EXHIBIT 99.1
INDONESIA ENERGY CORPORATION LIMITED
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
| June 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| Current assets | ||||||||
| Cash | $ | $ | ||||||
| Accounts receivables | ||||||||
| Prepayment and other current assets | ||||||||
| Total current assets | ||||||||
| Non-current assets | ||||||||
| Restricted cash – non-current | ||||||||
| Property and equipment, net | ||||||||
| Oil and gas property - subject to amortization, net | ||||||||
| Oil and gas property - not subject to amortization | ||||||||
| Right of use assets, net | ||||||||
| Deferred charges | ||||||||
| Other non-current assets | ||||||||
| Total non-current assets | ||||||||
| Total assets | $ | $ | ||||||
| Liabilities and equity | ||||||||
| Current liabilities | ||||||||
| Accounts payables | $ | $ | ||||||
| Amount due to a related party | ||||||||
| Short-term operating lease liabilities | ||||||||
| Accrued expenses | ||||||||
| Taxes payable | ||||||||
| Other current liabilities | ||||||||
| Warrant liabilities | ||||||||
| Total current liabilities | ||||||||
| Non-current liabilities | ||||||||
| Asset retirement obligations | ||||||||
| Warrant liabilities | ||||||||
| Long-term operating lease liabilities | ||||||||
| Provision for post-employment benefits | ||||||||
| Total non-current liabilities | ||||||||
| Total liabilities | $ | $ | ||||||
| Commitments and contingencies (Note 12) | ||||||||
| Shareholders’ equity | ||||||||
| Preferred shares (par value $; shares authorized, shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively) | ||||||||
| Ordinary shares (par value $; shares authorized, and shares issued and outstanding as of June 30, 2026 and December 31, 2025) | $ | $ | ||||||
| Additional paid-in capital | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Accumulated other comprehensive income | ||||||||
| Total shareholders’ equity | ||||||||
| Total liabilities and shareholders’ equity | $ | $ | ||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
| F-1 |
INDONESIA ENERGY CORPORATION LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Six
months ended | Six
months ended | |||||||
| June 30, 2026 | June 30, 2025 | |||||||
| Revenue | $ | $ | ||||||
| Operating costs and expenses: | ||||||||
| Lease operating expenses | ||||||||
| Depreciation, depletion and amortization | ||||||||
| General and administrative expenses | ||||||||
| Total operating costs and expenses | ||||||||
| Loss from operations | ( | ) | ( | ) | ||||
| Other income (expense): | ||||||||
| Change in fair value of warrants | ( | ) | ||||||
| Allowance on other receivables | ( | ) | ( | ) | ||||
| Exchange gain (loss) | ( | ) | ||||||
| Other income, net | ||||||||
| Total other expenses, net | ( | ) | ( | ) | ||||
| Loss before income tax | ( | ) | ( | ) | ||||
| Income tax provision | ||||||||
| Net loss | $ | ( | ) | $ | ( | ) | ||
| Comprehensive loss: | ||||||||
| Net loss | ( | ) | ( | ) | ||||
| Actuarial gain for post-employment benefits | ||||||||
| Total comprehensive loss | $ | ( | ) | $ | ( | ) | ||
| Loss per ordinary share attributable to the Company | ||||||||
| Basic and diluted | $ | ) | $ | ) | ||||
| Weighted average number of ordinary shares outstanding | ||||||||
| Basic and diluted | ||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
| F-2 |
INDONESIA ENERGY CORPORATION LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2026
(UNAUDITED)
Ordinary Shares, $0.00266667 Par Value | Additional | Accumulated Other | ||||||||||||||||||||||
| Number of Shares | Amount | Paid-in Capital | Accumulated Deficit | Comprehensive Income | Total Equity | |||||||||||||||||||
| Balance as of January 1, 2026 | $ | $ | $ | ( | ) | $ | $ | |||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||||||
| Share Based Compensation | - | |||||||||||||||||||||||
| Issuance of ordinary shares by ATM offering | ||||||||||||||||||||||||
| Balance as of June 30, 2026 | $ | $ | $ | ( | ) | $ | $ | |||||||||||||||||
INDONESIA ENERGY CORPORATION LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 2025
(UNAUDITED)
Ordinary Shares, $0.00266667 Par Value | Additional | Accumulated Other | ||||||||||||||||||||||
| Number of Shares | Amount | Paid-in Capital | Accumulated Deficit | Comprehensive Income | Total Equity | |||||||||||||||||||
