The following discussion and analysis of the Company's financial condition and
results of operations should be read in conjunction with the Company's
consolidated financial statements and related notes thereto presented in this
Annual Report. The following discussion contains "forward-looking statements"
that reflect the Company's future plans, estimates, beliefs and expected
performance. The Company's actual results could differ materially from those
discussed in these forward-looking statements. See "Cautionary Statement
Regarding Forward-Looking Statements" and "Part I. Item 1A. Risk Factors."


Overview



We operate in the upstream segment of the oil and natural gas industry and are
focused on steadily growing conventional reserves, production and cash flow
through the acquisition, exploration, development and production of oil, natural
gas and NGLs primarily in the Permian Basin in West Texas. The Company's
activities are primarily focused on the San Andres Formation, a shelf margin
deposit on the Northwest Shelf of the Permian Basin. We intend to continue to
develop our reserves and increase production through development drilling and
exploration activities and through acquisitions that meet our strategic and
financial objectives.

Financial and Operating Highlights

Financial and operating results reflect the following:

•Increased total net equivalent production by 33% to 11.5 MBoe/d for the year ended December 31, 2022, as compared to the year ended September 30, 2021

•During the year ended December 31, 2022, 15 gross (11.8 net) horizontal wells brought online to production

•Realized average combined price on production sold of $76.05 per Boe, before derivative settlements, during the year ended December 31, 2022, including $92.86 per barrel for oil

•Generated cash flow from operations of $170.3 million for the year ended December 31, 2022

•Incurred total accrual (activity based) capital expenditures before acquisitions of $123.1 million for the year ended December 31, 2022 as compared to $71.3 million for the year ended September 30, 2021


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•Paid cash dividends on common shares of $25.1 million during the year ended
December 31, 2022, and announced latest dividend of $0.34 per share with a
record date of January 25, 2023, which was paid on February 8, 2023, for a total
of $6.7 million

•Exited the year with $13.3 million in cash and $56.0 million drawn on our revolving credit facility





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Recent Developments

Fiscal Year Change

On August 16, 2022, the Company's Board acting by written consent resolved to
amend and restate the Company's Second Amended and Restated Bylaws to change the
Company's fiscal year period from October 1st through September 30th each year
to January 1st through December 31st each year commencing with the 2022 calendar
year. On August 19, 2022, the holders of approximately 75% of our outstanding
Common Stock acting by written consent approved Bylaws Restatement and adopted
the Third Amended and Restated Bylaws. In accordance with Rule 14c-2 under the
Exchange Act, the aforementioned actions taken by written consent became
effective on September 23, 2022. As a result, the Company's 2022 fiscal year was
the period from January 1, 2022 to December 31, 2022.

Market Conditions, Commodity Prices and Interest Rates

U.S. and global markets are experiencing heightened volatility following
impactful geopolitical events, consistent evidence of widespread inflation, as
well as increased fears of an economic recession. However, commodity prices have
continued to remain high during 2022 due to OPEC+ and other oil and natural gas
producers not rapidly increasing production levels, as well as from the recovery
in demand related to the COVID-19 pandemic. The full-scale military invasion of
Ukraine by Russian troops has continued unabated since February 2022 coupled
with related economic sanctions imposed on Russia further exacerbating supply
shortages, leading to disruptions in the credit and capital markets, including
significant uncertainty in commodity prices, during 2022.

In addition, global markets are experiencing significant inflation attributable
to a number of factors. Certain of our capital expenditures and expenses are
affected by general inflation and we expect costs for 2023 to continue to be a
function of supply and demand. Specifically, costs for oilfield equipment and
services continue to experience impacts from significant inflation, which we
expect to continue for the foreseeable future.

In response to inflation concerns, the U.S. Federal Reserve initiated a monetary
tightening policy in 2022, increasing interest rates in June, July, September
and November 2022 with public estimates of potential further increases in the
future. The Company's floating-rate credit facility is impacted by such rate
increases.

