$NUAI

New ERA Energy & Digital, Inc.

CIK:0002028336|SEC Filings

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
Revenues, net
Natural gas, and product sales, net	$ 36,497	$ 209,114	$ 551,084	$ 535,569
Total revenues, net	36,497	209,114	551,084	535,569
Costs and expenses
Lease operating expenses	182,360	308,385	478,413	568,865
Impairment expense	250,000		625,000
Depletion, depreciation, amortization, and accretion	394,350	232,018	769,210	430,427
General and administrative expenses	16,091,330	1,532,520	25,253,525	3,469,174
Total costs and expenses	16,918,040	2,072,923	27,126,148	4,468,466
Loss from operations	(16,881,543)	(1,863,809)	(26,575,064)	(3,932,897)
Other income (expenses)
Interest income	44,704	10,948	56,290	26,328
Interest expense	(615,990)	(1,515,986)	(2,417,414)	(2,958,108)
Change in fair value of derivative asset		156,659		141,256
Change in fair value of derivative liability	772,893	(99,274)	1,085,587	91,703
Change in fair value of deferred equity consideration	(3,698,652)		(3,351,961)
Loss on debt extinguishment	(70,657)		(70,657)
Other, net	6,620	(294,542)	6,620	(294,542)
Total other income (expenses)	(3,561,082)	(1,742,195)	(4,691,535)	(2,993,363)
Loss before income taxes	(20,442,625)	(3,606,004)	(31,266,599)	(6,926,260)
Income taxes
Net loss	$ (20,442,625)	$ (3,606,004)	$ (31,266,599)	$ (6,926,260)
Net loss per share - basic (in Dollars per share)	$ (0.21)	$ (0.21)	$ (0.41)	$ (0.45)
Net loss per share - diluted (in Dollars per share)	$ (0.21)	$ (0.21)	$ (0.41)	$ (0.45)
Weighted average number of common shares outstanding, basic (in Shares)	98,171,489	16,904,066	77,020,164	15,390,821
Weighted average number of common shares outstanding, diluted (in Shares)	98,171,489	16,904,066	77,020,164	15,390,821

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (31,266,599)	$ (6,926,260)
Adjustments to reconcile net loss to net cash used in operating activities:
Depletion, depreciation, amortization, and accretion	769,210	430,427
Change in fair value of derivative assets and liabilities	(1,085,587)	(232,959)
Change in fair value of deferred equity consideration	3,351,961
Loss on debt extinguishment	70,657
Impairment of long-lived assets	625,000
Amortization of debt discount and debt issuance costs	1,021,742	2,344,697
Stock-based compensation	14,169,558
Changes in operating assets and liabilities:
Accounts receivable	(296,920)	(118,154)
Prepaid and other current assets	(795,981)	330,762
Accounts payable	1,137,831	(788,397)
Accrued and other current liabilities	1,584,469	281,751
Due to related parties	(165,000)	(1,354)
CASH USED IN OPERATING ACTIVITIES	(10,879,659)	(4,679,487)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of land	(4,538,891)
Purchase of member interest, net of cash acquired	(5,095,699)
Payments related to project assignment rights	(625,000)
Investment in oil and natural gas properties	(196,079)
Investment in joint venture		(75,000)
Investment in property, plant and equipment, net	(1,365,528)	(802,546)
CASH USED IN INVESTING ACTIVITIES	(11,821,197)	(877,546)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock, net of issuance cost	112,458,424	8,413,964
Repayment of note payable	(3,347,500)
Proceeds from exercise of warrants	26,228,659
Proceeds from term note	19,367,500
Proceeds from convertible note, net of transaction costs		2,790,000
Repayment on convertible note		(1,416,667)
Debt issuance costs	(939,497)	(84,183)
Repayment of convertible note	(50,000,000)
Proceeds from related party receivable	2,551,932
CASH PROVIDED BY FINANCING ACTIVITIES	106,319,518	9,703,114
Change in cash, cash equivalents and restricted cash	83,618,662	4,146,081
Cash, cash equivalents and restricted cash, beginning of period	1,202,728	1,053,744
Cash, cash equivalents and restricted cash, end of period	84,821,390	5,199,825
SUPPLEMENTAL CASH FLOW DISCLOSURES:
Cash paid for interest	1,359,668	462,331
SUPPLEMENTAL NON-CASH DISCLOSURES:
Related party note issued as part of consideration for asset acquisition	5,000,000
Convertible debt issued as part of consideration for asset acquisition	50,000,000
Common stock issued as part of consideration for asset acquisition	12,324,961
Equity method investment in joint venture reclassified upon consolidation	3,631,005
Acquisition of assets through issuance of note payable	3,347,500
Shares withheld for taxes upon exercise of stock options	33,470
Related party debt and interest converted to common shares	$ 5,006,849

Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2026	Dec. 31, 2025
Current Assets
Cash and cash equivalents	$ 69,821,390	$ 1,202,728
Restricted cash	15,000,000
Accounts receivable, net	1,237,988	941,068
Prepaid expenses and other current assets	1,684,397	891,700
Related party receivable		2,551,932
Restricted investments	1,407,985	1,384,708
Total Current Assets	89,151,760	6,972,136
Oil and natural gas properties, net	3,204,407	3,296,958
Property and equipment, net	1,933,774	116,774
Land	80,405,447
Investment in Joint Venture		3,631,005
Prepaid expenses - non-current		120,000
Total Assets	174,695,388	14,136,873
Current Liabilities
Accounts payable	2,415,018	1,277,187
Accrued liabilities	3,596,975	691,159
Excise taxes payable		1,402,934
Withholding taxes payable		800,018
Due to related parties		165,000
Asset retirement obligation - current	260,000
Other liabilities - current		90,740
Total Current Liabilities	6,271,993	4,427,038
Embedded derivative liability	2,150,000
Note payable, net	15,172,929
Asset retirement obligation	12,515,499	12,319,132
Total Liabilities	36,110,421	16,746,170
Commitments and Contingencies (Note 9)
Stockholders’ Equity (Deficit)
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, none issued or outstanding as of June 30, 2026 and December 31, 2025
Common stock, $0.0001 par value, 245,000,000 shares authorized, 106,665,286 issued and 106,490,928 outstanding at June 30, 2026; 53,623,529 issued and 53,449,171 outstanding at December 31, 2025	10,670	5,366
Treasury stock, 174,358 shares at June 30, 2026 and December 31, 2025	(17)	(17)
Additional Paid-in Capital	213,198,956	40,743,397
Accumulated deficit	(74,624,642)	(43,358,043)
Total Stockholders’ Equity (Deficit)	138,584,967	(2,609,297)
Total Liabilities and Stockholders’ Equity (Deficit)	$ 174,695,388	$ 14,136,873