| Balance as of January 1, 2025 | $ | $ | $ | ( | ) | $ | $ | |||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||||||
| Issuance of ordinary shares by ATM offering | ||||||||||||||||||||||||
| Balance as of June 30, 2025 | $ | $ | $ | ( | ) | $ | $ | |||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
| F-3 |
INDONESIA ENERGY CORPORATION LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
| Six Months Ended June 30, | ||||||||
| 2026 | 2025 | |||||||
| Cash flows from operating activities | ||||||||
| Net cash used in operating activities | $ | ( | ) | $ | ( | ) | ||
| Cash flows from investing activities | ||||||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash flows from financing activities | ||||||||
| Net cash provided by financing activities | ||||||||
| Net change in cash and cash equivalents, and restricted cash | ||||||||
| Cash and cash equivalents, and restricted cash at beginning of period | ||||||||
| Cash and cash equivalents, and restricted cash at end of period | $ | $ | ||||||
| Non-cash transactions | ||||||||
| Right-of-use assets acquired under operating leases in exchange for operating liabilities | $ | $ | ||||||
Reconciliation of cash and restricted cash to the consolidated balance sheets
| June 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| Cash | $ | $ | ||||||
| Restricted cash - non-current | ||||||||
| Total Cash and Restricted cash | $ | $ | ||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
| F-4 |
INDONESIA ENERGY CORPORATION LIMITED
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 – ORGANIZATION AND PRINCIPAL ACTIVITIES
Indonesia
Energy Corporation Limited (the “Company,” “IEC,” “we,” “us,” our” and similar
terminology), through its subsidiaries in Hong Kong and Indonesia, is an oil and gas exploration and production company focused on the
Indonesian market. The Company currently holds two oil and gas assets through its subsidiaries in Indonesia: one producing block (the
“Kruh Block”) and one exploration block (the “Citarum Block”). The Company also identified a potential third
exploration block known as the “Rangkas Area.” In January 2024, new 3D seismic exploratory operations at the Company’s
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation and consolidation
The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial statements. Accordingly, they may not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The interim financial information should be read in conjunction with the consolidated financial statements and footnotes in the Company’s financial statements for the fiscal year ended December 31, 2025 included in the Company’s Form 20-F filed with the SEC on April 29, 2026 (“2025 Annual Report”). There have been no changes to the Company’s significant accounting policies as disclosed in Note 2 to the consolidated financial statements included in the Company’s 2025 Annual Report.
In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present a fair presentation of the Company’s condensed consolidated balance sheet as of June 30, 2026, condensed consolidated statements of operations, changes in equity and cash flows for the six months ended June 30, 2026 and 2025, as applicable, have been made. Operating results for the six months ended June 30, 2026 are not necessarily indicative of the operating results that may be expected for the fiscal year ending December 31, 2026 or any future periods.
The unaudited condensed consolidated financial statements include the financial statements of the Company and all its majority-owned subsidiaries from the dates they were acquired or incorporated. All intercompany balances and transactions have been eliminated in consolidation.
Recently accounting pronouncement adopted
In December 2023, the FASB issued Accounting Standards Update (ASU) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances the transparency and decision usefulness of income tax disclosures. The amendments address more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The ASU also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in this ASU are effective for public business entities for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. The Company has adopted this ASU for the annual reporting period of the fiscal year beginning January 1, 2025, and the adoption was applied on a prospective basis, which did not have a material impact on the condensed consolidated financial statements.