The combination of geopolitical events, inflation and the rising rate
environment has led to increasing forecasts of a U.S. or global recession. Any
such recession could prolong market volatility or cause a decline in commodity
prices, among other potential impacts.

The Company cannot estimate the length or gravity of the future impact these
events will have on the Company's results of operations, financial position,
liquidity and the value of oil and natural gas reserves.





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Results of Operations

Comparison for the years ended December 31, 2022 and September 30, 2021.

The following table sets forth selected operating data for the years ended December 31, 2022 and September 30, 2021:

Year Ended


                                                                  December 31, 2022          September 30, 2021
Revenues (in thousands):
Oil sales                                                       $          298,723          $          136,421
Natural gas sales                                                           10,755                       7,500
Natural gas liquids sales                                                    9,865                       4,715
Oil and natural gas sales, net                                  $          319,343          $          148,636

Production Data, net:
Oil (MBbls)                                                                  3,217                       2,340
Natural gas (MMcf)                                                           3,229                       2,602
Natural gas liquids (MBbls)                                                    444                         380
Total (MBoe)                                                                 4,199                       3,154

Daily combined volumes (Boe/d)                                                 11,505                       8,640
Daily oil volumes (Bbls/d)                                                      8,814                       6,411

Average Realized Prices:
Oil ($ per Bbl)                                                 $            92.86          $            58.29
Natural gas ($ per Mcf)                                                       3.33                        2.88
Natural gas liquids ($ per Bbl)                                              22.22                       12.41
Combined ($ per Boe)                                            $            76.05          $            47.12

Average Realized Prices, including derivative
settlements:(1)
Oil ($ per Bbl)                                                 $            71.75          $            51.47
Natural gas ($ per Mcf)                                                       1.06                        2.75
Natural gas liquids ($ per Bbl)                                              22.22                       12.41
Combined ($ per Boe)                                            $            58.13          $            41.95


_____________________
(1)The Company's calculation of the effects of derivative settlements includes
losses on the settlement of its commodity derivative contracts. These losses are
included under other income (expense) on the Company's consolidated statements
of operations.


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Oil and Natural Gas Revenues



Our revenues are derived from the sale of our oil and natural gas production,
including the sale of NGLs that are extracted from our natural gas during
processing. Revenues from product sales are a function of the volumes produced,
product quality, market prices, and gas Btu content. Our revenues from oil,
natural gas and NGL sales do not include the effects of derivatives. Our
revenues may vary significantly from period to period as a result of changes in
volumes of production sold or changes in commodity prices. The Company's total
oil and natural gas revenue, net increased $170.7 million, or 115%, for the year
ended December 31, 2022 compared to the year ended September 30, 2021. The
Company's realized average combined price on its production for the year ended
December 31, 2022 increased by $28.93 per Boe, or 61% compared to the year ended
September 30, 2021.

Oil revenues
•For the year ended December 31, 2022, oil revenues increased by $162.3 million,
or 119%, compared to the year ended September 30, 2021. Of the increase, $111.2
million was attributable to an increase in our realized price and $51.1 million
was attributable to an increase in volume. Volumes increased by 37%, while
realized prices increased by 59% compared to the year ended September 30, 2021.

•Oil volumes increased during the year ended December 31, 2022 due to production
from new wells and workovers performed on existing wells. During the year ended
December 31, 2022, we brought online 15 gross (11.8 net) horizontal wells.

•The average WTI price increased by $35.50 per Bbl during the year ended December 31, 2022 when compared to the year ended September 30, 2021, respectively.



Natural gas revenues
•For the year ended December 31, 2022, natural gas revenues increased by
$3.3 million, compared to the year ended September 30, 2021, to $10.8 million
from $7.5 million. Volumes increased by 24%, while realized prices increased by
$0.45 per Mcf compared to the year ended September 30, 2021.

•Natural gas sales volumes increased during the year ended December 31, 2022
compared to the year ended September 30, 2021 due to production from new wells
and workovers performed on existing wells.

•The average Henry Hub price increased by $3.11 per Mcf during the year ended December 31, 2022 compared to the year ended September 30, 2021.



