UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,WASHINGTON, D.C. 20549

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2023

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

For the transition period from _______ to _______.

For the quarterly period ended December 31, 2017

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

Commission File Number: 001-32508

CAMBER ENERGY, INC.

(Exact name of registrant as specified in its charter)file number: 000-29219

4040 Broadway,15915 Katy Freeway, Suite 425, San Antonio, Texas 78209450

Houston, TX 77094

(Address of principal executive offices) (Zip Code)

(713)-528-1881

(281) 404 4387

(Registrant’s telephone number, including area code)

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

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

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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post 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“large accelerated filer,” “accelerated“accelerated filer,” “smaller reporting company,” and “smaller reporting company” and “emerging“emerging growth company”company” in Rule 12b-2 of the Exchange Act.

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 ☒

IndicateAPPLICABLE ONLY TO CORPORATE ISSUERS

As of August 7, 2023, the number ofregistrant had 88,449,690 shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date.outstanding.

CAMBER ENERGY, INC.

TABLE OF CONTENTS

Part I – Financial Information

Page PART I.Item 1 FINANCIAL INFORMATION 3 ITEM 1. Financial Statements 3 Consolidated Balance Sheets as of June 30, 2023 and December 31, 2017 (Unaudited) and March 31, 20172022 (unaudited) 3 Consolidated Statements of Operations for the Threethree and Nine Months Ended December 31, 2017six months ended June 30, 2023 and 2016 (Unaudited)2022 (unaudited) 4 Consolidated Statements of Cash Flows for the Nine Months Ended December 31, 2017six months ended June 30, 2023 and 2016 (Unaudited)2022 (unaudited) 5 Consolidated Statements of Changes in Stockholders’ Deficit for the six months ended June 30, 2023 and 2022 (unaudited) 6 Notes to the Consolidated Financial Statements (Unaudited)(unaudited) 6 7 Item 2 ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 21 33 Item 3 ITEM 3. Quantitative and Qualitative Disclosures about Market Risk 29 40 Item 4 ITEM 4. Controls and Procedures 30 41 PART II. OTHER INFORMATIONPart II – Other Information 31 ITEM 1.Item 1 Legal Proceedings 31 42 Item 2 ITEM 1A. Risk Factors 31 ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds 33 43 Item 3 ITEM 3. Defaults Upon Senior Securities 35 43 Item 4 ITEM 4. Mine Safety Disclosures 35 43 Item 5 Other Information 43 Item 6 Exhibits 44   ITEM 5. Other Information 352 ITEM 6.Table of Contents Exhibits 35 SIGNATURES 36 EXHIBIT INDEX 37   PART 1. I—FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS   CAMBER ENERGY, INC. CONSOLIDATED BALANCE SHEETS (Unaudited) Consolidated Balance Sheets (unaudited)       December 31,     March 31,       2017     2017   ASSETS Current Assets                 Cash   $ 947,242     $ 705,234   Restricted Cash     369,322       1,684,527   Accounts Receivable     1,429,571       1,218,251   Inventories     —       202,677   Other Current Assets     447,321       119,995   Total Current Assets     3,193,456       3,930,684                     Property and Equipment                 Oil and Gas Properties - Subject to Amortization     60,077,450       73,791,362   Oil and Gas Properties - Not Subject to Amortization     23,267,973       28,947,400   Other Property and Equipment     1,570       441,201   Total Property and Equipment     83,346,993       103,179,963   Accumulated Depletion, Depreciation, Amortization and Impairment     (68,492,131 )     (67,398,804 ) Total Property and Equipment, Net     14,854,862       35,781,159   Other Assets     137,953       146,369   Total Assets   $ 18,186,271     $ 39,858,212                     LIABILITIES AND STOCKHOLDERS’ DEFICIT                 Current Liabilities                 Accounts Payable   $ 3,418,819     $ 3,094,131   Common Stock Payable     230,960       59,471   Accrued Expenses     1,156,061       778,736   Notes Payable, Net of Discount     —       1,229,021   Current Portion of Long-Term Notes Payable, Net of Discount     35,958,029       43,052,628   Total Current Liabilities     40,763,869       48,213,987                     Long-term Notes Payable, Net of Discount     223,253       145,695   Asset Retirement Obligations     812,942       2,045,847   Derivative Liability     743       21,662   Total Liabilities     41,800,807       50,427,191                     Commitments and Contingencies                                   Stockholders’ Deficit                 Preferred Stock Series A, 2,000 Shares Authorized of $0.001 Par, -0- Shares Issued and Outstanding     —       —   Preferred Stock Series B, 600,000 Shares Authorized of $0.001 Par, 408,508 and 552,000 Shares Issued and Outstanding, respectively     409       552   Preferred Stock Series C, 500,000 Shares Authorized of $0.001 Par, 817 and 404 Shares Issued and Outstanding, respectively     1       1   Common Stock, 500,000,000 Shares Authorized of $0.001 Par, 77,300,904 and 27,115,868 Shares Issued and Outstanding, respectively     77,301       27,116   Additional Paid-in Capital     138,994,171       134,894,736   Stock Dividends Distributable     1,795,519       598,650   Accumulated Deficit     (164,481,937 )     (146,090,034 ) Total Stockholders’ Deficit     (23,614,536 )     (10,568,979 ) Total Liabilities and Stockholders’ Deficit   $ 18,186,271     $ 39,858,212       June 30,     December 31,       2023     2022                 ASSETS                           Current assets             Cash   $ 137,485     $ 1,166,596   Prepaid expenses     283,333       56,833   Total current assets     420,818       1,223,429                     Oil and gas properties, full cost method                 Proved developed producing oil and gas properties, net     60,701       63,267   Total oil and gas properties, net     60,701       63,267                     Due from Viking Energy Group, Inc.     4,852,300       6,572,300   Equity method investment     25,306,586       26,837,718                     TOTAL ASSETS   $ 30,640,405     $ 34,696,714                     LIABILITIES AND STOCKHOLDERS DEFICIT                                   Current liabilities                 Accounts payable   $ 1,487,924     $ 791,499   Accrued expenses and other current liabilities     4,511,940       3,549,620   Current taxes payable     3,000       3,000   Warrant liability     -       5,894,179   Derivative liability     5,069,152       7,592,744   Total current liabilities     11,072,016       17,831,042                     Long-term debt - net of current portion     35,523,337       33,927,760   Asset retirement obligation     64,523       61,545                     TOTAL LIABILITIES     46,659,876       51,820,347                     Commitments and contingencies (Note 11)     -       -                     STOCKHOLDERS' DEFICIT                 Preferred Stock Series C, 5,200 shares authorized of $0.001 par value, 100 and 270 shares issued and outstanding as of June 30, 2023 and December 31, 2022, liquidation preference of $1,000,000 and  $2,700,000 at June 30, 2023 and December 31, 2022, respectively.     1       1   Preferred Stock Series G, 25,000 authorized, $.001 par value, 5,272 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively, liquidation preference of $0 as of June 30, 2023 and December 31, 2022 respectively     5       5   Common stock, 500,000,000 shares authorized of $0.001 par value, 26,538,285 and 18,092,663 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively.     26,538       18,093   Additional paid-in-capital     573,409,360       571,888,348   Accumulated Deficit     (589,455,375 )     (589,030,080 )                   TOTAL STOCKHOLDERS' DEFICIT     (16,019,471 )     (17,123,633 )                   TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT   $ 30,640,405     $ 34,696,714     The accompanying notes are an integral part of these unaudited consolidated financial statements.   3 CAMBER ENERGY, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Table of Contents       Three Months Ended     Nine Months Ended       December 31,     December 31,       2017     2016     2017     2016   Operating Revenues                                 Crude Oil   $ 222,702     $ 484,016     $ 897,952     $ 1,139,152   Natural Gas     567,982       636,619       1,648,387       805,617   Natural Gas Liquids     1,365,100       790,185       2,994,303       1,013,809   Total Revenues     2,155,784       1,910,820       5,540,642       2,958,578   Operating Expenses                                 Lease Operating Expenses     1,194,629       1,298,475       3,642,733       2,074,999   Severance and Property Taxes     113,778       89,606       277,580       165,174   Depreciation, Depletion, Amortization, and Accretion     436,776       1,286,684       1,443,765       1,946,366   Impairment of Oil and Gas Properties     1,875,000       —       4,025,374       48,990,520   Loss on Sale of Oil and Gas Properties     3,851,461       —       3,850,266       —   General and Administrative     2,767,610       1,310,119       5,480,803       3,009,540   Total Operating Expenses     10,239,254       3,984,884       18,720,521       56,186,599   Operating Loss     (8,083,470 )     (2,074,064 )     (13,179,879 )     (53,228,021 )                                   Other Expense (Income)                                 Interest Expense     943,356       1,457,827       5,106,697       2,384,716   Other Expense (Income), Net     69,983       865,685       105,327       961,465   Total Other Expenses     1,013,339       2,323,512       5,212,024       3,346,181                                     Net Loss   $ (9,096,809 )   $ (4,397,576 )   $ (18,391,903 )   $ (56,574,202 )                                   Net Loss Per Common Share                                 Basic and Diluted   $ (0.15 )   $ (0.20 )   $ (0.42 )   $ (5.64 ) Weighted Average Number of Common Shares Outstanding, Basic and Diluted     61,439,605       21,782,632       43,531,601       10,039,130   CAMBER ENERGY, INC. Consolidated Statements of Operations (Unaudited)     June 30,     June 30,       2023     2022     2023     2022                             Revenue                         Oil and gas sales   $ 83,648     $ 171,651     $ 177,119     $ 308,058                                     Operating expenses                                 Lease operating costs     32,015       41,365       75,100       90,730   General and administrative     2,125,630       1,096,624       3,544,844       2,074,614   Stock based compensation     -       -       -       123,754   Depreciation, depletion, amortization and accretion     2,722       2,870       5,544       5,737                                     Total operating expenses     2,160,367       1,140,859       3,625,488       2,294,835                                     Loss from operations     (2,076,719 )     (969,208 )     (3,448,369 )     (1,986,777 )                                   Other income (expense)                                 Interest expense     (1,175,814 )     (804,857 )     (2,334,107 )     (1,966,132 ) Equity (deficit) in earnings of unconsolidated entities     (433,293 )     (1,038,680 )     (1,531,132 )     (2,004,560 ) Gain (loss) on derivative liability     5,606,607       7,407,750       6,888,313       (57,602,973 )                                   Total other income (expense)     3,997,500       5,564,213       3,023,074       (61,573,665 )                                   Net income (loss) before income taxes     1,920,781       4,595,005       (425,295 )     (63,560,442 ) Income tax benefit (expense)     -       -       -       -                                     Net income (loss) attributable to Camber Energy, Inc.     1,920,781       4,595,005       (425,295 )     (63,560,442 ) Less preferred dividends     -       -       -       -                                     Net income (loss) attributable to common stockholders   $ 1,920,781     $ 4,595,005     $ (425,295 )   $ (63,560,442 )                                   Income (loss) per weighted average number of common shares outstanding - basic and diluted   $ 0.08     $ 0.58     $ (0.02 )   $ (9.01 )                                   Weighted average number of common shares outstanding                                 Basic and Diluted     22,619,571       7,904,151       21,177,232       7,056,682      The accompanying notes are an integral part of these unaudited consolidated financial statements.   4 CAMBER ENERGY, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Table of Contents       Nine Months Ended       December 31,       2017     2016   Cash Flows from Operating Activities                 Net Loss   $ (18,391,903 )   $ (56,574,202 ) Adjustments to reconcile net loss to net cash used in operating activities:                 Depreciation, Depletion, Amortization and Accretion     1,443,765       1,946,366   Impairment of Oil and Gas Properties     4,025,374       48,990,520   Loss on Sale of Oil and Gas Properties     3,850,266       —   Loss on Sale of Fixed Assets     6,503       —   Gain on Settlement of Account Payable     —       (44,278 ) Share-Based Compensation     963,280       86,484   Amortization of Discount on Notes     867,017       1,423,203   Change in Fair Value of Derivative Liability     (20,919 )     (67,572 ) Changes in Components of Working Capital and Other Assets:                 Accounts Receivable     (211,320 )     (1,382,777 ) Other Current Assets     (327,326 )     (60,542 ) Accounts Payable and Accrued Expenses     4,176,296       (595,328 ) Net Cash Used in Operating Activities     (3,618,967 )     (6,278,126 )                   Investing Cash Flows                 Cash Paid for Segundo Acquisition     —       (4,975,000 ) Cash Paid for Oil and Gas Property Development Costs     (1,208,571 )     (1,552,026 ) Proceeds from Sale of Oil and Gas Properties     1,949,129       —   Proceeds from Sale Fixed Assets     10,069       —   Cash Paid for Other Property and Equipment     (1,570 )     (17,001 ) Cash Paid for Deposits     —       (62,653 ) Proceeds from Deposits     8,416       —   Net Provided by (Used in) Investing Activities     757,473       (6,606,680 )                   Financing Cash Flows                 Proceeds from Issuance of Notes Payable     150,000       43,140,000   Principal Repayments of Notes Payable     (2,361,703 )     (34,636,615 ) Proceeds from Exercise of Warrants     —       4,072,500   Proceeds from Issuance of Convertible Notes     —       150,000   Cash Released from Restricted Cash     1,315,205       (2,398,929 ) Proceeds from Issuance of Series C Preferred Stock and Warrants     4,000,000       5,000,000   Stock Placement Fees Paid     —       (659,578 ) Net Cash Provided by Financing Activities     3,103,502       14,667,378                     Increase in Cash     242,008       1,782,572   Cash at Beginning of the Period     705,234       197,662   Cash at End of the Period   $ 947,242     $ 1,980,234   CAMBER ENERGY, INC. Consolidated Statements of Cash Flows (Unaudited)     Six Months Ended       June 30,       2023     2022                 Cash flows from operating activities:                           Net Income (loss)   $ (425,295 )   $ (63,560,442 )                   Adjustments to reconcile net loss to cash provided (used) by operating activities                 Stock-based compensation     -       123,754   Depreciation, depletion, amortization and accretion     5,544       5,737   Change in fair value of derivative and warrant liability     (6,888,313 )     57,602,973   Amortization of debt discount     1,595,577       1,569,131   (Equity) deficit in earnings of unconsolidated entity     1,531,132       2,004,560   Changes in operating assets and liabilities                 Accounts receivable     -       18,005   Prepaid expenses and other assets     198,500       (170,500 ) Accounts payable and accrued expenses     1,233,744       274,278                     Net cash used in operating activities     (2,749,111 )     (2,132,504 )                   Cash flows from investing activities:                 Loans to Viking     -       (3,922,300 ) Repayments received from Viking     1,720,000       -                     Net cash provided (used) in investing activities     1,720,000       (3,922,300 )                   Cash flows from financing activities:                 Redemption of Series C Preferred Stock     -       (18,850,000 ) Redemption of Series G Preferred Stock     -       (2,750,000 ) Proceeds from long-term debt     -       25,000,000   Repayment of long-term debt     -       (1,000,000 )                   Net cash provided (used) in financing activities     -       2,400,000                     Net decrease in cash     (1,029,111 )     (3,654,804 ) Cash, beginning of period     1,166,596       5,854,382                     Cash, end of period   $ 137,485     $ 2,199,578                     Supplemental Cash Flow Information                 Cash paid for:                 Interest   $ 5,232     $ 63,368   Taxes   $ -     $ -                     Supplemental disclosure of Non-Cash Investing and Financing Activities:                 Financed insurance premiums   $ 425,000     $ -     The accompanying notes are an integral part of these unaudited consolidated financial statements.   5 CAMBER ENERGY, INC. NOTES TO FINANCIAL STATEMENTS  (Unaudited) Table of Contents   NOTE 1 – GENERAL CAMBER ENERGY, INC. Consolidated Statements of Changes in Stockholders’ Deficit (Unaudited) Six Months Ended June 30, 2023 and 2022   Incorporated in Nevada in December 2003 under the name Panorama Investments Corp., the Company changed its name to Lucas Energy, Inc. effective June 9, 2006 and effective January 4, 2017, the Company changed its name to Camber Energy, Inc.     Series C     Series G                             Total       Preferred Stock     Preferred Stock     Common Stock     Additional           Stockholders'       Number           Number           Number           Paid In     Accumulated     (Deficit)       Of Shares     Amount     Of Shares     Amount     Of Shares     Amount     Capital     Deficit     Equity                                                           For the six months ended June 30, 2023                                                                                                               Balances, December 31, 2022     270     $ 1       5,272     $ 5       18,092,663     $ 18,093     $ 571,888,348     $ (589,030,080 )   $ (17,123,633 )                                                                           Common Shares issued for:                                                                         Conversion of Series C preferred stock     (170 )     -       -       -       4,497,623       4,497       (4,497 )     -       -   True-Up Shares     -       -       -       -       3,947,999       3,948       1,525,509       -       1,529,457   Net Loss     -       -       -       -       -       -       -       (425,295 )     (425,295 )                                                                           Balances June 30, 2023     100     $ 1       5,272     $ 5       26,538,285     $ 26,538     $ 573,409,360     $ (589,455,375 )   $ (16,019,471 )                                                                                                                                                                                                                               For the six months ended June 30, 2022                                                                                                                                                   Balances, December 31, 2021     3,886     $ 4       10,544     $ 10       5,142,641     $ 5,143     $ 409,469,406     $ (481,288,115 )   $ (71,813,552 )                                                                           Common Shares issued for:                                                                         Conversion of Series C Preferred Stock     (1,527 )     (1 )     -       -       3,236,693       3,237       88,226,275       -       88,229,511   True-Up Shares     -       -       -       -       763,703       764       25,411,976       -       25,412,740   Issuance of Common Shares for Consulting Fees     -       -       -       -       2,800       3       123,751       -       123,754   Redemption of Series C preferred stock for cash     (1,664 )     (2 )     -       -       -       -       (18,849,998 )     -       (18,850,000 ) Redemption of Series G preferred stock     -       -       (5,272 )     (5 )     -       -       (2,749,995 )     -       (2,750,000 ) Warrants issued for debt discount     -       -       -       -       -       -       14,763,393       -       14,763,393   Net Loss     -       -       -       -       -       -       -       (63,560,442 )     (63,560,442 )                                                                           Balances June 30, 2022     695     $ 1       5,272     $ 5       9,145,837     $ 9,146     $ 516,394,808     $ (544,848,557 )   $ (28,444,597 )   The accompanying notes are an integral part of these unaudited interim consolidated financial statementsstatements. 6 Table of Contents CAMBER ENERGY, INC. Notes to Consolidated Financial Statements (Unaudited) NOTE 1 RELATIONSHIP WITH AND OWNERSHIP OF VIKING ENERGY GROUP, INC. On December 23, 2020 Camber Energy, Inc. (“Camber” or, the “Company”) acquired a 51% interest in Viking Energy Group, Inc. (“Viking”). On January 8, 2021 and on July 29, 2021 the Company acquired additional interests in Viking resulting in the Company owning approximately 60.9% of the outstanding common shares of Viking at June 30, 2023. The Company accounts for its investment in Viking under the equity method of accounting because the Company has the ability to exercise significant influence over the operating and financial policies of Viking, but not control. The December 2020, January 2021 and July 2021 transactions and a merger agreement signed between Camber and Viking in February 2021 are described further below. December 23, 2020 Transaction On December 23, 2020, the Company entered into a Securities Purchase Agreement with Viking, pursuant to which Camber acquired 26,274,510 shares (“Camber’s Investment”) of Viking common stock (“Camber’s Viking Shares”), which constituted 51% of the total outstanding common stock of Viking, in consideration of (i) Camber’s payment of $10,900,000 to Viking (the “Cash Purchase Price”), and (ii) cancellation of $9,200,000 in promissory notes issued by Viking to Camber (“Camber’s Viking Notes”). Pursuant to the purchase agreement, Viking was obligated to issue additional shares of Viking common stock to Camber, if necessary, to ensure Camber owned at least 51% of the common stock of Viking through July 1, 2022. In connection with Camber’s Investment, the Company and Viking terminated their previous merger agreement, dated August 31, 2020, as amended, and the Company assigned its membership interests in the Company’s unconsolidated subsidiary, Elysium Energy Holdings, LLC (“Elysium”), to Viking. Also in connection with Camber’s Investment, effective December 23, 2020, the Company (i) borrowed $12,000,000 from an institutional investor; (ii) issued the investor a promissory note in the principal amount of $12,000,000, accruing interest at the rate of 10% per annum and maturing December 11, 2022 (the “Camber Investor Note”); (iii) granted the Investor a first-priority security interest in Camber’s Viking Shares and Camber’s other assets pursuant to a pledge agreement and a general security agreement, respectively; and (iv) entered into an amendment to the Company’s $6,000,000 promissory note previously issued to the investor dated December 11, 2020 (the “Additional Camber Investor Note”), amending the acceleration provision of the note to provide that the note repayment obligations would not accelerate if the Company increased its authorized capital stock by March 11, 2021 (and the Company increased its authorized capital stock in February 2021 as required). In order to close Camber’s Investment, effective December 23, 2020, Viking entered into a Guaranty Agreement, guaranteeing repayment of the Camber Investor Note and the Additional Camber Investor Note. On December 23, 2020, the Camber Investor Note was funded, and the Company and Viking closed Camber’s Investment, with the Company paying the Cash Purchase Price to Viking and cancelling Camber’s Viking Notes, as additional consideration. In exchange, Viking issued 26,274,510 shares of its common stock to Camber, representing 51% of Viking’s total outstanding common shares, the Viking Shares. At the closing, James Doris and Frank Barker, Jr., Viking’s CEO and CFO, respectively, at the time, were appointed the CEO and CFO of Camber, and Mr. Doris was appointed a member of the Board of Directors of Camber. Acquisition of Additional Viking Shares On January 8, 2021, the Company entered into another purchase agreement with Viking pursuant to which the Company agreed to acquire an additional 16,153,846 shares of Viking common stock (the “Shares”) in consideration of (i) the Company issuing 1,890 shares of Camber’s Series C Redeemable Convertible Preferred Stock to EMC Capital Partners, LLC (“EMC”), one of the Viking’s lenders which held a secured promissory note issued by Viking to EMC in the original principal amount of $20,869,218 in connection with the purchase of oil and gas assets on or about February 3, 2020 (the “EMC Note”); and (ii) EMC considering the EMC Note paid in full and cancelled pursuant to the Cancellation Agreement described below. 