In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The amendments provide a practical expedient and, if applicable, an accounting policy election to simplify the measurement of credit losses for certain receivables and contract assets. The amendments are effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. The Company has adopted this ASU and elected the practical expedient for the annual reporting period of the fiscal year beginning January 1, 2026, and the adoption was applied on a prospective basis. The adoption did not have a material impact on the Company’s condensed consolidated financial statements.
| F-5 |
Recently issued accounting standards which have not yet been adopted
In November 2024, the FASB issued ASU 2024-03, “Disaggregation of Income Statement Expenses”, which requires companies to provide new financial statement disclosures disaggregating prescribed expense categories within relevant income statement expense captions. This amendment is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, on a prospective basis and early adoption and retrospective application is permitted. The Company is currently assessing the impact of adopting this standard on the consolidated financial statements.
In January 2025, the FASB issued ASU 2025-01, “Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures.” The amendment in ASU 2025-01 amends the effective date of ASC 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this amendment and does not expect that the adoption of this guidance will have a material impact on its financial position, results of operations and cash flows.
In December 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-11, Interim Reporting (Topic 270): Improvements to Interim Disclosure Requirements. The standard clarifies disclosure requirements for interim financial statements and is effective for interim periods within annual periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on its condensed consolidated financial statements.
In December 2025, the FASB issued ASU 2025-12, Codification Improvements (“ASU 2025-12”). ASU 2025-12 addresses suggestions received from stakeholders regarding the Accounting Standards Codification and makes other incremental improvements to U.S. GAAP. The update represents changes to the Codification that clarify, correct errors in or make other improvements to a variety of topics that are intended to make it easier to understand and apply. ASU 2025-12 is effective for fiscal years beginning after December 15, 2026 and interim periods within those fiscal years. Entities are required to apply the amendments to ASC 260 retrospectively. All other amendments may be applied prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2025-12.
Other accounting pronouncements that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s condensed consolidated financial statements upon adoption.
Warrant Liabilities
The Company accounts for the warrants issued in connection with its January 2022 convertible note financing (see Note 6) in accordance with the guidance contained in Accounting Standards Codification (“ASC”) 815-40 Derivatives and Hedging - Contracts in Entity’s Own Equity (“ASC 815”) under which the warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies such warrants as liabilities at their fair value and adjusts the warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the condensed consolidated statements of operations. Such warrants are valued using the Black-Scholes option-pricing model as no observable traded price was available for such warrants. See Note 6 for further information.
| F-6 |
Fair Value of Financial Instruments
The Company records certain of its financial assets and liabilities at fair value on a recurring basis. Fair value is considered to be the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs may be used to measure fair value include:
| Level 1 | applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. |
| Level 2 | applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. |
| Level 3 | applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. |
The carrying values of the Company’s financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, other current assets, accounts payables, other current liabilities, accrued expenses and tax payables, approximate their fair values due to the short-term nature of these instruments.
Basic net loss per share is determined by dividing net loss by the weighted average number of the Company’s ordinary shares, par value $ per share (the “Ordinary Shares”), outstanding during the period, without consideration of potentially dilutive securities, except for those Ordinary Shares that are issuable for little or no cash consideration. Diluted net loss per share is determined by dividing net loss by diluted weighted average Ordinary Shares outstanding. Diluted weighted average shares reflect the dilutive effect, if any, of potentially dilutive Ordinary Shares, such as stock options and warrants calculated using the “treasury stock” and/or “if converted” methods, as applicable. In periods with reported net operating losses, all potential dilutive securities are generally deemed anti-dilutive such that basic net loss per share and diluted net loss per share are equal.
| F-7 |
| June 30, | June 30, | |||||||
| 2026 | 2025 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Warrants issued to L1 Capital (Note 6) | ||||||||
| Share options granted to the executive management | ||||||||
| Total | ||||||||
NOTE 3 – GOING CONCERN
The Company’s unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities during the normal course of operations.