Natural gas liquids revenues
•For the year ended December 31, 2022, NGL revenues increased by $5.2 million,
compared to the year ended September 30, 2021, to $9.9 million from
$4.7 million. Volumes increase by 17%, while realized prices increased $9.81 per
Bbl compared to the year ended September 30, 2021.

•NGL sales volumes increased during the year ended December 31, 2022 compared to
the year ended September 30, 2021 due to production from new wells and workovers
performed on existing wells.

Contract Services - Related Party

The following table presents the Company's revenue and costs associated with its contract services - related party transactions:


                                                                 Year Ended               Year Ended
                                                              December 31, 2022       September 30, 2021

                                                                            (In thousands)
Contract services - related parties(1)                        $        2,400          $         2,400
Cost of contract services - related parties(2)                           450                      477
Gross profit from contract services                           $        

1,950 $ 1,923

_____________________


(1)The Company's contract services - related parties revenue is derived from
master services agreements with related parties to provide certain
administrative support services.
(2)The Company's cost of contract services - related parties represents costs
specifically attributable to the master service agreements the Company has in
place with the respective related parties.


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Costs and Expenses



The following table presents the Company's operating costs and expenses and
other (income) expenses:

                                                                                            Year Ended
                                                                    Year Ended             September 30,
                                                                 December 31, 2022             2021

Costs and Expenses:                                                           (In thousands)
Lease operating expenses                                         $       32,458          $       21,975
Production and ad valorem taxes                                  $       19,273          $        8,636
Exploration costs                                                $        2,032          $        9,566
Depletion, depreciation, amortization and accretion              $       32,113          $       26,015
Impairment of oil and natural gas properties                     $        7,325          $            -

Administrative costs                                             $       18,496          $       13,966
Equity-based compensation                                                 3,439                   6,793
General and administrative expense                               $       21,935          $       20,759

Transaction costs                                                $        2,638          $        3,732
Interest expense, net                                            $        1,090          $        4,534
Loss on derivatives                                              $       51,574          $       89,195
Income tax expense                                               $       32,844          $       13,016

Lease Operating Expenses ("LOE")



LOE are the costs incurred in the operation and maintenance of producing
properties. Expenses for compression, direct labor, saltwater disposal and
materials and supplies comprise the most significant portion of our lease
operating expenses. Certain operating cost components, such as direct labor and
materials and supplies, generally remain relatively fixed across broad
production volume ranges, but can fluctuate depending on activities performed
during a specific period. For instance, repairs to our pumping equipment or
surface facilities or subsurface maintenance result in increased production
expenses in periods during which they are performed. Certain operating cost
components, such as compression and saltwater disposal associated with
completion water, are variable and increase or decrease as hydrocarbon
production levels and the volume of completion water disposal increases or
decreases.

The Company's LOE increased by $10.5 million for the year ended December 31,
2022 compared to the year ended September 30, 2021. For the year ended December
31, 2022, $5.4 million of the increase was due to higher workover expense as
additional workovers were performed in the 2022 period, and $4.2 million of the
increase was due to electricity and chemical rate increases, increase in field
payroll, saltwater disposal charges, and new wells coming online.

Production and Ad Valorem Tax Expense



Production taxes are paid on produced oil, natural gas and NGLs based on a
percentage of revenues at fixed rates established by federal, state or local
taxing authorities. In general, the production taxes we pay correlate to changes
in our oil, natural gas and NGL revenues. We are also subject to ad valorem
taxes in the counties where our production is located. Ad valorem taxes are
generally based on the valuation of our oil and natural gas properties, which
also trend with oil and natural gas prices and vary across the different
counties in which we operate.

Production and ad valorem taxes increased by $10.6 million for the year ended
December 31, 2022 compared to the year ended September 30, 2021. Production
taxes increased primarily due to increases in our oil and natural gas sales,
net, as discussed above. Ad valorem taxes increased for the year ended December
31, 2022 based on higher estimated property values for the current taxable
period.