7 Table of Contents Simultaneously, on January 8, 2021, Viking entered into a Cancellation Agreement with EMC (the “Cancellation Agreement”) pursuant to which Viking agreed to pay $325,000 to EMC, and EMC agreed to cancel and terminate in the EMC Note and all other liabilities, claims, amounts owing and other obligations under the Note. At the same time, the Company entered into a purchase agreement with EMC pursuant to which (i) the Company agreed to issue 1,890 shares of Camber’s Series C Redeemable Convertible Preferred Stock to EMC, and (ii) EMC agreed to enter into the Cancellation Agreement with Viking to cancel the EMC Note. Merger Agreement with Viking On February 15, 2021, the Company entered into an Agreement and Plan of Merger with Viking, which was amended on April 18, 2023 (as amended, the “Merger Agreement”). The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, a wholly owned subsidiary of the Company (“Merger Sub”) will merge with and into Viking (the “Merger”), with Viking surviving the Merger as a wholly owned subsidiary of the Company. The Merger closed on August 1, 2023, and further details regarding the transaction are included in Note 16 - Subsequent Events.  Although this Quarterly Report on Form 10-Q is filed after completion of the Merger, given that the Merger closed after June 30, 2023, the financial statements herein do not include a consolidation of Viking's financial statements at the Camber level. Rather, the financial statements herein account for Camber's previous investments in Viking under the equity method of accounting, consistent with previously filed financial reports. July 2021 Transaction On July 29, 2021, the Company entered into a Securities Purchase Agreement with Viking to acquire an additional 27,500,000 shares of Viking common stock for an aggregate purchase price of $11,000,000. The proceeds from the transaction were used by Viking to (i) acquire an approximate 60.5% interest Simson-Maxwell, Ltd, a Canadian company engaged in the manufacture and supply of industrial engines, power generation products, services and custom energy solutions; (ii) acquire a license of a patented carbon-capture system for exclusive use in Canada and for a specified number of locations in the United States; and (iii) for general working capital purposes. Accounting for the Viking Investment As noted above, in accordance with the terms of the Viking Investment, Mr. James A. Doris became the President and Chief Executive Officer of the Company, resulting in Mr. Doris being the President and Chief Executive Officer of each of the Company and Viking. Mr. Doris does not own any shares of the Company but he owns or controls shares of Series C Preferred Stock of Viking with significant voting rights. Such voting rights were suspended until July 1, 2022 or if Mr. Doris were no longer the Chief Executive Officer of the Company. The Company has determined that it has the ability to exercise significant influence over the operations and policies of Viking, but not control of Viking given the voting rights associated with Mr. Doris’ Series C Preferred Stock. Consequently, the Company accounts for the Viking Investment under the equity method. NOTE 2 – ORGANIZATION AND OPERATIONS OF THE COMPANY Camber’s aim is to become a growth-oriented diversified energy company. The Company owns minority, non-operated working interests in certain oil & gas wells in Texas and/or Louisiana, and through its investment in Viking, the organization provides custom energy & power solutions to commercial and industrial clients in North America. Viking also holds an exclusive license in Canada to a patented carbon-capture system, and has a majority interest in: (i) an entity with intellectual property rights to a fully developed, patented, proprietary Medical & Bio-Hazard Waste Treatment system using Ozone Technology; and (ii) entities with the intellectual property rights to fully developed, patent pending, proprietary Electric Transmission and Distribution Open Conductor Detection Systems. NOTE 3 – LIQUIDITY AND GOING CONCERN CONSIDERATIONS The Company’s consolidated financial statements included herein have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company generated a net loss of $(425,295) for the six months ended June 30, 2023 as compared to a net loss of $63,560,442 for the six months ended June 30, 2022.  The 2023 income was comprised of, among other things, certain non-cash items with a total net impact of $3,756,060 including: (i) a gain on derivative and warrant liability of $6,888,313 (ii) loss in earnings of unconsolidated entity of $1,531,132; (iii) amortization of debt discount of $1,595,577; and (iv) depreciation, depletion and accretion of $5,544. As of June 30, 2023, the Company has a stockholders’ deficit of $16,019,471 and total long-term debt of $35,523,337, net of debt discount. As of June 30, 2023, the Company has a working capital deficiency of approximately $10.7 million. The largest components of current liabilities creating this working capital deficiency are a derivative liability of $5.1 million. 8 Table of Contents Management believes it will be able to continue to leverage the expertise and relationships of its operational and technical teams to enhance existing assets and identify new development and acquisition opportunities in order to improve the Company’s financial position. The Company may have the ability, if it can raise additional capital, to acquire new assets in a separate division from existing subsidiaries. Nonetheless, recent oil and gas price volatility as a result of geopolitical conditions and the global COVID-19 pandemic have already had and may continue to have a negative impact on the Company’s financial position and results of operations. Negative impacts could include but are not limited to: The Company’s ability to sell our oil and gas production, reduction in the selling price of the Company’s oil and gas, failure of a counterparty to make required hedge payments, possible disruption of production as a result of worker illness or mandated production shutdowns, the Company’s ability to maintain compliance with loan covenants and/or refinance existing indebtedness, and access to new capital and financing. These conditions raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to utilize the resources in place to generate future profitable operations, to develop additional acquisition opportunities, and to obtain the necessary financing to meet its obligations and repay its liabilities arising from business operations when they come due. Management believes the Company will be able to continue to develop new opportunities and will be able to obtain additional funds through debt and / or equity financings to facilitate its development strategy; however, there is no assurance of additional funding being available. These consolidated financial statements do not include any adjustments to the recorded assets or liabilities that might be necessary should the Company have to curtail operations or be unable to continue in existence. NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company has provided a discussion of significant accounting policies, estimates, and judgments in its December 31, 2022, Annual Report on Form 10-K. There have been no changes to the Company’s significant accounting policies since December 31, 2022, which are expected to have a material impact on the Company’s financial position, operations, or cash flows. Amounts presented in the consolidated balance sheet as of December 31, 2022 are derived from our audited consolidated financial statements as of that date. The unaudited consolidated financial statements as of and for the three and six-month periods ended June 30, 2023 and 2022 have been prepared in accordance with generally accepted accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the interim reporting rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited consolidated financial statements and notes thereto contained in Camber’s annual reportlatest Annual Report filed with the SEC on Form 10-K for the year ended March 31, 2017.10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments (unless otherwise indicated), necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.  Notes to Basis of Consolidation The consolidated financial statements presented herein reflect the consolidated financial statementsresults of the Company, its wholly owned subsidiaries, Camber Permian LLC, a Texas limited liability company, CE Operating, LLC, an Oklahoma limited liability company, C E Energy LLC, a Texas limited liability company, which would substantially duplicatewas assigned to PetroGlobe in July 2020 as discussed below under “Note 11 – Commitments and Contingencies” – “Legal Proceedings. All significant intercompany transactions and balances have been eliminated. The Company’s investment in Viking is accounted for under the disclosures containedequity method. 9 Table of Contents Use of Estimates in the auditedPreparation of Consolidated Financial Statements The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts and timing of revenues and expenses, the reported amounts and classification of assets and liabilities, and disclosure of contingent assets and liabilities. Significant areas requiring the use of management estimates relate to the determination of fair value of the Company’s Series C Preferred stock, impairment of long-lived assets, stock-based compensation, asset retirement obligations, and the determination of expected tax rates for future income tax recoveries. The estimates of proved, probable and possible oil and gas reserves are used as significant inputs in determining the most recent fiscal year 2017 asdepletion of oil and gas properties and the impairment of proved and unproved oil and gas properties. There are numerous uncertainties inherent in the estimation of quantities of proved, probable and possible reserves and in the projection of future rates of production and the timing of development expenditures. Similarly, evaluations for impairment of proved and unproved oil and gas properties are subject to numerous uncertainties including, among others, estimates of future recoverable reserves and commodity price outlooks. Actual results could differ from the estimates and assumptions utilized. Financial Instruments Accounting Standards Codification, “ASC” Topic 820-10, “Fair Value Measurement” requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 820-10, defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measurement. The carrying amounts reported in the Form 10-K have been omitted.consolidated balance sheets for deposits, accrued expenses and other current liabilities, accounts payable, derivative liabilities, amount due to director, and convertible notes each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: · Level 1: inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. · Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. · Level 3: inputs to the valuation methodology are unobservable inputs to measure fair value of assets and liabilities for which there is little, if any market activity at the measurement date, using reasonable inputs and assumptions based upon the best information at the time, to the extent that inputs are available without undue cost and effort. As of June 30, 2023 and December 31, 2022, the significant inputs to the Company’s derivative liability relative to the Series C Preferred Stock were Level 3 inputs.   During August 2017,Assets and liabilities measured at fair value as of and for the six months ended June 30, 2023 are classified below based on the three fair value hierarchy described above: Description   Quoted Prices in Active Markets for Identical Assets (Level 1)     Significant Other Observable Inputs (Level 2)     Significant Unobservable Inputs (Level 3)     Total Gains (Losses) (six months ended June 30, 2023)                             Financial liabilities:                         Derivative liability - Series C Preferred Stock   $ -     $ -     $ 5,069,152     $ 994,134     $ -     $ -     $ 5,069,152     $ 994,134 10 Table of Contents Assets and liabilities measured at fair value as of December 31, 2022 and losses for the six months ended June 30, 2022 are classified below based on the three fair value hierarchy described above: Description   Quoted Prices in Active Markets for Identical Assets (Level 1)     Significant Other Observable Inputs (Level 2)      Significant Unobservable Inputs (Level 3)     Total Gains (Losses) (six months ended June 30, 2022)                             Financial liabilities:                         Derivative liability - Series C preferred Stock   $ -     $ -     $ 7,592,744     $ (57,602,973 )     $ -     $ -     $ 7,592,744     $ (57,602,973 )  Cash and Cash Equivalents Cash and cash equivalents include cash in banks and financial instruments which mature within three months of the date of purchase. The Company maintains cash and cash equivalents in bank deposit accounts, which at times may exceed federally insured limits of $250,000. At June 30, 2023 and December 31, 2022, the Company’s cash in excess of the federally insured limit was $0 and $916,596, respectively. Historically, the Company relocated its corporate headquartershas not experienced any losses in such accounts. The Company had no cash equivalents at June 30, 2023 and December 31, 2022. Accounts Receivable Accounts receivable, net, include amounts due for oil and gas revenues from Houston, Texas to San Antonio, Texas.prior month production. The allowance for doubtful accounts is the Company’s best estimate of the probable amount of credit losses in the Company’s existing accounts receivable. At June 30, 2023 and December 31, 2022 there were no allowances for doubtful accounts. Investment in Unconsolidated Entities   The Company received notice on August 22, 2017, byaccounts for its investment in unconsolidated entities under the NYSE American (the “Exchange”) thatequity method of accounting when it does not own a controlling financial interest and it has the Company was not in compliance with certainability to exercise significant influence over the operating and financial policies of the Exchange’s continued listing standards as set forthentity. The Company accounts for its investments in Section 1007Viking under the equity method. Under the equity method, the investment is initially recorded at cost and the investment is reduced for dividends or distributions it receives and increased or decreased for its proportionate share of earnings or losses of the NYSE American Company Guideentity. We assess the potential for other-than-temporary impairment of our equity method investments when impairment indicators are identified. We consider all available information, including the recoverability of the investment, the earnings and near-term prospects of the affiliate, factors related to the industry, conditions of the affiliate, and our ability, if any, to influence the management of the affiliate. We assess fair value based on valuation methodologies, as appropriate, including the present value of estimated future cash flows, estimates of sales proceeds, and external appraisals. If an investment is considered to be impaired and the decline in value is other than temporary, we record an appropriate write-down. 11 Table of Contents Limitation on Capitalized Costs Under the full-cost method of accounting, we are required, at the end of each reporting date, to perform a test to determine the limit on the book value of our oil and natural gas properties (the “Company Guide”) for failing“Ceiling” test). If the capitalized costs of our oil and natural gas properties, net of accumulated amortization and related deferred income taxes, exceed the Ceiling, this excess or impairment is charged to timely file its Form 10-Qexpense. The expense may not be reversed in future periods, even though higher oil and natural gas prices may subsequently increase the Ceiling. The Ceiling is defined as the sum of: (a) the present value, discounted at 10 percent, and assuming continuation of existing economic conditions, of 1) estimated future gross revenues from proved reserves, which is computed using oil and natural gas prices determined as the unweighted arithmetic average of the first-day-of-the-month price for each month within the 12-month hedging arrangements pursuant to SAB 103, less 2) estimated future expenditures (based on current costs) to be incurred in developing and producing the proved reserves, plus (b) the cost of properties not being amortized; plus (c) the lower of cost or estimated fair value of unproven properties included in the costs being amortized, net of (d) the related tax effects related to the difference between the book and tax basis of our oil and natural gas properties. No impairment expense was recorded for the periodsix months ended June 30, 2017, which filing was subsequently made,2023. Oil and which delinquency was cured, on November 6, 2017.Gas Properties   The Company uses the full cost method of accounting for its investment in oil and natural gas properties. Under this method of accounting, all costs associated with acquisition, exploration and development of oil and gas reserves, including directly related overhead costs, are capitalized. General and administrative costs related to production and general overhead are expensed as incurred. All capitalized costs of oil and gas properties, including the estimated future costs to develop proved reserves, are amortized on the unit of production method using estimates of proved reserves. Disposition of oil and gas properties are accounted for as a reduction of capitalized costs, with no gain or loss recognized unless such adjustment would significantly alter the relationship between capitalized costs and proved reserves of oil and gas, in which case the gain or loss is also currentlyrecognized in operations. Unproved properties and major development projects are not in complianceamortized until proved reserves associated with certain otherthe projects can be determined or until impairment occurs. If the results of an assessment indicate that the properties are impaired, the amount of the NYSE American’s Listing Standards. The Company’s common stock will continueimpairment is included in loss from operations before income taxes Oil and Gas Reserves Reserve engineering is a subjective process that is dependent upon the quality of available data and the interpretation thereof, including evaluations and extrapolations of well flow rates and reservoir pressure. Estimates by different engineers often vary sometimes significantly. In addition, physical factors such as the results of drilling, testing and production subsequent to the date of an estimate, as well as economic factors such as changes in product prices, may justify revision of such estimates. Because proved reserves are required to be listedestimated using recent prices of the evaluation, estimated reserve quantities can be significantly impacted by changes in product prices. Income (Loss) per Share Basic and diluted income (loss) per share calculations are calculated on the NYSE American while it attempts to regain compliance with the Listing Standards, subject to the Company’s compliance with other continued listing requirements, as described in prior filings. The NYSE American notification does not affect the Company’s business operations or its reporting obligations under the Securities and Exchange Commission regulations and rules and does not conflict with or cause an event of default under anybasis of the Company’s material agreements. NOTE 2 – LIQUIDITY AND GOING CONCERN CONSIDERATIONS At December 31, 2017, the Company’s total current liabilitiesweighted average number of $40.8 million exceeded its total current assets of $3.2 million, resulting in a working capital deficit of $37.6 million, while at March 31, 2017, the Company’s total current liabilities of $48.2 million exceeded its total current assets of $3.9 million, resulting in a working capital deficit of $44.3 million. The $6.7 million decrease in the working capital deficit is primarily due to the settlement of $9.4 million outstanding under the Rogers note and related accrued interest (as described below). The Company has entered into the following transactions to address liquidity and going concern issues: Vantage Agreement On August 2, 2017, and effective June 13, 2017, the Company entered into an agreement with Vantage Fund, LLC (“Vantage” and the “Vantage Agreement”), pursuant to which Vantage agreed to provide up to $6 million of funding to the Company, in the sole discretion of Vantage, with $400,000 provided in the initial tranche (the “Initial Tranche”). The consideration for the Initial Tranche of funding was the assignment to Vantage of all of the Company’s rights and ownership in its wholly-owned subsidiary Camber Permian II, LLC (“Camber Permian”) which included leaseholds and potential participation rights. The Vantage Agreement contained customary indemnification requirements. Vantage also had the right pursuant to the Vantage Agreement to fund up to $300,000 of additional funding in the form of a convertible promissory note, secured by a second lien on the Company’s Jackrabbit project (the “Vantage Note”). The Vantage Note was to be subject to mutually acceptable terms, provided that such note would have a term of no more than 2 years, an annual interest rate of no less than 6% per annum, and a conversion price equal to the closing priceshares of the Company’s common stock outstanding during the year. Diluted earnings per share give effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted earnings per share, the average stock price for the period is used to determine the number of shares assumed to be purchased from the exercise price of the options and warrants. Purchases of treasury stock reduce the outstanding shares commencing on the day priordate that the stock is purchased. Common stock equivalents are excluded from the calculation when a loss is incurred as their effect would be anti-dilutive. 