As
reflected in the Company’s unaudited condensed consolidated financial statements, the Company has incurred a net loss of $
The Company has financed the operations primarily through cash flow and proceeds from equity instrument financing (including the at-the-market offering, or ATM), where necessary.
Since March 2024, the Company has progressively registered and amended its securities offerings to facilitate capital raising through its At-the-Market Agreement, dated July 22, 2022, as amended on March 22, 2024 (“ATM Agreement”):
| ● | On
March 22, 2024, the Company filed a new shelf registration statement on Form F-3 (the “New F-3 Registration Statement”,
File No. 333-278175), which was declared effective on May 31, 2024. This covered a $ | |
| ● | The
Company has subsequently filed four supplements to increase its ATM offering limits on December 18, 2024, June 17, 2025, February
5, 2026 and April 27, 2026, respectively, in which the Company registered additional $ |
For
the six months ended June 30, 2026, the Company has received aggregate gross proceeds of approximately $
As
of September 22, 2026, the Company had approximately $
If the Company fails to achieve these goals, the Company will likely need additional financing to execute its business plan. If additional financing is required, the Company may seek to raise capital through its ATM program. However, the Company may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all, as we may elect not to utilize the ATM facility due to unfavorable market prices or find that such funds are otherwise unavailable when needed.
In the event that financing sources are not available from any source, or that the Company is unsuccessful in increasing its gross profit margin and reducing operating losses, the Company may be unable to implement its current plans for expansion, repay debt obligations or respond to competitive pressures, any of which would have a material adverse effect on the Company’s business, prospects, financial condition and results of operations.
The Company has prepared its unaudited condensed consolidated financial statements on a going concern basis. However, there can be no assurance that the measures above can be achieved as planned. Based on management’s evaluation of the conditions existing as of June 30, 2026, together with the financing through ATM program, management has concluded that the Company does not have sufficient liquidity for at least one year from the date of the unaudited condensed consolidated statements to be issued. Therefore, the Company determined that the substantial doubt about the Company’s ability to continue as a going concern has not been alleviated. The unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. If the Company is unable to continue as a going concern, it may have to liquidate or otherwise dispose of its assets, and the amounts realized upon such liquidation or disposition may be less than the carrying amounts of such assets reflected in the unaudited condensed consolidated financial statements.
NOTE 4 – PREPAYMENT AND OTHER ASSETS
| June 30, | December 31, | |||||||
| 2026 | 2025 | |||||||
| (Unaudited) | (Audited) | |||||||
| VAT receivable – current | $ | $ | ||||||
| Other receivables | ||||||||
| Other receivables from well equipment - current | ||||||||
| Consumables and spare parts | ||||||||
| Prepaid expenses | ||||||||
| Total prepayment and other current assets | ||||||||
| Less: Allowance on other receivables | ( | ) | ( | ) | ||||
| Prepayment and other current assets, net | $ | $ | ||||||
| VAT receivable – non-current | $ | $ | ||||||
| Deposit and others | ||||||||
| Durable spare parts | ||||||||
| Total other assets – non - current | ||||||||
| Less: allowance on other receivables | ( | ) | ( | ) | ||||
| Other non-current assets, net | $ | $ | ||||||
For
the year ended December 31, 2023, the Company sold certain rig equipment to a third party, PT Andam Resorsis Nusantara. For the year
ended December 31, 2024, the Company recorded $
The
Value-Added Tax (“VAT”) receivable is the qualified input VAT paid by the Company to Pertamina. Entities that are VAT general
taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities. As the Company’s sales
are not subject to any VAT output, the Company will bill Pertamina for reimbursement per tax reimbursement filing. The Company started
to record the VAT receivable since 2022 and started to collect the VAT receivable in 2024. In 2025 and 2026, the Company didn’t
collect any VAT receivable from Pertamina. As no collections have been received from Pertamina and the timing of collection cannot be
reliably estimated, the remaining balance of the VAT receivable has been classified as a non-current asset, with an allowance recorded
against the outstanding balance. The Company applied allowance for VAT receivable to $
After
evaluating above facts, $
| F-8 |
NOTE 5 – OIL AND GAS PROPERTY, NET
The following tables summarize the Company’s oil and gas activities by classification.