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Exploration Expense



Exploration expense consists of expiration of unproved leasehold and geological
and geophysical costs which include seismic survey costs. The following table
presents exploration expense by area for the year ended December 31, 2022 and
the year ended September 30, 2021:

                                                                   Year Ended               Year Ended
                                                                December 31, 2022       September 30, 2021

                                                                   (In thousands, except acreage data)
Exploration expense(1)                                          $        1,953          $         9,347
Geological and geophysical costs                                            79                      219
Total exploration expense                                       $        

2,032 $ 9,566



Expired net acres - Texas                                                  857                    1,651
Expired net acres - New Mexico                                             518                   16,239
Net acres renewed after expiration(2)                                       72                      505


_____________________


(1)For the year ended December 31, 2022, exploration expense includes $1.8
million and $0.2 million related to expiration of unproved leasehold costs in
Texas and New Mexico, respectively. For the year ended September 30, 2021,
exploration expense included $3.5 million and $5.8 million related to expiration
of unproved leasehold costs in Texas and New Mexico, respectively.
(2)The Company did not renew any net acreage after expiration in New Mexico
during the year ended December 31, 2022 and the year ended September 30, 2021.


Depletion, Depreciation, Amortization and Accretion Expense



Depletion, depreciation and amortization is the systematic expensing of the
capitalized costs incurred to acquire, explore and develop oil, natural gas and
NGLs. All costs incurred in the acquisition, exploration and development of
properties (excluding costs of surrendered and abandoned leaseholds, delay lease
rentals, dry holes and overhead related to exploration activities) are
capitalized. Capitalized costs are depleted using the units of production
method.

Accretion expense relates to ARO. We record the fair value of the liability for
ARO in the period in which the liability is incurred (at the time the wells are
drilled or acquired) with the offset to property cost. The liability accretes
each period until it is settled or the well is sold, at which time the liability
is removed.

Depletion, depreciation, amortization and accretion expense increased by $6.1
million for the year ended December 31, 2022, respectively, compared to the year
ended September 30, 2021. The increase for the year ended December 31, 2022 was
primarily due to higher production, partially offset by a lower depletion rate.
The depletion rate is a function of capitalized cost and related underlying
reserves. The lower depletion rate was primarily driven by an increase in
reserves as a result of the Company's drilling activity and improved commodity
prices.

Impairment of Oil and Natural Gas Properties



The cost of proved oil and natural gas properties are assessed on a
field-by-field basis for impairment at least annually or whenever events and
circumstances indicate that a decline in the recoverability of their carrying
value may have occurred. We compare the expected undiscounted future cash flows
of the oil and natural gas properties to the carrying amount of the oil, natural
gas and NGL properties to determine if the carrying amount is recoverable. If
the carrying amount exceeds the estimated undiscounted future cash flows, we
adjust the carrying amount of the oil and natural gas properties to estimated
fair value.

The Company recognized an impairment loss on proved properties of $7.3 million
for the year ended December 31, 2022. The impairment loss relates to the New
Mexico field and was driven by the Company focusing its drilling efforts on its
acreage in Yoakum County. No impairment loss was recognized for the year ended
September 30, 2021.

General and Administrative Expense ("G&A")

G&A expenses include corporate overhead such as payroll and benefits for our corporate staff, equity-based compensation expense, office rent for our headquarters, audit and other fees for professional services and legal compliance. G&A expenses are reported net of overhead recoveries.


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Total G&A expense increased by $1.2 million for the year ended December 31, 2022
compared to the year ended September 30, 2021. Administrative costs, which
include payroll, benefits and non-payroll costs, increased by $4.5 million for
the year ended December 31, 2022 compared to the year ended September 30, 2021.
The increase in administrative costs was primarily attributable to increased
employee count, professional services, insurance, technology, investor
relations, and costs related to transitioning fiscal year-ends. Equity-based
compensation expense decreased by $3.3 million for the year ended December 31,
2022 compared to the year ended September 30, 2021. The higher equity-based
compensation during the year ended September 30, 2021 relates to restricted
shares awarded to certain employees following completion of the Merger that
immediately vested.