12 Table of Contents Revenue Recognition Sales of crude oil, natural gas, and natural gas liquids (NGLs) are included in revenue when production is sold to funding. If funded, an additional conditiona customer in fulfillment of performance obligations under the terms of agreed contracts. Performance obligations primarily comprise delivery of oil, gas, or NGLs at a delivery point, as negotiated within each contract. Each barrel of oil, million BTU (MMBtu) of natural gas, or other unit of measure is separately identifiable and represents a distinct performance obligation to which the transaction price is allocated. Performance obligations are satisfied at a point in time once control of the product has been transferred to the Vantage Note was that Vantage or its assigns would havecustomer. The Company considers a variety of facts and circumstances in assessing the point of control transfer, including but not limited to: whether the purchaser can direct the use of the hydrocarbons, the transfer of significant risks and rewards, the Company’s right to acquirepayment, and transfer of legal title. In each case, the Jackrabbit project at market pricetime between delivery and a right of first refusal to purchase the Jackrabbit project upon any sale thereof.when payments are due is not significant. Income Taxes   The Company agreedaccounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the consolidated financial statements and the tax basis of assets and liabilities by using estimated tax rates for the year in which the differences are expected to grant Vantage three-yearreverse. The Company recognizes deferred tax assets and liabilities to the extent that we believe that these assets and/or liabilities are more likely than not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies, and results of recent operations. If we determine that the Company would be able to realize our deferred tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. In assessing the realizability of its deferred tax assets, management evaluated whether it is more likely than not that some portion, or all of its deferred tax assets, will be realized. The realization of its deferred tax assets relates directly to the Company’s ability to generate taxable income. The valuation allowance is then adjusted accordingly. The Company recognizes the benefits, if any, of uncertain tax positions taken or expected to be taken in tax returns in the provision for income taxes only for those positions that are more likely than not to be realized. The Company follows a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating tax positions and tax benefits, which may require periodic adjustments and which may not accurately forecast actual outcomes. The Company’s policy is to include interest and penalties associated with income tax obligations in income tax expense. Stock-Based Compensation The Company may issue stock options to employees and stock options or warrants to purchase sharesnon-employees in non-capital raising transactions for services and for financing costs. The cost of common stock options and warrants issued to employees and non-employees is measured on the grant date based on the fair value. The fair value is determined using the Black-Scholes option pricing model. The resulting amount is charged to expense on the straight-line basis over the period in connection with any funding, equalwhich the Company expects to receive the equivalentbenefit, which is generally the vesting period. The fair value of stock options and warrants (i.e., equalis determined at the date of grant using the Black-Scholes option pricing model. The Black-Scholes option model requires management to make various estimates and assumptions, including expected term, expected volatility, risk-free rate, and dividend yield. The expected term represents the amountperiod of funding provided), plus 20%, with antime that stock-based compensation awards granted are expected to be outstanding and is estimated based on considerations including the vesting period, contractual term and anticipated employee exercise price equal topatterns. Expected volatility is based on the closing pricehistorical volatility of the Company’s common stockstock. The risk-free rate is based on the day immediately priorU.S. Treasury yield curve in relation to funding. In connection with the fundingcontractual life of stock-based compensation instrument. The dividend yield assumption is based on historical patterns and future expectations for the Company dividends. 13 Table of Contents Derivative Liabilities The Series C Preferred Stock and Series G Preferred Stock contain provisions that could result in modification of the Initial Tranche, which occurredconversion price that is based on August 2, 2017,a variable that is not an input to the Company granted Vantage warrants to purchase 1,600,000 sharesfair value of common stock with an exercise price of $0.25 per share (the “Vantage Warrants”). The Company also agreed to register any of the shares issued upon exercise of the Vantage Warrantsa “fixed-for-fixed” option as defined under the Securities Act of 1933, as amended, within 30 days from the date of exercise thereof.FASB ASC Topic No. 815 - 40, “Derivatives and Hedging”.   On August 2, 2017, and effective June 13, 2017, Vantage provided the Company the Initial Tranche funding, in exchange, the Company assigned all of our rights in Camber Permian to Vantage pursuant to an Assignment and granted Vantage the warrants to purchase 1,600,000 shares of common stock effective June 13, 2017. On July 17, 2017, Vantage provided $120,000 to the Company under the Vantage Note and on July 20, 2017, Vantage provided $30,000 to the Company under the Vantage Note. Vantage was granted a second lien on the Jackrabbit property in connection with the financing. On November 9, 2017, in connection with the sale of the Jackrabbit Acreage, the Company paid Vantage the full amount due on the Vantage Note of $150,000. The Series C Preferred Stock and Securities Purchase Agreements with Institutional Investor On April 6, 2016, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with an accredited institutional investor (the “Investor”), pursuant to which we sold and issued a redeemable convertible subordinated debenture, with a face amount of $530,000, initiallyare convertible into 163,077 shares of common stock (subject to certain conversion premiums) at a conversion price equal to $3.25 per share and a warrant to initially purchase 1,384,616 shares of common stock (subject to adjustment thereunder) at an exercise price equal to $3.25 per share (the “First Warrant”). The Investor purchased the debenture at a 5.0% original issue discount in the amount of $500,000 and has exercised the First Warrant in full as described below for the sum of $4.5 million. Also on April 6, 2016, the Company entered into a Stock Purchase Agreement with the Investor, pursuant to which the Company agreed, subject to certain conditions, to issue up to 527 shares of Series C redeemable convertible preferred stock (the “Series C Preferred Stock”) at a 5% original issue discount, convertible into 1,618,462 shares of common stock (subject to certain conversion premiums) at a conversion price of $3.25 per share, and a warrant to initially purchase 1,111,112 shares of common stock at an exercise price of $4.50 per share (the “Second Warrant”). Undera fixed $162.50 conversion rate. Upon conversion, the termsholder is entitled to dividends as if the shares had been held to maturity, which is referred to as the Conversion Premium. The Conversion Premium may be paid in shares or cash, at the option of the Stock Purchase Agreement,Company. If the Second WarrantConversion Premium is paid in cash, the amount is fixed and 53not subject to adjustment. If the Conversion Premium is paid in shares, of Series C Preferred Stock were sold and issued for $500,000 on September 2, 2016, and the remaining 474 shares of Series C Preferred Stock were sold and issued for $4.5 million on November 17, 2016. On October 7, 2016, the Investor exercised the First Warrant in full and was due 1,384,616 shares of common stock upon exercise thereof and an additional 2,542,735 shares of common stock in consideration for the conversion premium due thereon. A total of 810,000 shares were issued to the Investorratio is based on October 7, 2016, with the remaining shares being held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock). The Company received gross proceeds of $4,500,000 from the exercise of the First Warrant and paid placement agent fees of $427,500 for services rendered in connection with the First Warrant. Pursuant to the terms of the First Warrant, the number of shares due in consideration for the conversion premium increases as the annual rate of return under the First Warrant increases, including by 10% upon the occurrence of certain triggering events (which had occurred by the October 7, 2016 date of exercise), to 17% per annum upon the exercise of the First Warrant. Additionally, as the conversion rate for the conversion premium is currently 85% of the lowest daily volume weighted average price during the measuring period, less $0.10 per share of common stock not to exceed 85% of the lowest sales prices on the last day of such period less $0.10 per share, the number of shares issuable in connection with the conversion premium increases as the trading price of our common stock decreases, and the trading price of our common stock has decreased since the date the First Warrant was exercised, triggering a further reduction in the conversion price of the conversion premium and an increase in the number of shares due to the Investor in connection with the conversion of the amount owed in connection with the conversion premium. Additionally, pursuant to the interpretation of the Investor, the measurement period for the calculation of the lowest daily volume weighted average price currently continues indefinitely. On October 5, 2017, the Company and the Investor entered into a Stock Purchase Agreement (the “October 2017 Purchase Agreement”), pursuant to which the Company may receive aggregate consideration of $16 million, subject to certain conditions set forth therein. Under the terms of the October 2017 Purchase Agreement, (1) the Investor purchased 212 shares of Series C Preferred Stock on the closing date of the agreement, October 4, 2017 (the “Initial Closing”), for $2 million, and agreed, subject to certain closing conditions set forth in the agreement, to purchase (2) 106 shares of Series C Preferred Stock for $1,000,000, 10 days after the Initial Closing (which closing occurred on November 21, 2017); (3) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the second closing (which closing occurred on December 27, 2017); (4) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the third closing (which closing occurred on January 30, 2018); (5) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the fourth closing; (6) 525 shares of Series C Preferred Stock for $5,000,000, 30 days after the fifth closing; and (7) 525 shares of Series C Preferred Stock for $5,000,000, 30 days after the sixth Closing. Conditions to closing the sale of the additional shares of Series C Preferred Stock described above include, that except with regard to the first four closings described above, the Company’s common stock is required to be listed for and currently trading on the NYSE American market or a higher trading market; the Company is required to be in compliance with all requirements to maintain such listing and there cannot be any notice of any suspension or delisting with respect to the trading of the shares of common stock on such trading market; except with regard to the first four closings only, the Company is required to have duly authorized shares of common stock reserved for issuance to Investor in an amount equal to three times the number of shares sufficient to immediately issue all shares of common stock potentially issuable upon conversion of the Series C Preferred Stock sold to Investor under the October 2017 Purchase Agreement (collectively, the “Conversion Shares”) and any other agreements with Investor; except with regard to the initial closing only, the Company is required to obtain approval and listing of all Conversion Shares on the NYSE American; for the second through fifth closings only, (i) an aggregate dollar trading volume of at least $10 million must have traded on NYSE American during regular trading hours, from the trading day after the immediately prior closing until the trading day immediately before the relevant closing, but expressly excluding all volume traded on any days that the Investor is prevented or delayed from reselling shares of common stock (“Excluded Days”); and (ii) the Company’s common stock is required to have a volume weighted average price (“VWAP”) calculation based on the NYSE American forlowest stock price over the priorMeasurement Period. The Measurement Period is 30 trading day of at least $0.15 per share of common stock; and with respectdays (or 60 trading days if there is a Triggering Event) prior to the final two closings, an aggregate dollarconversion date and 30 trading volume of at least $50 million must have traded on NYSE American during regulardays (or 60 trading hours, from the trading daydays if there is a Triggering Event) after the immediately prior to each of the closings from the prior funding until the trading day immediately before the relevant closing, but expressly excluding all volume traded on any Excluded Days, and if any such conditions are not met on the date initially set for such closing, each closing will occur as soon thereafter as they are met, if ever.conversion date. The closing of the additional sales of Series C Preferred Stock as described above are subject to closing conditions which may not be met timely, if at all, and as such, we may not ever sell any additional shares of Series C Preferred Stock under the October 2017 Purchase Agreement. The Company used and plans to use the proceeds from the sale of the Series C Preferred Stock for working capital, workovers on existing wells, acquisition of additional workovers, drilling and completion of additional wells, repayment of vendor balances and payments to International Bank of Commerce (“IBC”), in anticipation of regaining compliance. Pursuant to the October 2017 Purchase Agreement, as long as the Investor holds any shares of Series C Preferred Stock, the Company agreed that it would not issue or enter into or amend an agreement pursuant to which it may issue any shares of common stock, other than (a) for restricted securities with no registration rights, (b) in connection with a strategic acquisition, (c) in an underwritten public offering, or (d) at a fixed price; or issue or amend any debt or equity securities convertible into, exchangeable or exercisable for, or including the right to receive, shares of common stock (i) at a conversion price, exercise price or exchange rate or other price that is based upon or varies with, the trading prices of or quotations for the shares of common stock at any time after the initial issuance of the security or (ii) with a conversion, exercise or exchange price thatVWAP calculation is subject to being reset at some future date afteradjustment if there is a Triggering Event and the initial issuance ofMeasurement Period is subject to adjustment in the security or upon the occurrence of specified or contingent events directly or indirectly related to the business of the Company or the market for the common stock. Additionally, providedevent that the Company hasis in default of one or more Equity Conditions provided in the COD. For example, the Measurement Period may be extended one day for every day the Company is not materially breached the termsin compliance with one or more of the October 2017 Purchase Agreement, it may at any time, in its sole and absolute discretion, repurchase from Investor all, but not less than all, of the then outstanding shares of Series C Preferred Stock sold pursuant to the agreement by paying to Investor 110% of the aggregate face value of all such shares. The Company also agreed to provide the Investor a right of first offer to match any offer for financing we receive from any person while the shares of Series C Preferred Stock sold pursuant to the October 2017 Purchase Agreement are outstanding, except for debt financings not convertible into common stock, which are excluded from such right to match. The conversion premium under the Series C Preferred Stock is payable and the dividend rate under the Series C Preferred Stock is adjustable. Specifically, the conversion rate of such premiums and dividends equals 95% of the average of the lowest 5 individual daily volume weighted average prices during the Measuring Period, not to exceed 100% of the lowest sales prices on the last day of the Measuring Period, less $0.05 per share of common stock, unless a triggering event has occurred, in which case the conversion rate equals 85% of the lowest daily volume weighted average price during the Measuring Period, less $0.10 per share of common stock not to exceed 85% of the lowest sales prices on the last day of such the Measuring Period, less $0.10 per share. The “Measuring Period” is the period beginning, if no trigger event has occurred, 30 trading days, and if a trigger event has occurred, 60 trading days, before the applicable notice has been provided regarding the exercise or conversion of the applicable security, and ending, if no trigger event has occurred, 30 trading days, and if a trigger event has occurred, 60 trading days, after the applicable number of shares stated in the initial exercise/conversion notice have actually been received into the Investor’s designated brokerage account in electronic form and fully cleared for trading (subject to certain extensions described in the applicable securities, which have been triggered to date). TriggeringEquity Conditions. Trigger events are described in the designation of the Series C Preferred Stock, but include items which would typically be events of default under a debt security, including filing of reports late with the Commission.SEC. At the conversion date, the number of shares due for the Conversion Premium is estimated based on the previous 30-day VWAP (or 60 trading days if there is a Triggering Event). If the Company does not elect to pay the Conversion Premium in cash, the Company will issue all shares due for the conversion and the estimated shares due for the conversion premium. If the VWAP calculation for the portion of the Measurement Period following the date of conversion is lower than the VWAP for the portion of the Measurement Period prior to the date of conversion, the holder will be issued additional common shares, referred to as True-Up shares. If the VWAP calculation is higher, no True-Up shares are issued.   The Series C Preferred StockCompany has a maturity datedetermined that is seven years after the date of issuance and, if the Series C Preferred Stock contains an embedded derivative liability relating to the Conversion Premium and, upon conversion, a derivative liability for the potential obligation to issue True-Up Shares relating to Series C shares that have been converted and the Measurement Period has not been wholly converted into shares of common stock prior to such date, we may redeem the Series C Preferred Stock on such date by repaying to the investor in cash 100% of the Face Value plus an amount equal to any accrued but unpaid dividends thereon. 100% of the Face Value, plus an amount equal to any accrued but unpaid dividends thereon, automatically becomes payable in the event of a liquidation, dissolution or winding up by us.expired, if applicable.   The Companyfair value of the derivative liability relating to the Conversion Premium for any outstanding Series C Shares is currently restricted from issuing any other preferredequal to the cash required to settle the Conversion Premium. The fair value of the potential True-Up share obligation has been estimated using a binomial pricing mode and the lesser of the conversion price or the lowest closing price of the Company’s stock (other thansubsequent to the conversion date, and the historical volatility of the Company’s common stock. The Series BG Convertible Preferred Stock) thatstock is pari passuredeemable or seniorconvertible into a variable number of common shares, at the option of the Company. The conversion rate is determined at the time of conversion using a VWAP calculation similar to the Series C Stock described above. As a result, the Series G Preferred Stock with respect to any rights for a period of one year after the earlier of such date (i) a registration statement is effective and available for the resale of all shares of common stock issuable upon conversion of the Series C Preferred Stock, or (ii) Rule 144 under the Securities Act is available for the immediate unrestricted resale of all shares of common stock issuable upon conversion of the Series C Preferred Stock. Even with the Company entering into the October 2017 Purchase Agreement, the Company’s current financial situation raises substantial doubt about the Company’s ability to continue as a going concern for the next twelve months following the issuance of these financial statements. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly, the financial statements do not include any adjustments relating to the recoverability of assets and classification of liabilitiescontains an embedded derivative that might be necessary should the Company be unable to continue as a going concern. Asset Purchase Agreement On December 30, 2015, the Company entered into an Asset Purchase Agreement (as amended from time to time the “Asset Purchase Agreement”) to acquire, from twenty-three different entities and individuals (the “Sellers”), working interests in producing properties and undeveloped acreage (the “Acquisition”), which acquisition transaction was completed on August 25, 2016. The assets acquired include varied interests in two largely contiguous acreage blocks in the liquids-rich Mid-Continent region. In connection with the closing of the acquisition, the Company assumed approximately $30.6 million of commercial bank debt, issued 13,009,664 shares of common stock to certain of the Sellers, issued 552,000 shares of Series B Preferred Stock to one of the Sellers and its affiliate, and paid $4,975,000 in cash to certain of the Sellers. The effective date of the Acquisition was April 1, 2016. Pursuant to a Letter Agreement the Company entered into, at the closing of the Acquisition, RAD2 Minerals, Ltd. (“RAD2”), one of the Sellers, which is owned and controlled by Richard N. Azar II, who was appointed as the Company’s Chairman on August 26, 2016, serving as the Company’s Chairman until May 16, 2017, provided that Mr. Azar continues to serve as a member of the Board of Directors and was appointed as Chief Executive Officer of the Company on June 2, 2017, agreed to accept full financial liability for any and all deficiencies between the “Agreed Assets Value” set forth in the Asset Purchase Agreement of $80,697,710, and the mutually agreed upon value of the assets delivered by the Sellers at the closing of the Acquisition, up to an aggregate of $1,030,941 (as applicable, the “Deficiency”). The Company accepted additional oil and gas producing properties and two salt water disposal facilities from the Sellers with an approximate value of $1.0 million to resolve this Deficiency. RAD2 is one of the Sellers, which is owned and controlled by Richard N. Azar II, who was appointed as our Chairman on August 26, 2016, serving as Chairman until May 16, 2017, provided that Mr. Azar continues to serve as a member of the Board of Directors and was appointed as Chief Executive Officer of the Company on June 2, 2017. The Asset Purchase Agreement between the Sellers and the Company relating to the Acquisition included the requirement that, following the closing, the parties undertake an accounting/true-up of expenses attributable to the assets acquired by the Company and revenue generated from such assets. A dispute has arisen between the Sellers and the Company as to the time period which the Company was to be responsible for the payment of expenses and was to receive the revenue from such assets prior to the closing of the transaction. Specifically, the Company believes that the agreements provide for it to be responsible for all expenses associated with the assets, and to receive all revenue generated from the assets, from April 1, 2016, the effective date of the Asset Purchase Agreement, through the closing date, August 25, 2016. The Sellers on the other hand, which include entities owned by Richard N. Azar, II, the Company’s Chief Executive Officer, have argued that the Company was only responsible for expenses, and was only due to receive revenue from the assets, beginning on the closing date, August 25, 2016. The difference in the amounts claimed due to the Company from the parties currently varies from a high of $1,121,718, which the Company alleges it is due, to a low of $342,298, which the Sellers allege that the Company is due. The parties continue to discuss the issues raised and to work towards a mutually acceptable settlement; however, due to the continuing dispute, for the purposes of the attached financial statements, the Company has recorded a receivable of $1,121,718 with an allowance of $779,420 for a net balance of $342,298. It is possible that any settlement may not result in any funds being paid to the Company, and any settlement may result in the return of shares to the Company for cancellation. Rogers Loan and Promissory Note At December 31, 2017, the Company had settled the $7.5 million Letter Loan Agreement originally entered into with Louise H. Rogers (“Rogers”) on August 13, 2013 (the “Rogers Loan”). No amortization of debt discount was recorded during the nine-month periods ending December 31, 2017 and 2016. See Note 6 “Notes Payable and Debenture” for further details. Loan Agreement with International Bank of Commerce (“IBC”) As discussed in “Note 6 – Notes Payable and Debenture”, the Company borrowed $40 million from International Bank of Commerce (“IBC”) effective August 25, 2016. The proceeds of the loan were used to repay and refinance approximately $30.6 million of indebtedness owed by certain of the Sellers to IBC as part of the closing of the Acquisition. As of March 31, 2017 and December 31, 2017, the Company was not in compliance with certain covenants of the loan agreement, including requiring the Company to maintain a net worth of $30 million, and the balance of the loan due to IBC of $37.4 million (less unamortized debt issuance costs of approximately $1.5 million), was recognized as a short-term liability on the Company’s balance sheet as of March 31, 2017 and December 31, 2017. The Company entered into extension agreements with IBC, in or around December 2017 and January 2018. Notwithstanding the extensions, the Company is still in default under the IBC loan, the entire amount of the IBC loan may be accelerated and IBC may take action to enforce its remedies under the loan agreement. The IBC loan is secured by substantially all of the Company’s assets and if IBC were to foreclose on our assets it would have a material adverse effect on our operations and may force us to seek bankruptcy protection. See Note 6 “Notes Payable and Debenture” for further details. Dreeben Loan On November 9, 2017, in connection with the sale of the Jackrabbit Acreage, the Company repaid Mr. Dreeben the full amount due on the short-term promissory note of $1,050,000. See Note 4 “Property and Equipment” and Note 6 “Notes Payable and Debenture” for further details. Loan from Non-Related Individual On November 9, 2017, in connection with the sale of the Jackrabbit Acreage, the Company repaid the non-related individual the full amount due on the short-term promissory note of $263,158. See Note 4 “Property and Equipment” and Note 6 “Notes Payable and Debenture” for further details. Sale of Jackrabbit Acreage On November 9, 2017, the Company (through its subsidiary, Camber Permian LLC) and NFP Energy LLC (“NFP”), its joint venture partner, sold oil and gas properties totaling approximately 2,452 acres in Gaines County, Texas, to Fortuna Resources Permian, LLC (“Fortuna”). With the proceeds from the sale, the Company paid the 1st lien holders including Alan Dreeben and 2nd lien holder Vantage Fund, LLC, thus reducing its liabilities by $1,518,924 and paid NFP $662,072, to terminate the joint venture agreement. See Note 4 “Property and Equipment” for further details. NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company has provided a discussion of significant accounting policies, estimates and judgments in its March 31, 2017 Annual Report on Form 10-K. There have been no changes to the Company’s significant accounting policies since March 31, 2017. Recently Adopted Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The new standard requires management to assess the Company’s ability to continue as a going concern. Disclosures are required if there is substantial doubt as to the Company’s continuation as a going concern within one year after the issue date of financial statements. The standard provides guidance for making the assessment, including consideration of management’s plans which may alleviate doubt regarding the Company’s ability to continue as a going concern. ASU 2014-15 is effective for years ending after December 15, 2016. The Company has adopted this standard for the year ending March 31, 2017, and management has concluded that there is substantial doubt as to the Company’s continuation as a going concern within one year after the issue date of the financial statements. Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five- step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The guidance is effective for annual and interim periods beginning after December 15, 2017. The standard is required to be adopted using either the full retrospective approach, with all prior periods presented adjusted, or the modified retrospective approach, with a cumulative adjustment to retained earnings on the opening balance sheet.recorded at fair value. The Company has determined that the fair value of the embedded derivative as of June 30, 2023 and December 31, 2022 is negligible due to the restrictions on conversion. The embedded derivative associated with the Series G Stock is marked to market at each reporting date with changes in fair value recorded in income. Accounting for Asset Retirement Obligations Asset retirement obligations (“ARO”) primarily represent the estimated present value of the amount the Company will adoptincur to plug, abandon and remediate its producing properties at the new standard utilizing the modified retrospective approach.projected end of their productive lives, in accordance with applicable federal, state and local laws. The Company does not expectdetermined its ARO by calculating the adoptionpresent value of this ASUestimated cash flows related to the obligation. The retirement obligation is recorded as a liability at its estimated present value as of the obligation’s inception, with an offsetting increase to proved properties. 14 Table of Contents Recently Adopted Accounting Pronouncements There were no recently adopted accounting standards that management expects to have a material impact on its financial statements. However, we anticipate the new standard will result in more robust footnote disclosures. We cannot currently determine the extent of the new footnote disclosures as further clarification is needed for certain practices common to the industry. We will continue to evaluate the impacts that future contracts may have.Company.   In February 2016, the FASB issued ASU 2016-02, a new lease standard requiring lessees to recognize lease assets and lease liabilities for most leases classified as operating leases under previous U.S. GAAP. The guidance is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company will be required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. The Company is currently evaluating the impact of adopting this standard on its consolidated financial statements.Subsequent Events   In August 2016,The Company has evaluated all subsequent events from June 30, 2023 through the FASB issued ASU 2016-15, Statementdate of Cash Flows (Topic 230). ASU 2016-15 seeks to reducefiling of this report. NOTE 5 – OIL AND GAS PROPERTIES The following table summarizes the existing diversity in practice in how certain cash receiptsCompany’s oil and cash payments are presentedgas activities by classification and classifiedgeographical cost center for the six months ended June 30, 2023. The allocation between the classifications is based on the relationships summarized in the statementCompany’s annual analysis of cash flows. This update is effective for fiscal years beginning afterreserves as of December 15, 2017, including interim periods within those fiscal years, with early adoption permitted.31, 2022. The Company is currently evaluatingDepletion and Adjustments column reflects depletion and all other increases or decreases that occurred during the provisions of ASU 2016-15 and assessing the impact, if any, it may have on its statement of consolidated cash flows.six months ended June 30, 2023:   In May 2017, the FASB issued ASU 2017-09, “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting”, which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 is effective for annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period for which financial statements have not yet been issued. The Company is currently evaluating the impact of adopting this standard on its consolidated financial statements. NOTE 4 – PROPERTY AND EQUIPMENT Oil and Gas Properties     December 31, 2022     Depletion and Adjustments     June 30, 2023                       Proved developed producing oil and gas properties                   United States cost center   $ 78,433,316     $ -     $ 78,433,316   Accumulated depreciation, depletion and amortization     (78,370,049 )     (2,566 )     (78,372,615 ) Proved developed producing oil and gas properties, net   $ 63,267     $ (2,566 )   $ 60,701     Camber uses the full cost method of accounting for oil and natural gas producing activities. Costs to acquire mineral interests in oil and natural gas properties, to drill and equip exploratory wells used to find proved reserves, and to drill and equip development wells including directly related overhead costs and related asset retirement costs are capitalized.   Under this method, all costs, including internal costs directly related to acquisition, exploration and development activities are capitalized as oil and natural gas property costs on a country-by-country basis. Costs not subject to amortization consist of unproved properties that are evaluated on a property-by-property basis. Amortization of these unproved property costs begins when the properties become proved or their values become impaired. Camber assesses overall values of unproved properties, if any, on at least an annual basis or when there has been an indication that impairment in value may have occurred. Impairment of unproved properties is assessed based on management’s intention with regard to future development of individually significant properties and the ability of Camber to obtain funds to finance theirits programs. If the results of an assessment indicate that the properties are impaired, the amount of the impairment is added to the capitalized costs to be amortized.   Sales of oil and natural gas properties are accounted for as adjustments to the net full cost pool with no gain or loss recognized, unless the adjustment would significantly alter the relationship between capitalized costs and proved reserves. If it is determined that the relationship is significantly altered, the corresponding gain or loss will be recognized in the statements of operations.   CostsFor the three and six months ended June 30, 2023 and 2022, the Company did not record any impairments. NOTE 6 – INVESTMENT IN UNCONSOLIDATED ENTITIES The Company accounts for its investment in Viking under the equity method. The Company owns approximately 58.7% of oil and natural gas properties are amortized using the unitsoutstanding common shares of production method. Amortization expense calculated per equivalent physical unit of production amounted to $5.67 and $13.81 per barrel of oil equivalentViking at June 30, 2023. 15 Table of Contents Table below shows the changes in the investments in unconsolidated entities for the ninesix months ended June 30, 2023 and the year ended December 31, 2017 and 2016, respectively.2022.   All of Camber’s oil and gas properties are located in the United States. Below are the components of Camber’s oil and gas properties recorded at:     December 31, 2017     March 31, 2017   Oil and gas properties subject to amortization   $ 58,590,496     $ 72,318,163   Oil and gas properties not subject to amortization     23,267,973       28,947,400   Capitalized asset retirement costs     1,486,954       1,473,199   Total oil and gas properties     83,345,423       102,738,762   Accumulated Depletion, Depreciation, Amortization and Impairment     (68,492,131 )     (67,036,915 ) Net capitalized costs   $ 14,853,292     $ 35,701,847       June 30, 2023     December 31, 2022   Carrying amount – beginning   $ 26,837,718     $ 36,299,592   Proportionate share of (losses)     (1,531,132 )     (9,461,874 )                   Carrying amount – ending   $ 25,306,586     $ 26,837,718     For the nine months ended December 31, 2017, the Company recorded impairments totaling $4,025,374, which represented $3,925,000 due to lease expirations and $100,374 related to an impairment of proved properties based on the quarterly ceiling test. The Company wrote off an additional $412,000 of leasehold costs related to leases that were not renewed. In addition, for the nine months ended December 31, 2017, the Company capitalized approximately $1,000,000 attributable to intangible and tangible completion costs. Rogers Transaction The cure period on the Rogers Loan expired on September 11, 2017, and as of such date, all principal, interest and unpaid costs thereunder were immediately due and payable (which totaled approximately $9.4 million as of the date of acceleration which amount included $2.1 million of default interest). Prior to the default, CATI Operating, LLC (“CATI”) had not recorded interest due on the note based on its earlier agreements. As a result of the default, demand and acceleration, CATI recorded the default interest demand of $2.1 million in the three-month period ended December 31, 2017. In September 2017, Rogers foreclosed on the assets of CATI which secured the note. On October 3, 2017, the trustee of those assets, for the benefit of the lender, sold these assets in public auction foreclosure sales which took place in Gonzales County and Karnes County, Texas. The proceeds from the foreclosure sales of approximately $3.5 million were applied against the outstanding indebtedness. On December 15, 2017, CATI entered into a Release of Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement and Fixture Filing (the “Release”) with Rogers. Pursuant to the Release, the Company completed a transaction in which CATI provided Rogers, pursuant to an Assignment of Overriding Royalty Interest (the “Royalty Assignment”), with an overriding royalty (equal to 0.01 of 8/8ths of all oil and gas) on CATI’s remaining leasehold and Rogers released CATI from all remaining indebtedness owed. The Release, which was filed in various counties in Texas on January 22, 2018 and January 23, 2018, discharged approximately $9.4 million in principal and interest outstanding and owed to Rogers, according to Rogers. The effective date of the Release was December 15, 2017. Additionally, the remaining leasehold and ownership of CATI was assigned to Arkose Lease Partners, L.L.C., a third party (“Arkose”), pursuant to an Assignment of Membership Interest (the “Assignment”), dated November 1, 2017, in exchange for Arkose’s assumption of all plugging and abandonment liabilities of CATI. See Note 6 “Notes Payable and Debenture” for further details. See further discussion of accounting for the Rogers Transaction in Note 6. Vantage Transaction On August 2, 2017 and effective June 13, 2017, Vantage provided us the Initial Tranche funding, we assigned all of our rights in Camber Permian to Vantage pursuant to an Assignment (the “Assignment”), and we granted Vantage the Vantage Warrant. See Note 2 “Liquidity and Going Concern Considerations” for further details. The book value of the Camber Permian rights was $114,500. Sale of Jackrabbit Acreage On November 9, 2017 and effective November 1, 2017, the Company and NFP Energy LLC (“NFP”) its joint venture partner sold its 90% ownership position in oil and gas properties totaling approximately 2,452 acres in Gaines County, Texas, to Fortuna Resources Permian (“Fortuna”), for $1,000 per acre or an aggregate of $2,206,718 payable to the Company. The Company paid NFP $662,072, to terminate the joint venture agreement and the property sold had a net book value of $1,544,843. The transaction resulted in a $314,002 gain which is included in Loss on Sale of Oil and Gas Properties on the income statement. This acreage, part of the Company’s “Jackrabbit” acreage, targeted the San Andres formation in the Permian Basin.  Additionally, the Company and NFP jointly terminated their venture.  With the proceeds from the sale, the Company paid the first lien holders including Alan Dreeben (a former director of the Company) and second lien holder Vantage, thus reducing its liabilities by approximately $1,525,000. The Company maintains a 90% ownership position in the remaining approximately 1,200 acres in the area. Segundo Transaction On August 25, 2016, the Company completed the Acquisition and acquired working interests in producing properties and undeveloped acreage from the Sellers (see “Note 2 – Liquidity and Going Concern Considerations”). The assets acquired include varied interests in two largely contiguous acreage blocks in the liquids-rich Mid-Continent region. As consideration for the Acquisition of the acquired assets, the Company assumed approximately $30.6 million of commercial bank debt, issued 13,009,664 shares of common stock to certain of the Sellers valued at the grant date fair value, issued 552,000 shares of Series B Preferred Stock to one of the Sellers and its affiliate (see “Note 10 – Stockholders’ Equity”) valued at the grant date fair value, and paid $4,975,000 in cash to certain of the Sellers. The effective date of the Acquisition was April 1, 2016. The following tables summarize the purchase price and allocation of the purchase price to the net assets acquired in connection with the Acquisition: Purchase Price on August 25, 2016:   Consideration Given   Fair value of common stock issued   $ 49,176,530   Fair value of Series B Preferred Stock issued     14,898,038   Assumption of debt     30,595,256   Cash at Closing     4,975,000   Total purchase price   $ 99,644,824       Net Assets Acquired   Accounts receivable   $ 635,482   Total current assets acquired     635,482             Oil and gas properties     50,774,684   Total assets acquired     51,410,166             Asset retirement obligations     (755,862 ) Total liabilities acquired     (755,862 )           Net assets acquired     50,654,304             Impairment of oil and gas properties     48,990,520             Total Purchase Price   $ 99,644,824   The proceeds from the $40 million loan from IBC were as follows:     Use of Proceeds   Assumption of debt   $ 30,595,256   Cash funding (paid at closing)     4,975,000   Loan Commitment fee (paid at closing)     200,000   Lien Payoff (paid at closing)     72,657   Restricted cash (received at closing)     3,360,000   Cash (received at closing)     797,087   Debt payable after closing   $ 40,000,000   Other Property and Equipment In February 2014, the Company purchased a field office for approximately $50,000 which is used to provide local operational support for its properties in the Eagle Ford and Austin Chalk areas. The land upon which the field office resides was initially leased by the Company over a three-year term beginning in January 2014 through December 2016, for yearly lease amounts of $7,200 and $7,800, and $8,400 over the three-year term, respectively. In January 2017, the Company renewed the lease on a year-to-year basis for $7,200. The field office was transferred as a part of the Release with Rogers. See Note 6 “Notes Payable and Debenture” for further details. Office Lease On July 27, 2015, the Company moved its corporate headquarters from 3555 Timmons Lane, Suite 1550, Houston, Texas 77027 to 450 Gears Road, Suite 780, Houston, Texas 77067 in connection with the expiration of the Company’s prior office space lease. The Company entered into a sublease on approximately 3,300 square feet of office space that expired on January 31, 2016 and had a base monthly rent of approximately $5,000 of which it had paid four months in advance as well as a $5,000 security deposit. For the proceeding months, the Company paid month-to-month rent until it was able to move into its new office suite. On April 1, 2016, the Company entered into a lease agreement pursuant to which the Company agreed to lease 4,439 square feet of office space at 450 Gears Road, Houston, Harris County, Texas 77067 (Suite 860, versus Suite 780 as was leased previously). The lease had a 65-month term (through August 2021), and commenced on April 1, 2016. The monthly rental cost under the lease was -$0- for the month of April 2016, and $7,676 for the months of May 2016 through April 2017, plus as applicable, its pro rata share of operating expenses and taxes which exceed the total operating expenses and taxes of the property for the first year of the lease. On March 31, 2017, the Company amended its lease at 450 Gears Road to expand to a total of 6,839 square feet, commencing on May 1, 2017. The amendment extended the lease period to November 2021. In August 2017, the Company ceased its use of this office space and moved its headquarters to 4040 Broadway, Suite 425, San Antonio, Texas. The Company is committed to the remaining lease payments for the Houston office space for approximately $346,000 assuming an early termination of the lease on July 31, 2019. The Company recorded monthly rent expense associated with the Houston lease through August 2017. In accordance with the accounting guidance in ASC 420-10-25-13 regarding exit or disposal cost obligations, as of August 2017, the Company recorded rent expense, within general and administrative expense, and accrued a liability of $302,289, which represents the fair value of costs that will continue to be incurred during the remaining term of the Houston lease without economic benefit to the Company. As of December 31, 2017, the carrying amount of the liability of $302,289 was included in accrued expenses on the Company’s balance sheet. In addition, the Company wrote-off $189,533 of mostly fully depreciated property and equipment that was not re-located to the San Antonio headquarters resulting in a loss of $3,368. NOTE 57 – ASSET RETIREMENT OBLIGATIONS   The following table presents the reconciliation of the beginning and ending aggregate carrying amounts of long-term legal obligations associated with the future retirement of oil and natural gas property and equipmentproperties for the nine-month periodssix months ended June 30, 2023 and the year ended December 31, 2017 and 2016, respectively.2022.       