June 30, 2026 | December 31, 2025 | |||||||
| (Unaudited) | (Audited) | |||||||
| Oil and gas property - subject to amortization | $ | $ | ||||||
| Accumulated depletion | ( | ) | ( | ) | ||||
| Accumulated impairment | ( | ) | ( | ) | ||||
| Oil and gas property - subject to amortization, net | $ | $ | ||||||
| Oil and gas property - not subject to amortization | $ | $ | ||||||
| Accumulated impairment | ||||||||
| Oil and gas property - not subject to amortization | $ | $ | ||||||
The following shows the movement of the oil and gas property - subject to amortization balance.
Oil & Gas Property – Kruh | ||||
| December 31, 2025 | $ | |||
| Additional capitalization | ||||
| Depletion | ( | ) | ||
| June 30, 2026 (Unaudited) | $ | |||
For
the six months ended June 30, 2026, the Company incurred aggregated development costs, which were capitalized in the amount of $
The following shows the movement of ARO:
| Asset retirement obligation | ||||
| December 31, 2025 | $ | 724,572 | ||
| Payment | (38,137 | ) | ||
| June 30, 2026 (Unaudited) | $ | 686,435 | ||
Depletion
recorded for production on properties subject to amortization for the six months ended June 30, 2026 and 2025, were $
Furthermore, for the six months ended June 30, 2026 and 2025, the Company did not record any impairment of its oil and gas property subject to amortization based on the results of the ceiling tests performed, which indicated that the present value of estimated future net revenues generated by the oil and gas property exceeded the carrying balances. There was no impairment recorded for oil and gas property not subject to amortization.
| F-9 |
NOTE 6 – FINANCIAL LIABILITY
June 30, 2026 | December 31, 2025 | |||||||
| (Unaudited) | (Audited) | |||||||
| Warrant liabilities, net of debt issuance costs | $ | $ | ||||||
On
January 21, 2022 (the “Initial Closing Date”), the Company closed an initial $
Beginning
120 days after the Initial Closing Date, the Company was required to commence monthly installment payments of the Note through maturity
(or 14 payments) (“Monthly Payments”), which Monthly Payments could be made, at the Company’s election, in cash or
Ordinary Shares (or a combination of cash and Ordinary Shares), with such Ordinary Shares being issued at a valuation equal to the lesser
of: (i) $
| F-10 |
On
March 4, 2022, the Company and L1 Capital entered into a First Amendment to the Purchase Agreement and an Amended and Restated Senior
Convertible Promissory Note (the “Amended Note”) pursuant to which, among other items, Second Tranche Amount was increased
from $
On May 16, 2022, the Company and L1 Capital entered into a Second Amended and Restated Senior Convertible Promissory Note which amends and restates the Amended Note in its entirety (the “Second Amended Note” and collectively with the Note and the Amended Note, the “Notes”). Among other matters, the Second Amended Note provided for an accelerated funding of the Second Tranche Amount, which was funded to the Company on May 23, 2022, at which time the Second Warrant was issued to L1 Capital.
Accounting for warrants
The
Warrants were issued in conjunction with the convertible note by a separate contract, and legally detachable and separately transferrable.
The Warrants were exercisable via “cashless” exercise if there is not an effective registration statement covering resale
of the Ordinary Shares under the Warrants. The exercise price per Ordinary Share under the Warrants was $
The
Company recognized $
The Company utilizes the Black-Scholes option-pricing model to estimate the fair value of the Warrants at each reporting period since the Warrants are not actively traded. The estimated fair value of the Warrant liabilities is determined using Level 3 inputs in accordance with ASC 820, “Fair Value Measurement”. Inherent in the Black-Scholes model are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its Ordinary Shares based on historical volatility of its own stock price during the period that matches the expected remaining life of the Warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the Warrants. The expected life of the Warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates remaining at zero.
