stock into common stock			$ 8.50		$ 8.50
[1] Represents the historical shares of the common stock outstanding immediately prior to the Closing of the Merger on May 3, 2023.

v3.24.2.u1

Common Stock (Details Narrative) - USD ($) $ / shares in Units, $ in Millions			3 Months Ended			6 Months Ended
		May 03, 2023	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Common stock, shares authorized			500,000,000			500,000,000		500,000,000
Common stock, par value			$ 0.01			$ 0.01		$ 0.01
Bristol Investment Fund Ltd [Member]
Fair value of obligation shares					$ 1.2		$ 1.2
Increase in fair value of AR Debentures							0.7
Obligation Shares [Member]
Fair value of obligation shares					$ 1.2		1.2
Increase in fair value of AR Debentures							$ 0.7
Member Units [Member]
Stock Issued During Period, Shares, Conversion of Units		2,297,669
Issuance of common stock and warrants in conjunction with purchase of Exok Option assets, shares		2,297,668
Common Stock [Member]
Stock Issued During Period, Shares, Conversion of Units		2,297,668	579,090	245,000
Issuance of common stock and warrants in conjunction with purchase of Exok Option assets, shares		3,860,898			3,860,989
Issuance of Series E preferred stock, warrants and common stock, shares	[1]	3,860,898
Common Stock [Member] | Obligation Shares [Member]
Issuance of Series E preferred stock, warrants and common stock, shares		205,970				205,970
[1] Represents the historical shares of the common stock outstanding immediately prior to the Closing of the Merger on May 3, 2023.

v3.24.2.u1

Common Stock Options and Warrants (Details Narrative)						1 Months Ended	3 Months Ended			6 Months Ended	12 Months Ended
		Apr. 08, 2024	Aug. 30, 2023 USD ($) $ / shares shares	May 03, 2023 USD ($) $ / shares shares	Aug. 31, 2022 USD ($) BOED	May 03, 2023 USD ($) $ / shares	Jun. 30, 2024 USD ($) $ / shares shares	Mar. 31, 2024 shares	Jun. 30, 2023 shares	Jun. 30, 2024 USD ($) $ / shares shares	Dec. 31, 2023 shares
Non compensatory options to purchase membership interest					40.00%
Purchase of non compensatory options | $					$ 1,000,000
Sale of non compensatory options | $					$ 80,000
Restricted options exercisable increments percentage					25.00%
Barrels of oil equivalent per day one | BOED					2,500
Barrels of oil equivalent per day two | BOED					5,000
Barrels of oil equivalent per day three | BOED					7,500
Barrels of oil equivalent per day four | BOED					10,000
Non compensatory options acquire										8,000,000
Share price | $ / shares							$ 0.25			$ 0.25
Options are subject to be transferred | $										$ 2,000,000
Share issued for acquisition | $						$ 9,928,262
Exercise price | $ / shares							$ 6.00			$ 6.00
Warrant term							3 years 9 months 18 days			3 years 9 months 18 days	4 years 3 months 18 days
Series D A Warrants [Member]
Warrant outstanding							3,225,761			3,225,761	3,405,250
Warrant exercised							179,489			179,489
Proceeds from Issuance of Warrants | $										$ 1,100,000
Series D B Warrants [Member]
Warrant outstanding							1,400,250			1,400,250	1,400,250
Warrant exercised							656,640			1,400,250
Proceeds from Issuance of Warrants | $							$ 3,900,000			$ 8,400,000
Warrant term											3 months 18 days
Series EA Pipe Warrants [Member]
Warrant term							4 years 1 month 6 days			4 years 1 month 6 days	4 years 7 months 6 days
Series E B Warrants [Member]
Warrant outstanding											4,000,000
Warrant [Member]
Warrant issued							53,938			53,938
Exercise price | $ / shares										$ 49.71
Warrant outstanding							43,438			43,438	53,938
Remaining contractual life										2 years 1 month 6 days	2 years 2 months 12 days
Common Stock [Member]
Share issued for acquisition | $						$ 38,609
Price of share issued | $ / shares	[1]			$ 2.57		$ 2.57
Issuance of common stock and warrants in conjunction with purchase of Exok Option assets, shares				3,860,898					3,860,989
Warrant exercised							836,130	743,610
Common Stock [Member] | Series D PIPE Warrants [Member]
Warrant issued							6,950,500			6,950,500
Exercise price | $ / shares							$ 6.00			$ 6.00
Common Stock [Member] | Series E PIPE Warrants [Member]
Warrant issued							8,000,000			8,000,000
Exercise price | $ / shares							$ 6.00			$ 6.00
Series EA Pipe Warrants [Member]
Warrant outstanding							4,000,000			4,000,000	4,000,000
Series E B Warrants [Member]
Warrant term							1 month 6 days			1 month 6 days	7 months 6 days
Exok Warrants [Member]
Warrant outstanding							670,499			670,499	670,499
Exercise price | $ / shares							$ 7.43			$ 7.43
Warrant term							4 years 1 month 6 days			4 years 1 month 6 days	4 years 7 months 6 days
Warrants and Rights Outstanding, Maturity Date							Aug. 15, 2028			Aug. 15, 2028
Noncompensatory Option Purchase Agreement [Member]
Share issued for acquisition | $			$ 200,000
Price of share issued | $ / shares			$ 0.25
Issuance of common stock and warrants in conjunction with purchase of Exok Option assets, shares			2,000
Letter Agreement [Member] | Warrant [Member]
Beneficial ownership limitation		the holder would own more than 4.99% of the outstanding shares of the Company’s common stock, which may be increased by the holder upon written notice to the Company, to any specified percentage not in excess of 9.99% (the “Beneficial Ownership Limitation Ceiling”). The Letter Agreement increases the Beneficial Ownership Limitation Ceiling from 9.99% to 19.99%. Pursuant to the Letter Agreement, Bristol Investment further notified the Company of its intent to immediately increase the Beneficial Ownership Limitation Ceiling to 19.99% and the parties agreed to waive the waiting period with respect to such notice
Bristol Capital LLC [Member]
Non compensatory options acquire | $				$ 24,000
BOKA Energy LP [Member]
Non compensatory options acquire | $				$ 8,000
[1] Based on the last reported sale price of the common stock on OTC Capital Markets on May 3, 2023, the closing date of the Merger.