2017     2016   Carrying amount at beginning of period   $ 2,045,847     $ 1,179,170   Accretion     81,600       70,714   Acquisition of oil and gas properties     —       755,862   Dispositions     (1,328,260 )      —   Change in estimate     13,755       —   Carrying amount at end of period   $ 812,942     $ 2,005,746       June 30, 2023     December 31, 2022   Carrying amount at beginning of year   $ 61,545     $ 53,055   Accretion     2,978       8,490   Carrying amount at end of year   $ 64,523     $ 61,545     Camber does not have any short-term asset retirement obligations as of December 31, 2017 and March 31, 2017.NOTE 8 – LONG TERM DEBT   NOTE 6 – NOTES PAYABLE AND DEBENTURE Long-term debt obligations of Camber Energy, Inc.:   June 30, 2023     December 31, 2022                 Note payable to Discover Growth Fund, pursuant to a Secured Promissory Note dated December 24, 2021 and funded on January 3, 2022 in the original amount of $26,315,789 with interest and principal due at maturity on January 1, 2027. The note bears interest at a rate equal to the Wall Street Journal Prime Rate and is secured by lien on substantially all of the Company’s assets.   $ 26,315,789     $ 26,315,789                     Note payable to Discover Growth Fund, pursuant to a 10.0% Secured Promissory Note dated December 11, 2020 in the original amount of $6,000,000 with interest and principal due at maturity on January 1, 2027. The Note is secured by lien on substantially all of the Company’s assets.     6,000,000       6,000,000                     Note payable to Discover Growth Fund, pursuant to a 10.0% Secured Promissory Note dated December 22, 2020 in the original amount of $12,000,000 with interest and principal due at maturity on January 1, 2027. The Note is secured by first lien on the Company’s ownership in Viking.     12,000,000       12,000,000                     Note payable to Discover Growth Fund, LLC pursuant to a 10.0% Secured Promissory Note dated April 23, 2021 in the original amount of $2,500,000 with interest and principal due at maturity on January 1, 2027. The Note is secured by lien on substantially all of the Company’s assets.     2,500,000       2,500,000                     Principal value of debt     46,815,789       46,815,789   Less: unamortized debt discount     (11,292,452 )     (12,888,029 ) Total long-term debt, net     35,523,337       33,927,760   Less current portion     -               $ 35,523,337     $ 33,927,760     16 The Company’s notes payable and debenture consisted of the following:     December 31, 2017     March 31, 2017   Note Payable - Rogers   $ —     $ 6,883,697   Note Payable - Dreeben     —       1,050,000   Note Payable - Non-Related Individual     —       263,158   Debenture     495,000       530,000   Note Payable -Vantage     —       —   Note Payable - IBC     37,443,308       38,324,527         37,938,308       47,051,382   Unamortized debt discount     (1,757,026 )     (2,624,038 ) Total Notes Payable and Debenture     36,181,282       44,427,344   Less current portion of long-term debt     (35,958,029 )     (44,281,649 ) Long-term portion   $ 223,253     $ 145,695   Rogers Loan and Promissory Note At December 31, 2017, the Company had no liability under the $7.5 million Letter Loan Agreement originally entered into with Rogers on August 13, 2013. Additionally, per a prior amendment, the Company transferred all of its oil and gas interests and equipment to our then newly formed wholly-owned Texas subsidiary, CATI which clarified that following the transfer, Rogers had no right to foreclose upon the Company (at the Nevada corporate parent level) upon the occurrence of an event of default under the Rogers Loan, and that instead Rogers would only take action against CATI and its assets and required Rogers to release all UCC and other security filings on the Company (provided that Rogers is allowed to file the same filings on CATI and its assets). Subsequently, the Company assigned all of its oil and gas interests and equipment to CATI pursuant to an Assignment and Bill of Sale dated December 16, 2015. On February 1, 2017, the Company agreed to extend the maturity date of the Rogers Loan from January 31, 2017 to April 30, 2017. As consideration, the Company paid $9,000 to Rogers and $9,000 to Robertson Global Credit, LLC (“Robertson”), the servicer of the loan. In April 2017, the maturity date was extended again until July 31, 2017. As consideration, the Company paid $9,000 to Ms. Rogers and $9,000 to Robertson. The Company failed to pay the amount due to Rogers on July 31, 2017. On August 25, 2017, the Company received a notice that its wholly-owned subsidiary CATI had defaulted on the maturity payment of its loan with Rogers, which matured on July 31, 2017. The letter stated that CATI was indebted to Rogers in an amount of $8.9 million, which includes all principal and interest (of which $2.1 million was default interest) through August 25, 2017. The letter further asserted additional interest of $3,577 per day as well as other unpaid fees totaling $18,162 plus interest on those fees. The default notice further stated that the default in failing to pay the fees must be cured by September 5, 2017 and the default on the principal and interest payment must be cured by September 11, 2017. The cure period on the Rogers Loan expired on September 11, 2017, and as of such date, all principal, interest and unpaid costs thereunder were immediately due and payable (which totaled approximately $9.4 million as of the date of acceleration which amount included $2.1 million of default interest). Prior to the default, CATI had not recorded interest due on the note based on its earlier agreements. As a result of the default, demand and acceleration, CATI recorded the default interest demand of $2.1 million in the three-month period ended December 31, 2017. In September 2017, Rogers foreclosed on the assets of CATI which secured the note. On October 3, 2017, the trustee of those assets, for the benefit of the lender, sold these assets in public auction foreclosure sales which took place in Gonzales County and Karnes County, Texas. The proceeds from the foreclosure sales of approximately $3.5 million were applied against the outstanding indebtedness. On December 15, 2017, CATI entered into a Release of Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement and Fixture Filing (the “Release”) with Rogers. Pursuant to the Release, the Company completed a transaction in which CATI provided Rogers, pursuant to an Assignment of Overriding Royalty Interest (the “Royalty Assignment”), with an overriding royalty (equal to 0.01 of 8/8ths of all oil and gas) on CATI’s remaining leasehold and Rogers released CATI from all remaining indebtedness owed. The Release, which was filed in various counties in Texas on January 22, 2018 and January 23, 2018, discharged approximately $9.4 million in principal and interest outstanding and owed to Rogers, according to Rogers. The effective date of the Release was December 15, 2017. Additionally, the remaining leasehold and ownership of CATI was assigned to Arkose Lease Partners, L.L.C., a third party (“Arkose”), pursuant to an Assignment of Membership Interest (the “Assignment”), dated November 1, 2017, in exchange for Arkose’s assumption of all plugging and abandonment liabilities of CATI. The following table summarizes the loss on the Rogers foreclosure on the assets of CATI, Release with Rogers, and assignment to Arkose: Forgiveness of existing secured loan   $ 6,866,371   Forgiveness of accrued interest     2,565,705   Transfer of ARO liability     1,328,260   Transfer of oil and gas properties     (14,664,571 ) Transfer of other assets     (261,227 ) Loss on transaction   $ (4,165,462 ) Dreeben Note On June 27, 2016, the Company entered into an amended and restated short-term promissory note, amending and restating the note originally entered into with Mr. Dreeben on March 28, 2016 evidencing an additional $100,000 borrowed on June 13, 2016, plus a $10,000 original issue discount on such loan amount and extending the maturity date of the note to August 31, 2016. On August 31, 2016, the Company paid Mr. Dreeben the full amount due on the short-term promissory note of $385,000. Table of Contents   On January 31, 2017,3, 2022 the Company borrowed $1,000,000 from Alan Dreeben, onereceived $25,000,000 representing a 5% original issue discount of the Company’s then directors, pursuantloan face value of $26,315,790. The Company granted the lender a first-priority security interest in Camber’s common shares of Viking and a first-priority security interest in Camber’s other assets. The notes are convertible into shares of common stock of Camber at a fixed price of $1.50 per share, subject to beneficial ownership limitations. The obligations under the Investor Note are supported by a short-term promissory note.Guaranty from Viking. As an incentive to enter into the Note agreement, Camber granted the lender warrants to purchase 500,000 shares of Camber common stock at an exercise price of $500.00 and 500,000 warrants with an exercise price of $1,000. The short-term promissory note had a principal balancewarrants expire on December 31, 2026. The Company allocated the net proceeds received of $1,050,000 (the $1,000,000 principal amount borrowed plus a $50,000 original issue discount), accrued interest at 6% per annum$500,000 to the notes and had a maturity date of January 31, 2018, with standardthe warrants based on relative fair value and customary events of default. As additional consideration for Mr. Dreeben agreeing to makerecorded the loan proceeds allocated to the Company issued Mr. Dreeben 40,000 shareswarrants as an additional debt discount of restricted common stock in August 2017.$14,763,393. The fair value of the restricted shareswarrants was $30,000determined based on a Black-Scholes model. Debt discounts on the closing priceNote are amortized over the life of the Company’s common stock onNote using the issuance date. interest method. The fair valuemajority of the shares was recorded as additional debt discount. On November 9, 2017, in connection with the sale of the Jackrabbit Acreage, the Company repaid Mr. Dreeben the full amount due on the short-term promissory note of $1,050,000. See Note 4 “Property and Equipment” for further details. Vantage Funding On July 17, 2017, Vantage provided $120,000 to the Company under the Vantage Note and on July 20, 2017, Vantage provided $30,000 to the Company under the Vantage Note. Vantage was granted a second lien on the Jackrabbit property in connection with the financing. On November 9, 2017, in connection with the sale of the Jackrabbit Acreage, the Company paid Vantage the full amount due on the Vantage Note of $150,000. See Note 2 “Liquidity and Going Concern Considerations” for further details.  Non-Related Individual Note On March 9, 2017, the Company borrowed $250,000 from a non-related individual pursuant to a short-term promissory note. The short-term promissory note has a principal balance of $263,158 (the $250,000 principal amount borrowed plus a $13,158 original issue discount), accrues interest at 6% per annum and has a maturity date of March 9, 2018 and contains standard and customary events of default. On November 9, 2017, in connection with the sale of the Jackrabbit Acreage, the Company paid the non-related individual the full amount due on the short-term promissory note of $263,158. See Note 4 “Property and Equipment” for further details. Debenture On April 6, 2016, the Company entered into a Securities Purchase Agreement with the Investor, pursuant to which the Company issued a redeemable convertible subordinated debenture (the “Debenture”), with a face value of $530,000, initially convertible into 163,077 shares of common stock at a conversion price equal to $3.25 per share and warrants to initially purchase 1,384,616 shares of common stock (subject to adjustment thereunder) at an exercise price equal to $3.25 per share (the “First Warrant”). The Investor purchased the debenture at a $30,000 original issue discount for the sum of $500,000 and agreed that it would exercise the First Warrant, upon satisfaction of certain conditions, for the sum of $4.5 million, which warrant was exercised in October 2016. The debenture matures in seven years and accrues interest at a rate of 6.0% per annum. Due to the recent decline in the price of our common stock and that a trigger event occurred on June 30, 2016 as a result of the delay in filing our Annual Report on Form 10-K for the year ended March 31, 2016, the premium rate on the debenture increased from 6% to 34% and the conversion discount became 85% of the lowest daily volume weighted average price during the measuring period (60 days prior to and 60 days after the last date that the Investor receives the last of the shares due), less $0.10 per share of common stock not to exceed 85% of the lowest sales price on the last day of such period less $0.10 per share. As the fair value of the warrants issued in connection with the debenture exceeds the $530,000 value of the debenture, the Company fully discounted the entire debenture and will amortize the discount over the term of the debenture. The discount is being amortized through interest expense using the effective interest method over the term of the debenture. On August 23, 2017, the Investor converted $35,000 of the principal amount of the Debenture into an aggregate of 1,754,711 shares of common stock, which included 10,770 shares for conversion of principal (at $3.25 per share) and 1,743,941 shares for premiums. Loan Agreement with IBC As of December 31, 2017, the Company was not in compliance with certain covenantsProceeds of the loan agreement with IBC, including requiringwere used to: (i) redeem shares of Series C Redeemable Convertible Preferred Stock of the Company not owned by the Investor or its affiliates; and (ii) pay in full the secured loan disclosed by the Company in a Current Report Filed on Form 8-K filed with the SEC on December 17, 2021.  Principal maturities of long-term debt for the next five years and thereafter are as follows: Twelve-month period ended June 30,               2024   $ -   2025     -   2026     -   2027     35,523,337   Thereafter     -                 $ 35,523,337   The above notes were in default at various times, but have been resolved through settlement (see Note 13 -  Stockholders Deficit) NOTE 9 – DERIVATIVE LIABILITIES The Series C Preferred Stock contains an embedded derivative due to maintainthe potential conversion into a net worthvariable number of $30 million,common shares. Upon conversion of the Series C Preferred share into common shares, the Company has a potential obligation to issue additional common shares to satisfy the True-Up obligation. Both the Conversion Premium and the balance of the loan due to IBC of $37.4 million (less unamortized debt issuance costs of approximately $1.5 million), was recognized as a short-term liability on the Company’s balance sheet as of December 31, 2017. The Company has also recognized approximately $239,000 in accrued interest as of December 31, 2017. On September 8, 2017, the Company received a Notice of DefaultTrue-Up obligation are derivatives and Opportunity to Cure (the “Notice”) from IBC, stating that the Company was in default under its loan due to failing to make a required $425,000 loan payment on August 25, 2017 (the “Payment Default”). The Notice was also sent to the guarantors under the Loan Agreement. The Notice also cited the Company for several covenant defaults including exceeding a cap on monthly general and administrative expenses; falling below $30 million of net worth; failing to comply with certain post-closing covenants regarding the assignment of certain oil and gas interests, the execution of certain supplemental mortgages and the completion of certain curative title requirements; failing to pay costs and expenses required pursuant to the terms of the Loan Agreement; failing to meet the requirements of a cash flow test as described in greater detail in the Loan Agreement; and exceeding the loan to value determination provided for in the Loan Agreement. In order to cure the Payment Default described in the Notice, the Company wasare required to pay $425,000, as well as any attorney’s fees and/or late fees as determined by IBC, on or before September 18, 2017, which amount was not paid and to cure the covenant defaults, which covenant defaults were not cured. Pursuant to extension agreements entered into with IBC, in or around December 2017 and January 2018, (a) IBC agreed to waive the Company’s obligation to make the August 30, 2017, $425,000 monthly principal payment originally due under the IBC loan; (b) the Company confirmed the amount outstanding under the IBC loan ($37,443,308 as of each extension); (c) IBC agreed that interest only payments would be due on September 30, 2017, October 30, 2017, November 30, 2017 and December 31, 2017, with principal payments of $425,000 per month to begin thereafter, which principal payments were not made; (d) the parties agreed that the amounts owed to IBC were payable on demand, provided that if no demand was made, such amounts would be payable by way of monthly payments of $425,000 of principal, plus accrued interest, with the remaining amount owed to IBC duerecorded at maturity (August 25, 2019); (e) that the amount owed to IBC will accrue interest at the rate of 2% per annum above the prime rate, subject to a floor of 5.5% (currently 6.25% per annum); (f) if the Company fails to make any payment due to IBC within 10 days of its due date, IBC is due a late payment of 5% of the amount past due (subject to a minimum of $10 and a maximum of $1,500 per late payment); and (g)fair value. On April 20, 2021, the Company and the guarantorsholder agreed to modify the COD to require all redemptions and conversions to be satisfied in common shares, which changed the accounting treatment for the embedded derivative. Issuance of the IBC loan released IBC from any claims against IBC asSeries C Stock (prior to April 20, 2021) Conversion of the dateface value of eachthe Series C preferred stock is fixed at $162.50 per common share and, because the conversion is generally outside the control of such extensions. Notwithstanding the above extensions, the Company, is still in default under the IBC loan, the entire amountface value of the IBC loan may be acceleratedSeries C Stock is considered temporary equity and IBC may take action to enforce its remedies under the loan agreement.recorded at redemption value. The IBC loanConversion Premium is secured by substantially all of the Company’s assets and if IBC were to foreclose on our assets it would have a material adverse effect on our operations and may force us to seek bankruptcy protection. NOTE 7 – DERIVATIVES The Company has determined that certain warrants the Company has issued contain provisions that protect holders from future issuances of the Company’sconvertible into common stock at prices below such warrants’ respective exercise prices and these provisions could result in modification of the warrants’ exercise priceshares based on a variable that is not an input to fair value of a fixed-for-fixed option as defined in FASB ASC 815-40 and is a derivative liability and is recorded at fair value. 17 Table of Contents The Company determined the redemption value of the face value of the Series C Stock to be the fair value of a “fixed-for-fixed”the common shares issuable to satisfy the conversion of the face value of the Series C Stock. The fair value of the Conversion Premium is determined to be the lesser of the amount of cash required to satisfy the Conversion Premium or the fair value of the shares required to satisfy the Conversion Premium since the Company has the option as defined under FASB ASC Topic No. 815 - 40. The warrants grantedto satisfy the conversion of the Conversion Premium in April 2014 contain anti-dilution provisionscash or shares. To the extent that provideconsideration paid for a reduction in the exercise price of such warrants in the event that future common stock (or securities convertible into or exercisable for common stock) is issued (or becomes contractually issuable) at a price per share (a “Lower Price”) that isSeries C Stock was less than the exerciseredemption value plus the fair value of the derivative liability, consideration was first allocated to the derivative liability. The consideration received never exceeded the fair value of the derivative liability. Consequently, no proceeds were allocated to the redemption value. The derivative liability was recorded at fair value and a loss on derivative liability was recorded as the difference between the fair value of the derivative liability and the consideration received. The redemption value was recorded as temporary equity and a deemed dividend. Conversion of the Series C Stock The Company receives notice of conversion from the holder with a calculation of the number of common shares required to be issued to satisfy the redemption value plus the Conversion Premium. The Company has never elected to satisfy the conversion premium in cash. The Company then issues the number of common shares determined by the holder using a VWAP calculation for the Measurement Period before the conversion date. The shares may be issued over time due to ownership limitations of the holder. Upon conversion of the Series C Stock, the Company reduces the derivative liability by the amount that was originally recorded for the number of Series C Stock converted. Any difference between the current fair value of the common shares issued to satisfy the conversion premium and the originally recorded derivative liability was recorded as a loss on derivative liability. Temporary equity is also reduced by the fair value of the common shares issued to satisfy the redemption value (amounts recorded in temporary equity). Any difference is recorded as additional deemed dividend or an equity contribution. The holder may be entitled to additional shares subsequent to the conversion date If the VWAP calculation for the portion of the Measurement Period following the date of conversion is lower than the VWAP for the portion of the Measurement Period prior to the date of conversion, referred to as True-Up shares. If the VWAP calculation is higher, no True-Up shares are issued. The potential obligation to issue True-Up shares creates an additional derivative liability. The determination of the number of True-Up shares due, if any, is based on the lowest VWAP calculation over the Measurement Period that extends beyond the conversion date. In addition, if the Company has not complied with certain provisions of the COD, the Measurement Period does not end until the Company is in compliance. The potential obligation to issue True-Up shares after the conversion date is a derivative liability. The derivative liability for the True-Up Shares at the end of each period represents Series C Stock conversions in respect of which the Measurement Period had not expired as of the period end. The fair value of the derivative liability has been estimated using a binomial pricing model, the estimated remaining Measurement Period, the share price and the historical volatility of the Company’s common stock. Adjustments to the Carrying value of the Series C Stock and the Derivative Liability At each reporting period the Company determined the fair value of the common shares required to satisfy the redemption of the face value of the outstanding Series C Stock and recorded an additional deemed dividend or an equity contribution for any differences between the recorded value and the period end fair value. The redemption Conversion Premium was assumed to be settled in cash because cash settlement is more favorable to the Company. The fair value of the common shares required to satisfy the redemption of the Series C Stock was determined generally using the closing share price of such warrant at the time.Company’s stock as of the reporting date. The amount of any such adjustmentcash required to settle the Conversion Premium was generally fixed at the time of issuance. Consequently, the fair value of the derivative liability relating to the cash obligation to satisfy the Conversion Premium is determinedgenerally unchanged until conversion. The cash required to settle the conversion premium was unchanged until the dividend rate of 24.95% was increased in accordance with the provisionsterms of the warrant agreementSeries C Stock to 34.95% due to covenant violations. The increase in the conversion premium was recorded as an increase in the derivative liability and depends upon the numbera loss on change in fair value of shares of common stock issued (or deemed issued) at the Lower Price and the extent to which the Lower Price is less than the exercise price of the warrant at the time.derivative liability.   