The following reflects the inputs and assumptions used:
| January 24, 2022 | May 23, 2022 | December 31, 2022 | December 31, 2023 | December 31, 2024 | December 31, 2025 | June 30, 2026 | ||||||||||||||||||||||
| Exercise price | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Share price | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Expected term from grant date (in years) | ||||||||||||||||||||||||||||
| Expected volatility | % | % | % | % | ||||||||||||||||||||||||
| Risk-free interest rate | % | % | % | % | % | % | ||||||||||||||||||||||
| Dividend yield (per share) | ||||||||||||||||||||||||||||
During
the year ended December 31, 2022, L1 Capital exercised the Initial Warrant for at $
| F-11 |
The movement of warrant liabilities is summarized as follows:
| Balance as of January 1, 2022 | $ | |||
| Issuance of Initial Warrant as of January 24, 2022 | ||||
| Issuance of Second Warrant as of May 23, 2022 | ||||
| warrant shares exercised on June 16, 2022 | ( | ) | ||
| warrant shares exercised on August 18, 2022 | ( | ) | ||
| warrant shares exercised on August 29, 2022 | ( | ) | ||
| Change in fair value of warrant liabilities | ( | ) | ||
| Balance as of December 31, 2022 | $ | |||
| Change in fair value of warrant liabilities for the year | ( | ) | ||
| Balance as of December 31, 2023 | $ | |||
| Change in fair value of warrant liabilities | ||||
| Balance as of December 31, 2024 | $ | |||
| Change in fair value of warrant liabilities | ( | ) | ||
| Balance as of December 31, 2025 | $ | |||
| Change in fair value of warrant liabilities | ( | ) | ||
| Balance as of June 30, 2026 |
NOTE 7 – OPERATING LEASES
The Company accounts for leases in accordance with ASC Topic 842, Leases (“ASC 842”). All contracts are evaluated to determine whether or not they represent a lease. A lease conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The Company has operating leases primarily consisting of facilities with remaining lease terms of one year to three years. The lease term represents the period up to the early termination date unless it is reasonably certain that the Company will not exercise the early termination option.
Leases are classified as finance or operating in accordance with the guidance in ASC 842. The Company did not hold any finance leases as of June 30, 2026 and December 31, 2025.
The Company also has certain short-term leases related to equipment and tools. A short-term lease is a lease with a term of 12 months or less and does not include the option to purchase the underlying asset that the Company would expect to exercise. The Company has elected to adopt the short-term lease exemption in ASC 842 and as such has not recognized a “right of use” asset or lease liability for these short-term leases.
The
Company’s lease agreements do not specify an implicit borrowing rate, and generally, the lease discounted rate is set at a collateralized
basis for a similar term of incremental borrowing rate as the underlying lease. However, as of June 30, 2026, the Company has not obtained
borrowings from financial institutions for a number of years, making the use of a standalone incremental borrowing rate
inappropriate to the new lease agreement.
The components of lease expense were as follows for each of the periods presented:
| June 30, 2026 | June 30, 2025 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Operating lease expense | $ | $ | ||||||
| Short-term lease expense | ||||||||
| Total operating lease costs | $ | $ | ||||||
| Other information | ||||||||
| Operating cash flows used in operating leases | ||||||||
| Weighted average remaining lease term (in years) | ||||||||
| Weighted average discount rate | % | % | ||||||
Future lease payments included in the measurement of operating lease liabilities as of June 30, 2026 were as follows:
| June 30, 2026 | ||||
| The remainder of 2026 | $ | |||
| 2027 | ||||
| Total lease liabilities | ||||
| Less: discount on operating lease liabilities | ( | ) | ||
| Present value of operating lease liabilities | ||||
| Less: Current portion of operating lease liabilities | ( | ) | ||
| Non-current portion of operating lease liabilities | $ | |||
| F-12 |
NOTE 8 – TAXES
The current and deferred components of the income tax provision are substantially attributable to the Company’s subsidiaries in Indonesia. Due to the unrecovered expenditure on the Company’s Kruh Block operations, there was provision for income taxes for the six months ended June 30, 2026 and 2025, respectively.