Transaction Costs



Transaction costs represent costs incurred on successful or unsuccessful
business combinations or unsuccessful property acquisitions. The transaction
costs of $2.6 million for the year ended December 31, 2022 primarily relate to a
potential business combination and related financing that the Company pursued
but ultimately chose not to consummate due to changing market conditions. During
the year ended September 30, 2021, the transaction costs of $3.7 million
primarily relate to costs incurred on the Merger with Tengasco in February 2021.

Interest Expense



Interest expense decreased by $3.4 million during the year ended December 31,
2022 when compared to the year ended September 30, 2021. The Company had a lower
outstanding average balance on the revolving credit facility as well as an
increase in the capitalized interest related to the Company's EOR project,
partially offset by an increase in interest rates, during the year ended
December 31, 2022 when compared to the year ended September 30, 2021.
Additionally, interest expense decreased due to the Company settling the
remaining open position on its interest rate swap resulting in a settlement of
$1.5 million during 2022.

Gain/Loss on Derivatives

The Company recognizes settlements and changes in the fair value of its
derivative contracts as a single component within other income (expense) on its
consolidated statements of operations. We have oil and natural gas derivative
contracts, including fixed price swaps, basis swaps and collars, that settle
against various indices. The following table presents the components of the
Company's loss on derivatives for the year ended December 31, 2022 and the year
ended September 30, 2021:

                                                                                          Year Ended
                                                                  Year Ended             September 30,
                                                               December 31, 2022             2021

                                                                            (In thousands)
Settlements on derivative contracts                            $      (75,257)         $      (16,304)
Non-cash gain (loss) on derivatives                                    23,683                 (72,891)
Loss on derivatives                                            $      (51,574)         $      (89,195)


Our earnings are affected by the changes in value of our derivative portfolio
between periods and the related cash received or paid upon settlement of our
derivatives. To the extent the future commodity price outlook declines between
periods, we will have mark-to-market gains, while future commodity price
increases between measurement periods result in mark-to-market losses.

The loss on derivatives for the year ended December 31, 2022 was $51.6 million,
which decreased by $37.6 million compared to the year ended September 30, 2021.
The change in the non-cash gain (loss) on derivatives was impacted by the
decrease in total contract volumes for our open derivative contracts and the
change in the estimated forward-looking oil and natural gas prices used at the
end of the period to calculate the fair value of the open derivative contracts
for the year ended December 31, 2022 compared to the year ended September 30,
2021. The increase in the loss on settlements on derivatives was due to the
increase in oil and natural gas prices for the year ended December 31, 2022
compared to the year ended September 30, 2021. For example, the average WTI
price was $94.90 per Bbl for the year ended December 31, 2022 compared to $59.40
per Bbl for the year ended September 30, 2021.

Income Tax Expense



The Company became a taxable entity as a result of its Merger with Tengasco on
February 26, 2021. See further discussion in Note 4 - Acquisitions and
Divestitures to the Company's consolidated financial statements included herein.
While REP LLC was organized as a limited liability company, taxable income
passed through to its unitholders. Accordingly, a provision for


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federal and state corporate income taxes has been made for the operations of the
Company beginning February 27, 2021 in the accompanying consolidated financial
statements. Deferred income taxes are provided to reflect the future tax
consequences or benefits of differences between the tax basis of assets and
liabilities and their reported amounts in the financial statements using enacted
tax rates. Upon consummation of the Merger in February 2021, the Company
established a $13.6 million provision for deferred income taxes with the
conversion to a C-corporation. The majority of this deferred tax liability was
established by a change in tax status which primarily was attributable to the
oil and natural gas properties. See Note 11 - Income Taxes to the Company's
consolidated financial statements included herein for further discussion of
income taxes.