Activities for derivative warrant instruments during the nine months ended December 31, 2017 and 2016 were as follows:     2017     2016   Carrying amount at beginning of period   $ 21,662     $ 126,960   Change in fair value     (20,919 )     (67,572 )  Carrying amount at end of period   $ 743     $ 59,388   18 Table of Contents   The fair value of the derivative warrants was calculated usingliability relating to the Black-Scholes pricing model. Variables usedpotential obligation to issue true-up shares is subject to adjustment as the Company’s stock price changes. Such changes are recorded as changes in the Black Scholes pricing model asfair value of December 31, 2017 include (1) discount rate of 1.76%, (2) expected term of 1 year, (3) expected volatility of 141.35%, and (4) zero expected dividends. Variables used in the Black-Scholes pricing model as of December 31, 2016 include (1) discount rate of 1.20%, (2) expected term of 2 years, (3) expected volatility of 179.29%, and (4) zero expected dividends.derivative liability.    As of December 31, 2017, the significant inputsApril 20, 2021 Amendment to the Company’sSeries C Stock COD On April 20, 2021, the Company amended the Series C Stock COD to require all conversions to be in common shares, thus removing the cash option for redemption of the Conversion Premium. The amendment required reclassification of the Series C Stock recorded in temporary equity to permanent equity with no further period end adjustments. Effect on Derivative Liability The removal of the cash option for conversion of the Conversion Premium changed the cash redemption assumption to assume, in all cases, share redemption. Therefore, the derivative liability calculation were Level 3 inputs. NOTE 8 – COMMITMENTS AND CONTINGENCIES Office Lease In August 2017, the Company ceased its use of this office space and moved its headquartersis required to 4040 Broadway, Suite 425, San Antonio, Texas. The Company is committed to the remaining lease payments for the Houston office space for approximately $346,000, assuming an early termination of the lease on July 31, 2019. The Companybe recorded monthly rent expense associated with the Houston lease through August 2017. In accordance with the accounting guidance in ASC 420-10-25-13 regarding exit or disposal cost obligations, as of August 2017, the Company recorded rent expense, within general and administrative expense, and accrued a liability of $302,289, which representsat the fair value of costs thatthe equivalent number of common shares issuable to satisfy the Conversion Premium. We recorded an adjustment to derivative liability and loss on derivative on April 20, 2021 and we will continue to be incurred during the remaining termrecord changes in fair value of the Houston lease without economic benefit toderivative liability each quarter thereafter as long as any Series C Stock are outstanding. We estimated the Company. As of December 31, 2017, the carrying amountfair value of the derivative liability for the outstanding Series C Stock Conversion Premium generally using the period end number of $302,289 was included in accrued expensesshares required to satisfy the Conversion Premium at the period end closing share price of the Company’s common stock.  Limitations on using the closing price of the Company’s Common Stock to determine Fair Value The Company is a smaller reporting company and is traded on the NYSE American exchange. Historically, the Company’s balance sheet.stock price has been extremely volatile and subject to large and sometimes unexplained price variations on a daily or weekly basis. In addition, the Company wrote-off $189,533 of mostly fully depreciated propertydeclared four reverse stock splits in 2018 and equipment that was not re-located to the San Antonio headquarters resulting in a loss of $3,368. Effective October 1, 2017, the Company entered into an agreement to sublease space on a month to month basis in San Antonio, Texas from RAD2 Minerals, Ltd., an entity owned2019 and controlled by Mr. Azar, the Company’s Chief Executive Officer. Monthly rentcommon stock generally trades at less than $1.00 per share. These factors have exacerbated daily volatility of our stock price. Consequently, the closing price of the Company’s stock on the reporting date may not, in all cases, represent the fair value of the common share required to satisfy the redemption of the Series C Stock. Recognizing that the closing share price of our publicly traded stock is an observable input to fair value, such price was used for October through December 2017 was $5,000 per month increasing to $7,500 per month effective January 2018. Consulting Contracts On October 4, 2017, the Company entered into an agreement with a digital marketing advisor pursuant to which the advisor agreed to create original content with the goal of increasing public awareness about the Companydetermining fair value in most cases and the Company agreed to payonly considered an alternative measure of fair value when the advisor (a) $20,000 per month beginning in October 2017 and ending on February 28, 2018, (b) $50,000 per month thereafter through October 4, 2018, the end of the term of the agreement, and (c) 3,750,000 shares of restricted common stock, with 2.5 million shares issued in November 2017 and the remainder due on May 1, 2018.  On October 4, 2017, the Company entered into a consulting agreement with a third party consultant which consultant agreed to provide investor relations and public relations services to the Company. As consideration pursuant to the agreement, the Company issued the consultant 1,000,000 shares of restricted common stock with piggy-back registration rights in November 2017. On November 13, 2017, the Company entered into a consulting agreement with another third party consulting company whereby the consulting company agreed to act as the Company’s Interim Vice President of Strategy. As consideration pursuant to the agreement, the Company agreed to pay (a) a non-refundable installment of $150,000 upon the execution of the agreement, and (b) beginning on February 1, 2018, the Company will pay $50,000 per month on the first of each month. Legal Proceedings From time to time, the Company may become party to litigation or other legal proceedings that it considers to be a part of the ordinary course of its business. The Company is not currently involved in any legal proceedings that it believes could reasonably be expected to have a material adverse effect on our business, prospects, financial condition or results of operations. The Company may become involved in material legal proceedings in the future. Rubenstein Matter On September 28, 2017, Aaron Rubenstein, a purported shareholderclosing price of the Company’s common stock filedvaried by more than 30% from the five-day moving average immediately prior to the measurement date. In such cases, an average closing price of the previous 30-day period was used as an estimate of fair value, adjusted for stock splits if applicable. In addition, conversion of the Series C shares may require a lawsuit againstsignificant number of common shares to be issued in relation to the Company (as nominal defendant)total number of shares outstanding. The market price of the Company’s common stock may not appropriately reflect the potential for significant dilution caused by a large conversion and Richard N. Azar II, its Chief Executive Officermay not be representative of market value. In cases where the number of common shares required to satisfy a conversion of the Series C shares into common stock was significant in relation to the total number of shares outstanding (approximately 30% or greater) fair value of the embedded features was determined based on the historical market capitalization of the Company. Activities for derivative Series C Preferred Stock derivative liability during the six months ended June 30, 2023 and the year ended December 31, 2022 were as follows:     June 30,  2023     December 31, 2022   Carrying amount at beginning of year   $ 7,592,744     $ 93,108,568   Issued Series C preferred shares     -       -   Change in fair value     (994,134 )     89,523,091   Settlement of obligation (issuance of common shares)     (1,529,458 )     (175,038,915 ) Carrying amount at end of year   $ 5,069,152     $ 7,592,744   The fair value of the derivative liability has been estimated using a binomial model and the historical volatility of the Company’s common stock as of the date of conversion. 19 Table of Contents NOTE 10 – RELATED PARTY TRANSACTIONS The Company’s CEO and director, RAD2 Management, LLC, RAD2 Minerals, Ltd. and Segundo Resources, LLC, each an entity owned and controlled by Mr. Azar, in the United States District Court, Western District of Texas (Case No. 5:17-cv-962-FB).  The suit seeks the recovery (for the benefit of the Company) of alleged short-swing profits from Mr. Azar and his related entities under Section 16(b) of the Exchange Act relating to various transactions involving Series B Preferred Stock of the Company in November 2016 and January 2017. Mr. Azar denies the existence of any short-swing profits and filed a denial with the court. The Company also filed a denial with the court. Petroflow Matter In October 2017, the Company agreed to pay directly and reimburse entities owned in part by Alan Dreeben, a former director of the Company, for legal fees and settlement payments expended in connection with the defense ofPetroflow Energy Corporation v. Sezar Energy, L.P. and Brittany Energy, LLC, Case No. 16-CV-700-TCK;TLW, In the United States District Court – N.D. OK. The Company was the beneficiary through the release of interest in disputed lease interests from PetroflowJames Doris, renders professional services to the Company that provides the Company with complete control over those properties to renew expired leases and to have 100%through AGD Advisory Group, Inc., an affiliate of the drilling rights related to those properties. Sezar Energy and Brittany Energy have assigned any interests they may have had in conjunction with litigation in exchange for the Company making the agreed settlement paymentsMr. Doris, at a rate of $475,000 plus direct payments and reimbursement$20,000 per month commencing April 2021.  As of the legal costs paid on behalfJune 30, 2023, an accrued balance due of the defendants by Mr. Dreeben. Total legal fees expended by such entities totaled $392,043, and the Company reimbursed such fees by issuing Mr. Dreeben 1,960,218 shares of common stock with a value of $0.20 per share in November 2017. In addition, the Company directly paid legal fees and settlement payments totaling $378,694. The total expense related to the Petroflow matter of $770,737$60,000 is included in General and Administrative expense on the income statement.accounts payable.     The Company’s CFO, Frank W. Barker, Jr., renders professional services to the Company through FWB Consulting, Inc., an affiliate of Mr. Barker, at a rate of $20,000 per month commencing April 2021.  As of June 30, 2023, there is no accrued balance due. NOTE 911 – INCOME TAXESCOMMITMENTS AND CONTINGENCIES Legal Proceedings. From time-to-time suits and claims against Camber arise in the ordinary course of Camber’s business, including contract disputes and title disputes. Camber records reserves for contingencies when information available indicates that a loss is probable, and the amount of the loss can be reasonably estimated.   The Company has estimated thatwas the target of a “short” report issued by Kerrisdale Capital in early October, 2021, and as a result of such short report, on October 29, 2021, a Class Action Complaint (i.e. C.A.No.4:21-cv-03574) was filed against the Company, its effective tax rate forCEO and CFO by Ronald E. Coggins, Individually and on Behalf of All Others Similarly Situated v. Camber Energy, Inc., et al.; in the U.S. purposes will be zeroDistrict Court for the 2018Southern District of Texas, Houston Division, pursuant to which the Plaintiffs are seeking to recover damages alleged to have been suffered by them as a result of the defendants’ violations of federal securities laws.  The defendants deny the allegations contained in the Class Action Complaint and 2017 fiscal year and consequently, recorded no provisionhave engaged Baker Botts L.L.P. to defend the action. On or benefit for income taxesabout June 30, 2022, the Company was made aware of a Shareholder Derivative Complaint filed in the U.S. District Court for the threeSouthern District of Texas, Houston Division (Case No. 4:22-cv-2167) against the Company, its current directors, and ninecertain of its former directors (the “Houston Derivative Complaint” and, together with the Nevada Derivative Complaint, the “Derivative Complaints”). The allegations contained in the Houston Derivative Complaint involve state-law claims for breach of fiduciary duty and unjust enrichment and a federal securities claim under Section 14(a) of the Securities Exchange Act of 1934.  On January 20, 2023, the U.S. District Court held that certain claims brought by the plaintiff relating to director actions and statements made in proxy statements prior to June 30, 2019, were time barred, but did not dismiss certain claims brought by plaintiff relating to director actions and statements made in proxy statements after June 30, 2019.  Pursuant to Article 6 of the Amended and Restated Bylaws, on February 15, 2023, the Company’s Board of Directors (the “Board”) formed a Committee of the Board (the “Special Litigation Committee”) to investigate, analyze, and evaluate the remaining allegations in the Houston Derivative Complaint.  The Special Litigation Committee’s investigation and evaluation remains ongoing. At this time, we are not able to predict the outcome of the Special Litigation Committee investigation or these claims. The defendants deny the allegations contained in the Class Action Complaint and Houston Derivative Complaint and have engaged Baker Botts L.L.P. to defend the actions. On or about April 18, 2022, the Company was made aware of a Shareholder Derivative Complaint filed with the District Court in Clark County, Nevada (Case No.: A-22-848486-B) against the Company and its directors, and on or about May 4, 2022 the Company was made aware of a second Shareholder Derivative Complaint filed with the District Court in Clark County, Nevada (Case No. A-22-852069-B) against the Company and its directors. On July 18, 2022, the shareholder plaintiff in Case No. A-22-848486-B voluntarily dismissed his lawsuit, and on December 12, 2022 the shareholder plaintiff in Case No. A-22-852069-B voluntarily dismissed his lawsuit. 20 Table of Contents Maranatha Oil Matter In November 2015, Randy L. Robinson, d/b/a Maranatha Oil Co. sued the Company in Gonzales County, Texas (Cause No. 26160). The plaintiff alleged that it assigned oil and gas leases to the Company in April 2010, retaining a 4% overriding royalty interest and 50% working interest and that the Company failed to pay such overriding royalty interest or royalty interest. The interests relate to certain oil and gas properties which the Company subsequently sold to Nordic Oil USA in April 2013. The petition alleges causes of actions for breach of contract, failure to pay royalties, non-payment of working interest, fraud, fraud in the inducement of contract, money had and received, constructive trust, violation of theft liability act, continuing tort and fraudulent concealment. The suit seeks approximately $100,000 in amounts alleged owed, plus pre-and post-judgment interest. The Company has filed a denial to the claims and intends to vehemently defend itself against the allegations. NOTE 12 – REVENUE FROM CONTRACTS WITH CUSTOMERS Oil and Gas Contracts The following table disaggregates revenue by significant product type for the six months ended December 31, 2017June 30, 2023 and 2016.2022 respectively:     Six months ended  June 30, 2023     Six months ended  June 30, 2022   Oil sales   $ 123,837     $ 199,243   Natural gas sales and liquids     53,282       108,815   Total oil and gas revenue from customers   $ 177,119     $ 308,058   NOTE 13 – STOCKHOLDERS’ DEFICIT   NOTE 10 – STOCKHOLDERS’ DEFICITCommon Stock   During the six months ended June 30, 2023, the Company issued 4,497,623 common shares to Antilles Family Office, LLC, for the conversion of 170 shares of Series C Preferred Stock, and 3,947,999 common shares to existing and/or former holders of Series C Preferred Stock as True Up shares in connection with prior conversions of Series C Preferred Stock as a result of the continuation of the Measurement Period (as defined in the Certificate of Designation with respect to such Series C Preferred Stock) associated with such conversions and a decline in the price of the Company’s common shares within the Measurement Period.  Series A Convertible Preferred Stock   On April 19, 2016,August 31, 2020, the holderBoard of our Series A Convertible Preferred Stock agreed to convert all 500 shares of our outstanding Series A Convertible Preferred Stock into 20,000 shares of our common stock (a conversion ratio of 40:1 as provided inDirectors approved the original designation of the Series A Convertible Preferred Stock adjusted for the Company’s 1:25 reverse stock split effective on July 25, 2015), which conversion was completed on April 25, 2016. The Company paid the holder $20,000 in connection with such conversion in order to comply with the terms of the Asset Purchase Agreement that required that no28,092 shares of Series A Convertible Preferred Stock (the “Series A Preferred Stock”), which were designated with the Secretary of State of Nevada on August 31, 2020 (the “Series A Designation”) to have substantially similar rights as the Series C Preferred Stock of Viking (as amended), as adjusted for the exchange ratio of the Merger agreement at that time. On December 23, 2020, the Company entered into (i) a termination agreement with Viking terminating the Amended and Restated Agreement and Plan of Merger, dated August 31, 2020, as amended to date. On February 15, 2021, the Company entered into a new Agreement and Plan of Merger with Viking. Pursuant to the terms of the Agreement and Plan of Merger with Viking, upon closing of the Merger, each one (1) share of Viking Series C Preferred Stock (“Viking Preferred Stock”) issued and outstanding immediately prior to the Effective Time, shall be outstanding atconverted into the closing. right to receive one (1) share of the to be designated Series A Convertible Preferred Stock of Camber (the “New Camber Preferred”). 21 Table of Contents Each share of Camber Series A Preferred Stock will be convertible into 890 shares of common stock of Camber subject to a 9.99% beneficial ownership limitation, will be treated equally with the Company’s common shareholders with respect to dividends and liquidation, and will have no right to vote on any matters, questions or proceedings of Camber except: (a) on a proposal to increase or reduce Camber’s share capital; (b) on a resolution to approve the terms of a buy-back agreement; (c) on a proposal to wind up Camber; (d) on a proposal for the disposal of all or substantially all of Camber’s property, business and undertaking; (f) during the winding-up of Camber; and/or (g) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party. As of June 30, 2023 and December 31, 2017,2022, the Company had no Series A Convertible Preferred Stock issued or outstanding.   Series B Redeemable Convertible Preferred Stock   On September 1, 2016, as consideration for the closingAs of the Acquisition,June 30, 2023 and December 31, 2022, the Company issued an aggregate of 552,000 shares ofhad no Series B Redeemable Convertible Preferred Stock which had a total value of $13,800,000 based on the $25 per Series B Preferred Stock share par value. The preferred shares were issued to RAD2 (200,000 shares)issue and Segundo Resources, LLC (an affiliate of RAD2) (352,000 shares) on behalf of and for the benefit of RAD2.outstanding.   The Series B Preferred Stock has a liquidation preference of $25 per share. The Series B Preferred Stock is convertible, at the option of the holder at any time following the original issuance date, into common stock at a rate of approximately 7.14:1 (originally issuable into an aggregate of 3,942,857 shares of common stock if fully converted), at the option of the holder thereof, or automatically as to 25% of the Series B Preferred Stock shares if our common stock trades above $6.125 per share for at least 20 consecutive trading days, and trades with at least 75,000 shares of average volume per day during such period; an additional 50% of the Series B Preferred Stock shares if our common stock trades above $7.00 per share for at least 20 consecutive trading days, and trades with at least 75,000 shares of average volume per day during such period; and asEffective on May 15, 2020, due to the remaining Series B Preferred Stock shares, if our common stock trades above $7.875 per share for at least 20 consecutive trading days, and trades with at least 75,000 shares of average volume per day during such period. Each outstanding share of Series B Preferred Stock will be entitled to one vote per share on all stockholder matters. The Series B Preferred Stock is redeemable at any time by the Company upon the payment by the Company of the face amount of the Series B Preferred Stock ($25 per share) plus any and all accrued and unpaid dividends thereon. The Company has the option, exercisable from time to time after the original issue date, to redeem all or any portion of the outstandingfact that no shares of Series B Preferred Stock by paying each applicable holder, an amount equal towere outstanding, the original issue price multiplied by the numberBoard of Series B Preferred shares held by each applicable holder plus the accrued dividends. During the year ended March 31, 2017,Directors approved, and the Company issuedfiled, a Certificate of Withdrawal of Certificate of Designation relating to such series of preferred stock dividend onwith the Secretary of State of Nevada and terminated the designation of its Series B Preferred Stock consisting of 82,674 shareseffective as of the Company’s common stock. Due to the fact that the Company is in an accumulated deficit position, the Company recognized a charge to additional paid in-capital of $83 based on the par value of the common stock issued.same date.   