The
effective tax rate is based on expected income and statutory tax rates. For interim financial reporting, the Company estimates the annual
tax rate based on projected taxable income for the full year and records an interim income tax provision in accordance with guidance
on accounting for income taxes in an interim period. As the year progresses, the Company refines the estimates of the year’s taxable
income as new information becomes available. The Company’s effective tax rates for the six months ended June 30, 2026 and 2025
were
The Company did not incur any interest and penalties related to potential underpaid income tax expenses.
NOTE 9 – EQUITY
As
of June 30, 2026 and December 31, 2025, there were and Ordinary Shares issued and outstanding. The change in outstanding
Ordinary Shares was due to the issuance of Ordinary Shares under the ATM offering. For the six months ended June 30, 2026, there were
Ordinary Shares sold and issued through the ATM offering, and the Company received net proceeds of approximately $
On December 29, 2025, pursuant to the fourth amendment to the employment agreement of the Company’s President, Frank Ingriselli, the Company granted Mr. Ingriselli Ordinary Shares which vested on July 1, 2026. Such Ordinary Shares were valued at $ per share which is based on the closing price of the shares traded on NYSE American Exchange on December 29, 2025. The Company recorded $ share based compensation expenses as of June 30, 2026.
NOTE 11 – RELATED PARTY TRANSACTIONS
The following is a list of the major related parties and the relationship with the Company as of June 30, 2026 and 2025:
| Name of the related parties | Relation with the Company | |
| Maderic Holding Limited | ||
| HFO Investment Group Ltd | ||
| Dr. Wirawan Jusuf | ||
| Frank C. Ingriselli | ||
| Chia Hsin “Charlie” Wu | ||
| Mirza F. Said | ||
| James J. Huang | ||
| Gregory L. Overholtzer | ||
| Chiu Chen-Chia | ||
| Chiu Chen-Ta | ||
| PT. Wiranusa Karana Mardika |
| F-13 |
The Company’s related party, PT. Wirannusa Karana Mardika (PT WKM) provides office space for Kerja Sama Operasi/Joint Operation with Pertamina (KSO), PT Cogen Nusantara Energi (CNE), PT Harvel Nusantara Energi (HNE) and PT Hutama Wiranusa Energi (HWE). KSO related expenses are recorded under lease operating expense and rental related to other related parties are recorded under general and administrative expenses. The related party rental expenses for the six months ended June 30, 2026 and 2025 were as follows:
| June 30, | June 30, | |||||||
| 2026 | 2025 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| General and administrative expense | $ | $ | ||||||
| Leasing operating expense | ||||||||
| Total | $ | $ | ||||||
As of June 30, 2026 and December 31, 2025, the amount due to related parties of the Company was listed as below:
| June 30, | December 31, | |||||||
| Amount due to related parties | 2026 | 2025 | ||||||
| (Unaudited) | (Audited) | |||||||
| PT. Wiranusa Karana Mardika | $ | $ | ||||||
| Total | $ | $ | ||||||
Since
January 1, 2023, the Company leased Giesmart Plaza Zone 2 and Zone 1, 3&4 for KSO and combined office space for CNE, HNE and HWE,
respectively, from PT WKM. PT WKM is owned by the Company’s CEO, Dr. Wirawan Jusuf, who holds
NOTE 12 – COMMITMENTS AND CONTINGENCIES
Litigation
From time to time, the Company may be subject to routine litigation, claims, or disputes in the ordinary course of business. Litigation or any other legal or administrative proceeding, regardless of the outcome, is likely to result in substantial cost and diversion of our resources, including our management’s time and attention. The Company defends itself vigorously in all such matters. In the opinion of management, no pending or known threatened claims, actions or proceedings against the Company are expected to have a material adverse effect on its financial position, results of operations or cash flows. However, the Company cannot predict with certainty the outcome or effect of any such litigation or investigatory matters or any other pending litigation or claims. There can be no assurance as to the ultimate outcome of any such lawsuits and investigations. The Company had no significant pending litigation as of June 30, 2026 and December 31, 2025.