                                                             Year Ended December        Year Ended September
                                                                   31, 2022                   30, 2021

                                                                             (In thousands)
Current income tax expense                                   $        4,472             $           54
Deferred income tax expense (benefit)                                28,372                     12,962
Total income tax expense (benefit)                           $       32,844             $       13,016

Effective income tax rate                                              21.7     %                (38.4)    %



Liquidity and Capital Resources



The business of exploring for, developing and producing oil and natural gas is
capital intensive. Because oil, natural gas and NGL reserves are a depleting
resource, like all upstream operators, we must make capital investments to grow
and even sustain production. The Company's principal liquidity requirements are
to finance its operations, fund capital expenditures and acquisitions, make cash
distributions and satisfy any indebtedness obligations. Cash flows are subject
to a number of variables, including the level of oil and natural gas production
and prices, and the significant capital expenditures required to more fully
develop the Company's oil and natural gas properties. Historically, our primary
sources of capital funding and liquidity have been our cash on hand, cash flow
from operations and borrowings under our revolving credit facility. At times and
as needed, we may also issue debt or equity securities, including through
transactions under our shelf registration statement filed with the SEC. We
estimate the combination of the sources of capital discussed above will continue
to be adequate to meet our short and long-term liquidity needs.

Cash on hand and operating cash flow can be subject to fluctuations due to
trends and uncertainties that are beyond our control. Likewise, our ability to
issue equity and obtain credit facilities on favorable terms may be impacted by
a variety of market factors as well as fluctuations in our results of
operations. For further discussion of risks related to our liquidity and capital
resources, see "Item 1A. Risk Factors."

Working Capital



Working capital is the difference in our current assets and our current
liabilities. Working capital is an indication of liquidity and potential need
for short-term funding. The change in our working capital requirements is driven
generally by changes in accounts receivable, accounts payable, commodity prices,
credit extended to, and the timing of collections from customers, the level and
timing of spending for expansion activity, and the timing of debt maturities. As
of December 31, 2022, we had a working capital deficit of $25.3 million compared
to a deficit of $32.8 million as of December 31, 2021. The working capital
deficit at December 31, 2022 reflects $16.5 million in current derivative
liabilities compared to $31.0 million in current derivative liabilities at
December 31, 2021. As of December 31, 2022, we had an increase of $14.1 million
in accrued capital expenditures and ad valorem tax. We utilize our revolving
credit facility and cash on hand to manage the timing of cash flows and fund
short-term working capital deficits. Our current derivative assets and
liabilities represent the mark-to-market value as of December 31, 2022 of future
commodity production which will settle on a monthly basis through the end of
their contractual terms. This aligns with the receipt of oil and natural gas
revenues on a monthly basis.


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Cash Flows



The following table summarizes the Company's cash flows from continuing
operations:

                                                                     Year Ended             Year Ended
                                                                    December 31,          September 30,
                                                                        2022                   2021

                                                                           

(In thousands) Statement of Cash Flows Data from Continuing Operations: Net cash provided by operating activities

$    170,288          $      86,073
Net cash used in investing activities                              $   (128,256)         $     (59,628)
Net cash used in financing activities                              $    (37,048)         $     (14,937)


Operating Activities

The Company's net cash provided by operating activities increased by
$84.2 million or 98% to $170.3 million for the year ended December 31, 2022 from
$86.1 million for the year ended September 30, 2021. The increase was primarily
driven by an increase in revenues of $170.7 million, partially offset by an
increase of $59.0 million on settlements for commodity derivative contracts and
an increase in operating expenses of $24.4 million, which excludes non-cash
expenses such as equity-based compensation, expiration of unproved leasehold
costs, impairment of oil and natural gas properties and depreciation, depletion,
accretion and amortization expense.

Investing Activities



The Company's cash flows used in investing activities increased by $68.6 million
or 115% to $128.3 million for the year ended December 31, 2022 from
$59.6 million for the year ended September 30, 2021. The increase was primarily
due to higher capital spending of $53.3 million related to the Company's
increased drilling and completion activity and activity on its EOR Project
during the year ended December 31, 2022 compared to the year ended September 30,
2021, in addition to $15.3 million for the purchase of land during the year
ended December 31, 2022.