On June 19, 2017, a holder of the Company’s Series B Convertible Preferred Stock converted 143,492 shares of Series B Convertible Preferred Stock into 1,024,943 shares of common stock of the Company. As of December 31, 2017, the 408,508 outstanding shares of Series B Preferred Stock had accrued an aggregate of $453,573 in quarterly dividends ($153,191 each for the quarters ended June 30, 2017, September 30, 2017 and December 31, 2017). The Company paid the accrued dividends on February 5, 2018, by way of the issuance of an aggregate of 131,313 shares of our common stock to the preferred shareholders pursuant to the terms of the designation (which provides that the Shares shall be based on a value of $3.50 per share). The 408,508 shares of Series B Preferred Stock have the following features: ● a liquidation preference senior to all of the Company’s common stock; ● a dividend, payable quarterly, at an annual rate of six percent (6%) of the original issue price until such Series B Preferred Stock is no longer outstanding either due to conversion, redemption or otherwise; and ● voting rights on all matters, with each share having 1 vote. As the Series B Preferred Stock is convertible at any time following the original issuance date into common stock at a rate of approximately 7.14:1, the Company recognized a fair value measurement of $14,898,038 for the Series B Preferred Stock, which is based on the 552,000 preferred shares issued times the conversion rate of approximately 7.14, times the price of the Company’s common stock of $3.78 per share at the date of the closing of the Acquisition on August 25, 2016. Series C Redeemable Convertible Preferred Stock   On April 6, 2016,February 3, 2020, the Company entered into a Stock Purchase Agreement with the Investor, pursuant to which it agreed, subject to certain conditions, to sell 527 shares of Series C redeemable convertible preferred stock (with a face value of $5.26 million) at a 5% original issue discount of $263,000, convertible into 1,618,462 shares of common stock at a conversion price of $3.25 per share, and a warrant to purchase 1,111,112 shares of common stock at an exercise price of $4.50 per share (the “Second Warrant”). On September 2, 2016, the Second Warrant and 53sold 525 shares of Series C Preferred Stock for total proceeds of $5 million. In the event the Merger Agreement entered into with Viking in February 2020 is terminated for any reason, we (until June 22, 2020, when such terms were issued for $526,450 ($500,000, net cash proceedsamended) these shares were required to Camber) after the Acquisition (as defined and describedbe redeemed at a 110% premium, in “Note 2 – Liquidity and Going Concern Considerations”) closed. The prorated sharean aggregate amount equal to $5,775,000. Because of the $263,000 discount ($26,450) was recordedprevious redemption requirement and due to interest expense. On November 17, 2016,certain redemption features, which are outside the remaining 474 sharescontrol of the Company, the Series C Preferred Stock were issued for $4,736,550 ($4,500,000, net cash proceeds tois classified as temporary equity on the Company)March 31, 2021 and December 31, 2020 balance sheets. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with U.S. GAAP, and is not mandatorily redeemable. In addition, the Series C Preferred Stock contains an embedded derivative and an additional derivative upon conversion. (See Note 9) On January 8, 2021, the Company paid placement agentissued 1,890 shares of Camber’s Series C Preferred Stock to EMC Capital Partners, LLC, one of Viking’s lenders, in full satisfaction of a secured promissory note previously issued by Viking to EMC, accrued interest and legal fees of $514,000 for services rendered in connection with the issuance.certain other liabilities totaling approximately $18,900,000. The Company also recognized $236,550 of the remaining 5% original issue discount, whichissuance was recorded to interest expenseas an additional investment by the Company in the third quarter of fiscal 2017.Viking.   The Company has not declared any dividends on the Series C Preferred stock, but recognized cumulative dividends as an adjustment to income available to common stockholders and an increase in the carrying value of the Series C Preferred Stock. On April 15, 2021, the Company, with the approval of the Board of Directors, and holders of the Company’s Series C Preferred Stock, filed certificate of corrections with the Secretary of State of Nevada to correct the original designation of the Company’s Series C Redeemable Convertible Preferred Stock and the subsequent amended and restated designations thereof, to correct certain errors which were identified in such designations as follows: Section I.D.2(e) of the prior Certificates of Designation implicitly excluded as a “Deemed Liquidation Event”, an event or proposal that was initiated by or voted upon by the holder of the Series C Preferred Stock, and the Designations have been clarified to expressly exclude such occurrence. Section I.F.4 of the Designations failed to include language to clarify that the Company is entitlednot obligated to cumulativeredeem the Preferred Shares for cash for any reason that is not solely within the control of the Company. Section I.G.1 of the Designations mistakenly included two subsection b.’s where only one was intended, and the unintended subsection b. has been removed. Section I.G.1(e) of the Designations failed to include language to clarify that the Company not having sufficient authorized but unissued shares, solely within the control of the Company and excluding any event that is not solely within the control of the Company, is not a reason that would otherwise trigger the obligations in such section. Sections I.G.1(f) and (g) of the Designations failed to include language to clarify the particular obligations apply only if the Company has sufficient authorized and unissued shares. Section I.G.7(e) of the Designations mistakenly referenced the incorrect Conversion Price. Section I.G.9 of the Designations failed to include language to clarify the maximum number of common shares that could be potentially issuable with respect to all conversions and other events that are not solely within the control of the Company, that the Dividend Maturity Date is to be indefinitely extended and suspended until sufficient authorized and unissued shares become available, the number of shares required to settle the excess obligation is fixed on the date that net share settlement occurs and that all provisions of the Designations are to be interpreted so that net share settlement is within the control of the Company. 22 Table of Contents The corrections in the Certificates of Correction were effective as of the original filing dates with the Secretary of State of Nevada of the Company’s original Series C Preferred Stock designation (August 25, 2016), the Company’s first amended and restated Series C Preferred Stock designation (July 8, 2019), and the Company’s second amended and restated Series C Preferred Stock designation (December 14, 2020), subject to certain exceptions set forth in the Nevada Revised Statutes. The corrections corrected the designations to reflect the original intentions of the parties and to conform such designations to the way the Series C Preferred Stock had been accounted for in practice since its original designation/issuance. On April 20, 2021, the Company with the approval of the Board of Directors of the Company, and the holders of the Company’s Series C Preferred Stock, filed a third amended and restated designation of the Series C Preferred Stock with the Secretary of State of Nevada, which amended the Designations to state that dividends through maturity,and conversion premiums will only be paid in shares of Company common stock, and state that redemption amounts will only be paid in shares of Company common stock. On July 10, 2021, the Company, with the approval of the Board of Directors of the Company and the holders of the Company’s Series C Preferred Stock, filed an amendment to its designation of its Series C Preferred Stock with the Secretary of State of Nevada (the “Fourth Amended and Restated Designation”), solely to increase the number of preferred shares designated as Series C Preferred Stock from 5,000 to 5,200. On November 8, 2021, the Company filed with the Secretary of State of Nevada a Fifth Amended and Restated Designation regarding its Series C Preferred Stock which initially totaled 6% per annum,amended the Designations to provide voting rights to holders of the Series C Preferred Stock as required by the October 2021 Agreements (as defined herein). On October 31, 2022, the Company filed with the Secretary of State of Nevada an amendment to the COD (the “Amendment), dated as of October 28, 2022 (the “Amendment Date”), pursuant to the Agreements, which amended the COD such that (i) beginning on the Amendment Date and are adjustable to up to 34.95% per annum,thereafter, when determining the conversion rate for each share of Series C Preferred Stock based on certain triggering events and the trading price of the Company’s common stock. stock (“Common Stock”) over a certain number of previous days (“Measurement Period”), no day will be added to what would otherwise have been the end of any Measurement Period for the failure of the Equity Condition (as defined in the COD), even if the volume weighted average trading price (“Measuring Metric”) is not at least $1.50 and each Investor waived the right to receive any additional shares of Common Stock that might otherwise be due if such Equity Condition were to apply after the Agreement Date, including with respect to any pending Measurement Period; and (ii) (A) beginning on the Amendment Date and for the period through December 30, 2022, the Measuring Metric will be the higher of the amount provided in Section I.G.7.1(ii) of the COD and $0.20, and (B) beginning at market close on December 30, 2022 and thereafter, the Measuring Metric will be the volume weighted average trading price of the Common Stock on any day of trading following the date of first issuance of the Series C Preferred Stock. As of June 30, 2023 and December 31, 2022 the Series C Preferred shares were convertible into a substantial number of the Company’s common shares which could result in significant dilution of the Company’s existing shareholders. If the outstanding Series C Preferred were converted as of June 30, 2023 and December 31, 2022, the Company estimates that the following common shares would be required to be issued to satisfy the conversion of the Series C Preferred shares:     June 30, 2023*     December 31, 2022**   Estimated number of shares issuable for conversion at $ 162.50 per share at June 30, 2023 and December 31, 2022 respectively     6,154       16,615   Estimated number of common shares required to satisfy Conversion Premium using VWAP at period end     5,430,982       3,758,845         5,437,136       3,775,460   *based on 100 shares of Series C Convertible Preferred Stock outstanding as of such date and the estimated low VWAP as at such date **based on 270 shares of Series C Convertible Preferred Stock outstanding as of such date and the estimated low VWAP as at such date 23 Table of Contents Additionally, even if the Series C preferred shares were converted on the above dates, the Company could, pursuant to terms out in the COD, be required to issue additional common shares (true-up shares). The Certificates of Designations with respect to the Company’s Series C Preferred Stock and Series G Preferred Stock (collectively, the “CODs”) and/or the Stock Purchase Agreements regarding the sale of such Series C Preferred Stock and Series G Preferred Stock (collectively, the “SPA’s”), contain covenants requiring the Company to timely file all reports required to be filed by the Company pursuant to the Exchange Act (the “Filing Requirement”). Throughout 2021 and early 2022, the Company did not satisfy the Filing Requirement and, consequently, on or about March 9, 2022, the preferred stock holders, Discover and Antilles Family Office, LLC (“Antilles”), filed a Verified Complaint against the Company (the “Discover/Antilles Complaint”) as a result of the default by the Company under the CODs. A default under the CODs and/or SPA’s is also considered an event of default under each of the Promissory Notes executed by the Company in favor of Discover (collectively, the “Discover Notes”) (see subsequent events), and upon an event of default under the Discover Notes, Discover may, at its option, declare the principal and any and all interest ratethen accrued thereon, at once due and payable, and exercise any other rights under applicable agreements. Discover did not exercise its right to declare the amount owing under the Discover Notes immediately due and payable, but Failure by Discover to exercise such right does not constitute a waiver of the right to exercise the same in the event of any subsequent default. As of April 18, 2022, Discover, Antilles and the Company entered into a Settlement Agreement to settle the Discover/Antilles Complaint, and the Settlement Agreement was approved by the Court on or about May 12, 2022. If the Company fails to satisfy future Filing Requirements, it would be considered a default under the CODs and SPA’s, which in turn would constitute an event of default under the Discover Notes. Previously Converted Series C Preferred Stock EMC converted certain shares of Series C Preferred Stock in 2021 and/or 2022 based on the low VWAP of the Company’s common stock being $0.3475 per share for the purpose of calculating the Conversion Premium. Since the Measurement Period with respect to such conversions did not end until October 28, 2022 (as further explained below) and because the low VWAP subsequent to the conversions declined to approximately $0.1519 during such period, EMC received certain true-up shares in 2022.  As of June 30, 2023, EMC held zero shares of Series C Preferred Stock. The majority of the Series C Preferred Stock issued priorpreviously converted into common shares by Antilles in 2022 were based on the low VWAP of the Company’s common stock being $0.4503 per share. Since the Measurement Period with respect to the Antilles Conversions did not end until October 5, 2017 currently total 34.95%28, 2022 (as further explained below) and because the low VWAP subsequent to the conversions declined during such period, Antilles received certain true-up shares in 2022 based on an agreed upon low VWAP of $0.20 per annum and the interest rate onshare. October 2022 Agreements Regarding the Series C Preferred Stock issued after On October 5, 2017 currently totals 24.95% per annum, with such interest,28, 2022, the Company entered into two agreements (collectively, the “Agreements”) in each case, payable upon redemption, conversion, or maturity,relation to an amendment to the fifth amended and when, as and if declared by our Boardrestated certificate of Directors in its discretion. Thedesignations regarding the Company’s Series C Preferred Stock ranks senior(the “COD”) as an accommodation to the Company and in order to help facilitate implementation of the Company’s business plans and continued trading on the NYSE American LLC, and in exchange for the release and indemnity as provided in the Agreements. 24 Table of Contents On October 31, 2022, the Company filed with the Secretary of State of Nevada an amendment to the COD (the “Amendment), dated as of October 28, 2022 (the “Amendment Date”), pursuant to the Agreements, which amended the COD such that (i) beginning on the Amendment Date and thereafter, when determining the conversion rate for each share of Series C Preferred Stock based on the trading price of the Company’s common stock (“Common Stock”) over a certain number of previous days (“Measurement Period”), no day will be added to what would otherwise have been the end of any Measurement Period for the failure of the Equity Condition (as defined in the COD), even if the volume weighted average trading price (“Measuring Metric”) is not at least $1.50 and pari passueach Investor waived the right to receive any additional shares of Common Stock that might otherwise be due if such Equity Condition were to apply after the Agreement Date, including with respect to ourany pending Measurement Period; and (ii) (A) beginning on the Amendment Date and for the period through December 30, 2022, the Measuring Metric will be the higher of the amount provided in Section I.G.7.1(ii) of the COD and $0.20, and (B) beginning at market close on December 30, 2022 and thereafter, the Measuring Metric will be the volume weighted average trading price of the Common Stock on any day of trading following the date of first issuance of the Series B Redeemable ConvertibleC Preferred Stock.   TheNovember 2022 Agreement with Discover Growth Fund, LLC On November 3, 2022, the Company entered into an agreement (the “Agreement”) with Discover, pursuant to which Discover absolutely and unconditionally waived and released any and all rights to receive further or additional shares of the Company’s common stock (the “Conversion Shares”) with respect to any and all shares of Series C Preferred Stock previously converted by Discover including, but not limited to, the right to deliver additional notices for more Conversion Shares under the Fifth Amended and Restated Certificate of Designations of Preferences, Powers, Rights and Limitations of Series C Redeemable Convertible Preferred Stock filed by the Company with the Secretary of State of Nevada on November 8, 2021, as amended on October 28, 2022. Discover also absolutely and unconditionally waived and released any and all rights to convert all or any part of any Promissory Notes previously executed by the Company in favor of Discover into shares of the Company’s common stock, and agreed not to convert or attempt to convert any portion of any Promissory Notes, at any particular price or at all. Series G Redeemable Convertible Preferred Stock On or about December 30, 2021, the Company created a new class of preferred stock known as Series G redeemable convertible preferred stock (the “Series G Preferred Stock”), having a face value of $10,000 per share. The rights, entitlements and other characteristics of the Series G Preferred Stock are set out in the Certificate of Designations of Preferences, Powers, Rights and Limitations of Series G Redeemable Convertible Preferred Stock filed by the Company with the State of Nevada on December 30, 2021 (the “COD”). Pursuant to the COD, the Series G Preferred Stock may be converted into shares of common stock at any time at the option of the holder or at a price per share of common stock equal to one cent above the closing price of the Company’s option if certain equity conditions (as definedcommon stock on the date of the issuance of such shares of Series G Preferred Stock, or as otherwise specified in the Certificate of Designation) are met.Stock Purchase Agreement, subject to adjustment as otherwise provided in the COD. Upon conversion, the Company will pay the holderholders of the Series CG Preferred Stock being converted an amount, in cash or stock at its sole discretion,a conversion premium equal to the amount of dividends that such shares would have otherwise earned if they had been held through the maturity date (7 years),date. The Series G Preferred Stock, with respect to dividend rights and issuerights upon liquidation, winding-up or dissolution, rank: (a) senior to the Company’s common stock; (b) junior to the Series C Redeemable Convertible Preferred Stock, (c) senior to the Series E Redeemable Convertible Preferred Stock and Series F Redeemable Convertible Preferred Stock, as such may be designated as of the date of this Designation, or which may be designated by the Company after the date of this Designation; (d) senior, pari passu or junior with respect to any other series of Preferred Stock, as set forth in the Certificate of Designations of Preferences, Powers, Rights and Limitations with respect to such Preferred Stock; and (d) junior to all existing and future indebtedness of the Company. Except as prohibited by applicable law or as set forth herein, the holders of shares of Series G Preferred Stock will have the right to vote together with holders of common stock and Series C Preferred on all matters other than: (i) the election of directors; (ii) and any shareholder proposals, including proposals initiated by any holder of shares of Series G Preferred Stock), in each instance on an as-converted basis, subject to the beneficial ownership limitation in the COD even if there are insufficient shares of authorized common stock to fully convert the shares of Series G Preferred Stock into common stock. 25 Table of Contents Commencing on the date of the issuance of any such numbershares of Series G Preferred Stock, each outstanding share of Series G Preferred Stock will accrue cumulative dividends at a rate equal to 10.0% per annum, subject to adjustment as provided in the COD, of the Face Value.Dividends will be payable with respect to any shares of Series G Preferred Stock upon any of the following: (a) upon redemption of such shares in accordance with the COD; (b) upon conversion of such shares in accordance with the COD; and (c) when, as and if otherwise declared by the board of directors of the Corporation. Dividends, as well as any applicable Conversion Premium payable hereunder, will be paid in shares of common stock equal to $10,000valued at (i) if there is no Material Adverse Change (“MAC”) as at the date of payment or issuance of common shares for the Conversion Premium, as applicable, (A) 95.0% of the average of the 5 lowest individual daily volume weighted average prices of the common stock on the Trading Market during the applicable Measurement Period, which may be non-consecutive, less $0.05 per share of Series C Preferred Stock (the “Face Value”) multiplied bycommon stock, not to exceed (B) 100% of the numberlowest sales price on the last day of such shares of Series C Preferred Stock divided by the conversion rate ($3.25Measurement Period less $0.05 per share). The conversion premium under the Series C Preferred Stock is payable and the dividend rate under the Series C Preferred Stock is adjustable on the same terms and conditions as accrued interest is payable and adjustable under the Debenture. The Series C Preferred Stock has a maturity date that is seven years after the date of issuance and, if the Series C Preferred Stock has not been wholly converted into sharesshare of common stock, prior to such date, we may redeem the Series C Preferred Stock on such date by repaying to the holder in cash 100% of the Face Value plus an amount equal to any accrued but unpaid dividends thereon. 