Commitments
As a requirement to acquire and maintain the operatorship of oil and gas blocks in Indonesia, the Company follows a work program and budget that includes firm capital commitments.
Currently, Kruh Block is operated under a KSO until May 2030, which was extended to September, 2035 in August 2023. The Company has material commitments related to its development and exploration activities in the Kruh Block and material commitments in regard to the exploration activity in the Citarum Block under a Production Sharing Contract with the Indonesian Special Task Force for Upstream Oil and Gas Business Activities (known as SKK Migas) (the “PSC”). The following table summarizes future commitments amounts on an undiscounted basis as of June 30, 2026 for all the planned expenditures to be carried out in Kruh Block and Citarum Block (this table takes into account the Company’s updated drilling plans for Kruh Block):
| F-14 |
| Future commitments (Unaudited) | |||||||||||||||
| Nature of commitments | Remainder of 2026 | 2027 | 2028 and beyond | ||||||||||||
| Citarum Block PSC | |||||||||||||||
| Geological and geophysical (G&G) studies | (a) | $ | $ | $ | |||||||||||
| 2D seismic | (a) | ||||||||||||||
| 3D seismic | (a) | ||||||||||||||
| Drilling | (b)(c) | ||||||||||||||
| Total commitments - Citarum PSC | $ | $ | $ | ||||||||||||
| Kruh Block KSO | |||||||||||||||
| Operating commitments | (d) | $ | $ | $ | |||||||||||
| Production facility | |||||||||||||||
| G&G studies | (a) | ||||||||||||||
| 2D seismic | |||||||||||||||
| 3D seismic | |||||||||||||||
| Drilling | (a) | ||||||||||||||
| Workover | |||||||||||||||
| Certification | |||||||||||||||
| Abandonment and Site Restoration | (c) | ||||||||||||||
| Total commitments - Kruh KSO | $ | $ | $ | ||||||||||||
| Total Commitments | $ | $ | $ | ||||||||||||
Nature of commitments:
| (a) | ||
| (b) | ||
| (c) | ||
| (d) |
| F-15 |
NOTE 13 – SEGMENT REPORTING
The Company uses the “management approach” in determining reportable segments. The management approach considers the internal organization and reporting used by the Company’s chief operating decision maker (CODM) for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. The Company’s CODM has been identified as the chief executive officer, who reviews consolidated results when making decisions about allocating resources and assessing performance of the Company.
The Company manages its business as a single operating segment engaged in upstream oil and gas industry in Indonesia. Substantially all of its revenues are derived in Indonesia. All long-lived assets are located in Indonesia. Therefore, no geographical segments are presented.
The Company has provided this segment information for all comparable prior periods. Segment information is summarized as follows:
June 30, 2026 | June 30, 2025 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| Oil and gas revenues | $ | $ | ||||||
| Lease operating expense | ( | ) | ( | ) | ||||
| Depletion, depreciation, and amortization | ( | ) | ( | ) | ||||
| General and administrative expenses | ( | ) | ( | ) | ||||
| Total other expense, net | ( | ) | ( | ) | ||||
| Result of oil and gas producing operations before income taxes | $ | ( | ) | $ | ( | ) | ||
| Segment net loss | $ | ( | ) | $ | ( | ) | ||
| Reconciliation of profit or loss | ||||||||
| Adjustment and reconciling items | ||||||||
| Consolidated net loss | $ | ( | ) | $ | ( | ) | ||
NOTE 14 – SUBSEQUENT EVENTS
The Company evaluated all events up to the date of the issuance of the report and determined that below events that would have required adjustment or disclosure in the unaudited condensed consolidated financial statements.
On July 1, 2026, the 30,000 Ordinary Shares granted to the Company's President on December 29, 2025 vested.
On July 25, 2026, the Company
spudded the K-29 well at the Kruh Block. The well reached a total measured depth of approximately
| F-16 |