Financing Activities



Net cash flow used in financing activities increased by $22.1 million or 148% to
$37.0 million for the year ended December 31, 2022 from $14.9 million for the
year ended September 30, 2021. During the year ended September 30, 2021, the
Company issued $46.7 million of equity, net of offering costs. These proceeds
were primarily used to paydown amounts outstanding on the revolving credit
facility. There was no equity issued in 2022. During the year ended December 31,
2022, the Company had a net paydown on its revolving credit facility of $9.0
million, which compares to a net paydown of $41.0 million for the same period in
2021. In addition, the Company distributed an additional $6.8 million of
dividends on common stock during the year ended December 31, 2022 compared to
the same period in 2021.

Revolving Credit Facility

The Company's borrowing base was $225 million with outstanding borrowings of
$56 million on December 31, 2022, representing available borrowing capacity of
$169 million. See further discussion in Note 9 - Revolving Credit Facility to
the Company's consolidated financial statements included herein.

On April 29, 2022, the Company amended its Credit Agreement to, among other
things, increase the borrowing base from $175 million to $200 million, extend
the maturing date to April 2026, replace LIBOR with the SOFR and change the
requirements for hedging to be based on utilization of the borrowing base and
the Company's leverage ratio. On October 25, 2022, the Company subsequently
amended its Credit Agreement to, among other things, increase the borrowing base
from $200 million to $225 million and change the semi-annual redeterminations to
April 1 and October 1 to align with the Company's new fiscal year end of
December 31st.

Distributions

For the year ended December 31, 2022, the Company authorized and declared a quarterly dividend totaling approximately $25.3 million, with $24.7 million paid in cash and $0.6 million payable to restricted shareholders upon vesting.


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Contractual Obligations



The Company has commitments with its primary midstream counterparty and has
entered into purchase commitments throughout the year ended December 31, 2022.
See Note 14 - Commitments and Contingencies in our notes to the consolidated
financial statements.


Critical Accounting Estimates



The discussion and analysis of the Company's financial condition and results of
operations are based upon the Company's consolidated financial statements and
accompanying notes included herein, which have been prepared in accordance with
U.S. GAAP. The preparation of financial statements requires the Company to make
estimates and assumptions that affect the amounts reported in the consolidated
financial statements and accompanying notes. These estimates and assumptions may
also affect disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during
the reporting period.

Changes in facts and assumptions or the discovery of new information may result in revised estimates. Actual results could differ from these estimates and assumptions used in preparation of the Company's consolidated financial statements and it is at least reasonably possible these estimates could be revised in the near term and these revisions could be material.

Method of Accounting for Oil and Natural Gas Properties



We utilize the successful efforts method of accounting for our oil and natural
gas exploration and development activities which requires management's
assessment of the proper designation of wells and associated costs as
developmental or exploratory. This classification assessment is dependent on the
determination and existence of proved reserves, which is a critical estimate
discussed in the section below. The classification of developmental and
exploratory costs has a direct impact on the amount of costs we initially
recognize as exploration expense or capitalize, then subject to DD&A
calculations and impairment assessments and valuations.

Once a well is drilled, the determination that proved reserves have been
discovered may take considerable time and requires both judgment and application
of industry experience. Development wells are always capitalized. Costs
associated with drilling an exploratory well are initially capitalized, or
suspended, pending a determination as to whether proved reserves have been
found. At the end of each quarter, the status of all suspended exploratory
drilling costs are reviewed to determine whether the costs should continue to
remain capitalized or shall be expensed. When making this determination, current
activities, near-term plans for additional exploratory or appraisal drilling and
the likelihood of reaching a development program is considered. If future
development activities and the determination of proved reserves are unlikely to
occur, the associated suspended exploratory well costs are recorded as dry hole
expense and reported in exploration expense in the consolidated statements of
operations. Otherwise, the costs of exploratory wells remain capitalized.