v3.24.2.u1

Schedule of Restricted Stock Units (Details)	6 Months Ended
	Jun. 30, 2024 $ / shares shares
Equity Classified Restricted Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unvested beginning number of shares	528,545
Unvested beginning weighted average fair value | $ / shares	$ 14.58
Unvested granted number of shares	506,703
Unvested granted weighted average fair value | $ / shares	$ 12.80
Unvested vested number of shares	(299,997)
Unvested vested weighted average fair value | $ / shares	$ 14.57
Unvested ending number of shares	735,251
Unvested ending weighted average fair value | $ / shares	$ 12.82
Unvested vested number of shares	299,997
Equity Classified Performance Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unvested beginning number of shares
Unvested beginning weighted average fair value | $ / shares
Unvested granted number of shares	313,440
Unvested granted weighted average fair value | $ / shares	$ 23.10
Unvested vested number of shares
Unvested vested weighted average fair value | $ / shares
Unvested ending number of shares	313,440
Unvested ending weighted average fair value | $ / shares	$ 23.10
Unvested vested number of shares
Liability Classified Restricted Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Unvested beginning number of shares	19,030
Unvested beginning weighted average fair value | $ / shares	$ 14.71
Unvested granted number of shares	24,365
Unvested granted weighted average fair value | $ / shares	$ 12.80
Unvested vested number of shares	(34,315)
Unvested vested weighted average fair value | $ / shares	$ 14.44
Unvested ending number of shares	9,080
Unvested ending weighted average fair value | $ / shares	$ 13.07
Unvested vested number of shares	34,315

v3.24.2.u1

Long–Term Incentive Compensation (Details Narrative) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2024	Jun. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock reserved shares	7,500,000	7,500,000
Stock based compensation costs		$ 3,450,775
Equity Classified Awards [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based compensation costs	$ 1,200,000	3,300,000
Equity Classified Restricted Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Cost not yet recognized	8,000,000.0	$ 8,000,000.0
Remaining term		1 year 3 months 18 days
Equity Classified Performance Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based compensation costs	100,000	$ 100,000
Cost not yet recognized	7,100,000	$ 7,100,000
Remaining term		2 years 6 months
Liability Classified Restricted Stock Units [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock based compensation costs	100,000	$ 200,000
Cost not yet recognized	$ 300,000	$ 300,000
Remaining term		9 months 18 days
Share based compensation, descri[ption		The Company has also granted RSUs to certain of its directors and advisors, which primarily vest one year following the grant date, subject to the director’s or advisor’s continued service through the applicable vesting date. Such RSUs are payable 60% in common stock and 40% in either cash or common stock (or a combination thereof), as determined by the Committee.

v3.24.2.u1

Related Party Transactions (Details Narrative) - USD ($)				1 Months Ended		6 Months Ended
	Aug. 30, 2023	Aug. 15, 2023	May 03, 2023	Oct. 31, 2023	May 03, 2023	Jun. 30, 2024
Issuance of common stock to former stockholders of Creek Road Miners upon Merger					$ 9,928,262
Stock Issued During Period, Value, New Issues					$ 16,447,649
Exercise price						$ 6.00
Series E PIPE Investor [Member]
Consideration recieved per transaction		$ 20,000,000.0
Number of shares issued		39,614
Series E PIPE Warrants [Member]
Warrant issued		8,000,000
Exercise price		$ 6.00
Series D Preferred Stock [Member]
Issuance of common stock to former stockholders of Creek Road Miners upon Merger			$ 3,209,196
Series D Preferred Stock [Member] | Jonathan H Gary [Member]
Stock Issued During Period, Value, New Issues						$ 750,000
Series D Preferred Stock [Member] | Bristol Investment Fund Ltd [Member]
Stock Issued During Period, Value, New Issues						1,250,000
Series D Preferred Stock And D Pipe Warrants [Member] | Jonathan H Gary [Member]
Stock Issued During Period, Value, New Issues						$ 254,875
Series E Preferred Stock [Member]
Number of shares issued		20,000
Noncompensatory Option Purchase Agreement [Member]
Issuance of common stock to former stockholders of Creek Road Miners upon Merger	$ 200,000
AR Debentures [Member]
Stock Issued During Period, Shares, Conversion of Units				400,666

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