Similar to the evaluation of suspended exploratory well costs, costs for
unproved leasehold, for which reserves have not been proven, must also be
evaluated for continued capitalization or impairment. At the end of each
quarter, unproved leasehold costs are assessed for impairment by considering
future drilling plans, drilling activity results, commodity price outlooks,
planned future sales or expiration of all or a portion of such projects. At
December 31, 2022, the Company had approximately $12.8 million of unproved
leasehold. Of the remaining unproved leasehold costs at December 31, 2022,
approximately $0.6 million is scheduled to expire in 2023. The Company will
renew or extend the lease if the leasehold expiring in 2023 relates to areas in
which the Company is actively drilling. If our drilling is not successful, this
leasehold could become partially or entirely impaired.

Once a well is drilled, capitalized well costs for drilling and completion
activities must be evaluated at least yearly or whenever facts and circumstances
indicate a decline in the recoverability of their carrying value may have
occurred. At the end of each year, the undiscounted future cash flows are
compared to the carrying value on a field basis to evaluate if the carrying
value is recoverable. If the carrying value is not recoverable, the Company will
compare the carrying value of the asset to its fair value and recognize any
impairment loss in the period. Significant inputs and judgements are used in
determining the fair value of the assets. The Company utilizes a discounted cash
flow model in order to estimate fair value by modeling the present value of
future cash flows, net of estimated operating and development costs using
estimates of proved reserves, future commodity pricing, future production
estimates, anticipated capital expenditures, and various discount rates
commensurate with the risk and current market conditions associated with the
expected cash flow projected. During the year ended December 31, 2022, the
Company recognized a proved property impairment of $7.3 million related to the
oil and natural gas properties in New Mexico.

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  .    Table of Contents


Oil and Natural Gas Reserves

Our estimates of proved and proved developed reserves are a major component of
our depletion calculation. Additionally, our proved reserves represent the
element of these calculations that require the most subjective judgments.
Estimates of reserves are forecasts based on engineering data, projected future
rates of production and the timing of future expenditures. The process of
estimating oil, natural gas and NGL reserves requires substantial judgment,
resulting in imprecise determinations, particularly for new discoveries.
Different reserve engineers may make different estimates of reserve quantities
based on the same data. A third-party consulting firm prepares our reserve
report which the estimates are based off of technical and economic data
including, but not limited to, well test data, production data, historical price
and cost information, and property ownership interests.

The passage of time provides more qualitative information regarding estimates of
reserves, when revisions are made to prior estimates to reflect updated
information. The data for a given reservoir may also change substantially over
time as a result of numerous factors, including, but not limited to, additional
development activity, evolving production history and continual reassessment of
the viability of production under varying economic conditions.

Goodwill



We test goodwill for impairment annually, or more frequently if events or
changes in circumstances dictate that the carrying value of goodwill may not be
recoverable. If the fair value is less than the carrying value, an impairment
charge will be recognized for the amount by which the carrying amount exceeds
the fair value. Because quoted market prices are not available, the fair value
is estimated based upon a valuation analyses including comparable companies and
transactions and premiums paid. An impairment loss is recognized if the carrying
value of the reporting unit goodwill exceeds the implied fair value of that
goodwill.

The Company recognized goodwill of $19.0 million from the result of the Merger,
all of which was allocated to the oil and natural gas properties acquired from
the Merger. The Company bypassed the qualitative analysis to determine whether
it is more likely than not that the fair value of the reporting unit is less
than its carrying value amount, including goodwill, since the Company entered
into a PSA shortly after acquiring the oil and natural gas properties. The
Company compared the reporting unit fair value of $3.5 million with its carrying
amount, including goodwill, of $19.0 million and recognized a goodwill
impairment of $18.5 million. The impairment loss was recognized within loss from
discontinued operations for the year ended September 30, 2021 in our
consolidated statement of operations.

See Note 3 - Summary of Significant Accounting Policies in the Company's consolidated financial statements in "Item 15. Exhibits and Financial Statement Schedules" for a full discussion of our significant accounting policies.

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