100% of the Face Value, plus an amount equal to any accrued but unpaid dividends thereon, automatically becomes payable in the event of a liquidation, dissolution or winding up by us. The following summarizes the Series C Preferred Stock converted(ii) during the nine months ended December 31 2017: Date     Number of Shares Converted     Face Value     Common Stock Due     Additional Dividend Premium Shares     Total Common Stock   April 11, 2017       10     $ 100,000       30,770       1,243,772       1,274,542           10     $ 100,000       30,770       1,243,772       1,274,542   As of December 31, 2017, the Company accrued common stock dividends on the Series C Preferred Stock based on the then 24.95% and 34.95% premium dividend rate described above, as applicable. The Company recognized a charge to additional paid-in capital and stock dividends distributable but not issued of $1,771,532 related to the stock dividend declared but not issued. Due to the decline in the price of the Company’s common stock and the trigger eventtime that occurred on June 30, 2016 as a result of the delay in filing our Annual Report on Form 10-K for the year ended March 31, 2016, the dividend premium rate increased from 6% to 30% and the conversion discount became 85%any MAC is ongoing, (A) 85.0% of the lowest daily volume weighted average price during the measuring period,any Measurement Period for any conversion by Holder, less $0.10 per share of common stock, not to exceed 85%(B) 85.0% of the lowest sales pricesprice on the last day of such period less $0.10 per share. A total of 1,067,600 shares were issued to the Investor on December 23, 2016. As of December 31, 2016, the Company accrued common stock dividends on the Series C Preferred Stock based on the then 30% premium dividend rate described above. The Company recognized a charge to additional paid-in capital and stock dividends distributable but not issued of $750,000 related to the stock dividend declared but not issued. During the year ended March 31, 2017, the Investor converted 123 shares of the Series C Preferred stock with a face value of $1.2 million and was issued 378,464 shares of common stock and additional shares of common stock in dividend premium shares of 5,605,393 for an aggregate of a total of 5,693,857 shares issued. On October 5, 2017, the Company and the Investor entered into a Stock Purchase Agreement (the “October 2017 Purchase Agreement”), pursuant to which the Company may receive aggregate consideration of $16 million, subject to certain conditions set forth therein. See “Note 2 – Liquidity and Going Concern Considerations – “Stock and Securities Purchase Agreements with Institutional Investor” for a description of the Series C Preferred Stock purchased or to be purchased by the Investor. On October 5, 2017, in connection with the entry into the October 2017 Purchase Agreement, the Investor purchased 212 shares of Series C Preferred Stock for $2 million (the “Initial Closing”). On November 21, 2017, pursuant to the terms of the October 2017 Purchase Agreement, we sold the Investor an additional 106 shares of Series C Preferred Stock for $1 million (the “Second Closing”). On December 27, 2017, pursuant to the terms of the October 2017 Purchase Agreement, we sold the Investor an additional 105 shares of Series C Preferred Stock for $1 million (the “Third Closing”). On January 30, 2018, pursuant to the terms of the October 2017 Purchase Agreement, we sold the Investor an additional 105 shares of Series C Preferred Stock for $1 million (the “Fourth Closing”). See discussion of the October 2017 Purchase Agreement with the Investor in Note 2. Common Stock The following summarizes the Company’s common stock activity during the nine-month period ended December 31, 2017:           Common Shares       Amount (a)     Per Share     Issued and Outstanding Shares   Balance at March 31, 2017                     27,115,868   Preferred Stock Series B Conversion   $ 399,728     $ 0.39       1,024,943   Preferred Stock Series C Conversion (b)     —       —       10,243,718   Preferred Stock Series B Dividends     34,837       0.59       59,146   Warrant Conversion - Abeyance (c)     —       —       31,545,154   Consulting Services     560,000       0.16       3,500,000   Litigation Settlement     313,635       0.16       1,960,218   Note Conversion     35,000       0.02       1,754,711   Share-Based Compensation (d)     23,573       0.50       47,146   Dreeben Note Shares     30,000       0.75       40,000   Third Party Lender Note Shares     5,900       0.59       10,000   Balance at December 31, 2017                     77,300,904   (a) Net proceeds or fair value on grant date, as applicable. (b) Shares previously held in abeyance until such time as it would not result in the investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock). (c) Shares issued from the October 7, 2016 exercise of warrants resulting from an increase in the conversion premium. (d) For the year ended March 31, 2017, Camber issued 22,131 shares of its common stock with an aggregate grant date fair value of $72,035, which were valued based on the trading value of Camber’s common stock on the date of grant. Also, on December 31, 2016, the Company agreed to award an additional 19,010 shares of its common stock with an aggregate grant fair value of $23,573, which were valued based on the trading value of Camber’s common stock on the date of grant. Those common stock awards had yet to be physically issued as of March 31, 2017 and therefore, were recognized as accrued common stock payable on the March 31, 2017 balance sheet. The shares were awarded according to the employment agreement with an officer and as additional compensation for other officers and managerial personnel. These common stock awards were issued during the nine-month period ended December 31, 2017. Warrants On August 2, 2017, and effective June 13, 2017, the Company entered into an agreement with Vantage pursuant to which Vantage agreed to provide up to $6 million of funding to the Company, at the sole discretion of Vantage. The initial tranche consisted of $400,000 received on June 12, 2017, in exchange for the assignment to Vantage of all of the Company’s rights and ownership in its wholly-owned subsidiary Camber Permian II, LLC (“Camber Permian”) which included leaseholds and potential participation rights and warrants to purchase 1,600,000 shares of the Company’s common stock. The fair value of the warrants was determined to be $284,305 as of the grant date using the Black-Scholes Option Pricing model. Variables used in the Black Scholes model as of June 12, 2017 include (1) discount rate of 1.78% (2) expected term of 5 years, (3) expected volatility of 135.42%, and (4) zero expected dividends. During the three and nine months ended December 31, 2017, the Vantage Warrants were granted (in August 2017, as described above), and warrants to purchase 41,300 shares of common stock originally issued in April 2012 expired. No other warrants were issued or were cancelled. During the year ended March 31, 2017, warrants to purchase 1,384,616 shares of common stock were granted in connection with the Company’s sale of the debenture noted in “Note 6 – Note Payables and Debenture” and warrants to purchase 1,111,112 shares of common stock at an exercise price of $4.50 per share were granted in connection with our sale of 53 shares of Series C Preferred Stock noted above. The Company also granted warrants to purchase 124,285 shares of common stock in connection with the sale of convertible notes. No warrants were cancelled during the year ended March 31, 2017, other than warrants to purchase 100,420 shares of common stock at an exercise price of $71.50 per share which expired unexercised on July 4, 2016. On October 7, 2016, the Investor exercised the First Warrant in full and was due 1,384,616 shares of common stock upon exercise thereof and an additional 2,542,735 shares of common stock in consideration for the conversion premium due thereon. A total of 810,000 shares were issued to the Investor on October 7, 2016, with the remaining shares being held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock). The Company received gross proceeds of $4,500,000 from the exercise of the First Warrant and paid placement agent fees of $427,500 for services rendered in connection with the First Warrant. Pursuant to the terms of the First Warrant, the number of shares due in consideration for the conversion premium increases as the annual rate of return under the First Warrant increases, including by 10% upon the occurrence of certain triggering events (which had occurred by the October 7, 2016 date of exercise), to 17% per annum upon the exercise of the First Warrant. Additionally, as the conversion rate for the conversion premium is currently 85% of the lowest daily volume weighted average price during the measuring period,any Measurement Period, less $0.10 per share of common stock. On the Dividend Maturity Date, the Corporation may redeem any or all shares of Series G Preferred Stock by paying Holder, in registered or unregistered shares of common stock notvalued at an amount per share equal to exceed 85%100% of the lowest sales pricesLiquidation Value for the shares redeemed, and the Corporation will use its best efforts to register such shares. In the first quarter of 2022, pursuant to a stock purchase agreement (the “Stock Purchase Agreement”) between the Company and an accredited investor (the “Investor”) dated on or about December 30, 2021, the last dayInvestor purchased from the Company 10,544 shares of such period less $0.10newly designated Series G redeemable convertible preferred stock (the “Series G Preferred Stock”), having a face value of $10,000 per share, for an aggregate price of $100,000,000 (the “Purchase Price”), representing at a 5% original issue discount. The Purchase Price was paid by the Investor via payment of $5,000,000 in cash, and the execution and delivery of four Promissory Notes (each a “Note” and collectively, the “Notes”) from the Investor in favor of Company, each in the amount of $23,750,000 and payable by the Investor to the Company on March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022, respectively. There are 2,636 shares of Series G Preferred Stock associated with each Note, and the Investor may not convert the shares of preferred stock associated with each Note into shares of common stock or sell any of the underlying shares of common stock (the “Conversion Shares”) unless that Note is paid in full by the Investor. The Company may in its sole discretion redeem the 2,636 shares of Series G Preferred Stock associated with each Note by paying the Investor $1,375,000 as full consideration for such redemption. Also, the Investor may offset the then outstanding balance of each Note against the 2,636 shares of Series G Preferred Stock associated with that Note by electing to cancel the 2,636 shares as full consideration for cancellation of the Note in the event of a breach or default of any of the transaction documents by the Company. Partial Redemptions of Series G Preferred Stock On March 10, 2022, the Company paid the Investor $1,375,000 and redeemed the 2,636 shares of Series G Preferred Stock associated with the Note due March 31, 2022, thereby canceling such Note and reducing the number of shares issuable in connectionof Series G Preferred Stock outstanding from 10,544 to 7,908. On June 15, 2022, the Company paid the Investor $1,375,000 and redeemed an additional 2,636 shares of Series G Preferred Stock associated with the conversion premium increases as the trading price of our common stock decreases,Note due June 30, 2022, thereby canceling such Note and the trading price of our common stock has decreased since the date the First Warrant was exercised, triggering a further reduction in the conversion price of the conversion premium and an increase inreducing the number of shares dueof Series G Preferred Stock outstanding from 7,908 to 5,272. As mentioned above, the Investor may not convert any of the remaining shares of preferred stock associated with any remaining Note into shares of common stock or sell any of the underlying shares of common stock unless that Note is paid in full by the Investor, and the Company may redeem the shares of Series G Preferred Stock associated with each Note by paying the Investor $1,375,000 as full consideration for such redemption. 26 Table of Contents Warrants Termination of Warrants and Early Redemption Entitlement On April 25, 2023, the Company entered into two warrant termination agreements (the “Warrant Termination Agreements”), one with Discover and one with Antilles (each, an “Investor” and collectively, the “Investors”), pursuant to which each Investor agreed to cancel and terminate, effective as of April 25, 2023 (the “Termination”) all warrants to purchase the Company’s common stock outstanding under (i) that certain Warrant Agreement, dated as of December 30, 2021, by and between the Company and Antilles, and (ii) that certain Warrant Agreement, dated as of December 31, 2021, by and between the Company and Discover. The Warrant Termination Agreements are identical as to their terms.  The Investors entered into the Warrant Termination Agreements in order to help facilitate implementation of the Company’s business plans and continued trading on the NYSE American LLC, and, in exchange for the Termination, the Company agreed to the Investorrelease and indemnity as provided in connection with the conversion of the amount owed in connection with the conversion premium. Additionally, pursuanteach Warrant Termination Agreement. Pursuant to the interpretationWarrant Termination Agreement, the Investor also agreed that the Company may make an Early Redemption of any remaining shares of Series C Redeemable Convertible Preferred Stock held by the Investor provided that all Promissory Notes executed by the Company in favor of the Investor or any of its affiliates have been paid in full.  The term “Early Redemption” has the measurement period formeaning given to it in the calculationFifth Amended and Restated Certificate of Designations of Preferences, Powers, Rights and Limitations of Series C Redeemable Convertible Preferred Stock filed by the lowest daily volume weighted average price currently continues indefinitely.Company with the State of Nevada regarding such class of preferred stock.   As of June 30, 2023, the Company does not have any outstanding warrants. NOTE 14 – STOCK-BASED COMPENSATION Common Stock The Company stockholders approved the 2014 Stock Incentive Plan (as amended to date, the “2014 Plan”) at the annual stockholder meeting held on February 12, 2018, a total of 52,395,154 shares of common stock had been issued to13, 2014. The 2014 Plan provides the Investor in connectionCompany with the exerciseability to offer up to 2.5 million (i) incentive stock options (to eligible employees only); (ii) nonqualified stock options; (iii) restricted stock; (iv) stock awards; (v) shares in performance of services; or (vi) any combination of the First Warrantforegoing, to employees, consultants and contractors as provided in the 2014 Plan. The Company stockholders approved the Lucas Energy, Inc. 2012 Stock Incentive Plan (“2012 Incentive Plan”) at the annual stockholder meeting held on December 16, 2011. The 2012 Incentive Plan provides the Company with the ability to offer (i) incentive stock options (to eligible employees only); (ii) nonqualified stock options; (iii) restricted stock; (iv) stock awards; (v) shares in performance of services; or (vi) any combination of the approximately 110,447,753 shares which are due (58,052,599 shares remainforegoing, to be issued to the Investor, which shares are currently held in abeyance until such timeemployees, consultants and contractors as it would not resultprovided in the Investor exceeding its beneficial ownership limitation (4.99%2012 Incentive Plan. The Company stockholders approved the Lucas Energy, Inc. 2010 Long Term Incentive Plan (“2010 Incentive Plan” or “2010 Plan”) at the annual stockholder meeting held on March 30, 2010. The 2010 Incentive Plan provides the Company with the ability to offer (1) incentive stock options, (2) non-qualified stock options, and (3) restricted shares (i.e., shares subject to such restrictions, if any, as determined by the Compensation Committee or the Board) to employees, consultants and contractors as performance incentives. Under the 2010 Incentive Plan, 58 shares of the Company’s outstanding common stock))stock are authorized for initial issuance or grant, under the 2012 Incentive Plan, 96 shares of the Company’s common stock are authorized for initial issuance or grant, and under the 2014 Incentive Plan, as amended, 2,500,000 shares of February 8, 2018 (subjectthe Company’s common stock are authorized for issuance or grant. As of September 30, 2020, there was an aggregate of 1 share available for issuance or grant under the 2010 Incentive Plan, 5 shares were available for issuance or grant under the 2012 Incentive Plan and an aggregate of approximately 1,999 securities were available for issuance or grant under the 2014 Incentive Plan as amended for future issuances and grants, respectively. The number of securities available under the 2010, 2012 and 2014 Plans is reduced one for one for each security delivered pursuant to increasesan award under the Plans. Any issued or granted security that becomes available due to expiration, forfeiture, surrender, cancellation, termination or settlement in cash of an award under the Incentive Plans may be requested and used as part of a new award under the Plans. 27 Table of Contents The Plans are administered by the Compensation Committee and/or the Board in its discretion (the “Committee”). The Committee interprets the Plans and has broad discretion to select the eligible persons to whom awards will be granted, as well as the valuetype, size and terms and conditions of our common stock decreases). In the nine months ended December 31, 2017, 31,545,154 shares of common stock were issued and subsequent to December 31, 2017, 15,580,000 shares of common stock were issued. Additionally, warrants to purchase 66,668 shares of common stock issued in connection with an equity raise completed in April 2014, contained a weighted average anti-dilutive provision in whicheach award, including the exercise price of the warrants are adjusted downward based on any subsequent issuance or deemed issuance of common stock or convertible securities by the Company for consideration less than the then exercise price of such warrants. As a result of the anti-dilution rights, the exercise price of the warrants was adjusted to $3.59 per share, in connection with an automatic adjustment to the exercise price due to the Acquisition. As of December 31, 2017, the fair value of the derivative liability associated with the 66,668 warrants was $771 compared to $21,662 at March 31, 2017. Therefore, the $20,891 change in the derivative liability fair value was recorded as other income on the consolidated statement of operations. At December 31, 2017, 11,195 outstanding warrants had an intrinsic value of $1,231. The intrinsic value is based upon the difference between the market price of Camber’s common stock on the date of exercise and the grant price of the stock options. These warrants were initially issued in connection with the Rogers Loan on August 13, 2013, and the exercise price was lowered from $33.75 to $0.01 per share on August 12, 2015. The following is a summary of the Company’s outstanding warrants at December 31, 2017: Warrants Outstanding     Exercise Price ($)     Expiration Date     Intrinsic Value at December 31, 2017   11,000 (1)     37.50       April 4, 2018      $ —   2,000 (2)     37.50       May 31, 2018       —   11,195 (3)     0.01       August 13, 2018       1,231   66,668 (4)     3.59       April 21, 2019       —   124,285 (5)     1.50       April 21, 2021       —   1,600,000 (6)     0.25       June 12, 2022       —   1,815,148                     $ 1,231   (1) Warrants issued in connection with the issuance of certain notes in April 2013, of which the outstanding principal and interest was paid in full on August 16, 2013. The warrants were exercisable on the grant date (April 4, 2013) and remain exercisable until April 4, 2018. (2) Warrants issued in connection with the issuance of certain notes in May 2013, of which the outstanding principal and interest was paid in full on August 16, 2013. The warrants were exercisable on the grant date (May 31, 2013) and remain exercisable until May 31, 2018. (3) Warrants issued in connection with the Rogers Loan. The warrants were exercisable on the grant date (August 13, 2013) and remain exercisable until August 13, 2018. The exercise price was lowered to $0.01 per share on August 12, 2015. (4) Warrants issued in connection with the sale of units in the Company’s unit offering in April 2014. The Warrants became exercisable on April 21, 2014 and will remain exercisable thereafter until April 21, 2019. 18  (5) Warrants issued in connection with the sale of convertible notes. The warrants were exercisable on the grant date (April 26, 2016) and remain exercisable until April 26, 2021. (6) Warrants issued in connection with the Initial Tranche of the funding from Vantage. The warrants were exercisable on the grant date (June 12, 2017) and remain exercisable until June 12, 2022. On October 4, 2017, the Company entered into an agreement with a digital marketing advisor pursuant to which the advisor agreed to create original content with the goal of increasing public awareness about the Company and the Company agreed to pay the advisor (a) $20,000 per month from October 2017 through February 28, 2018, (b) $50,000 per month thereafter through October 4, 2018, the end of the term of the agreement, and (c) 3,750,000 shares of restricted common stock, with 2.5 million shares payable within 15 days of the parties’ entry into the agreement and the remainder due on May 1, 2018. On October 4, 2017, the Company entered into a consulting agreement with a third-party consultant which consultant agreed to provide investor relations and public relations services to the Company. As consideration pursuant to the agreement, the Company agreed to issue the consultant 1,000,000 shares of restricted common stock with piggy-back registration rights. Stock Purchase Agreement On October 5, 2017, the Company and the Investor entered into a Stock Purchase Agreement described in greater detail above under Note 2 “Liquidity and Going Concern Considerations” – “Stock and Securities Purchase Agreements with Institutional Investor”. Under the terms of the October 2017 Purchase Agreement, (1) the Investor purchased 212 shares of Series C Preferred Stock on the closing date of the agreement, October 4, 2017 (the “Initial Closing”), for $2 million, and agreed, subject to certain closing conditions set forth in the agreement, to purchase (2) 106 shares of Series C Preferred Stock for $1,000,000, 10 days after the Initial Closing (which closing occurred on November 21, 2017); (3) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the second closing (which closing occurred on December 27, 2017); (4) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the third closing (which closing occurred on January 30, 2018); (5) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the fourth closing; (6) 525 shares of Series C Preferred Stock for $5,000,000, 30 days after the fifth closing; and (7) 525 shares of Series C Preferred Stock for $5,000,000, 30 days after the sixth Closing, none of which closings, except as discussed above, have occurred to date. Amendment to Articles of Incorporation Effective on January 10, 2018, the Company filed, with the Secretary of State of Nevada, a Certificate of Amendment to the Company’s Articles of Incorporation to increaseoptions, the number of shares subject to awards, the Company’s authorized sharesexpiration date of common stock, $0.001 per value per share, from 200,000,000 sharesawards, and the vesting schedule or other restrictions applicable to 500,000,000 shares. NOTE 11 – SHARE-BASED COMPENSATIONawards.   Camber measures the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award over the vesting period.   On February 23, 2021, the Company’s stockholders approved an amendment to the Company’s Articles of Incorporation to increase the number of our authorized shares of common stock from 25,000,000 to 250,000,000, which amendment was filed with the State of Nevada on February 23, 2021. On December 30, 2021, the Company’s stockholders approved an amendment to the Company’s Articles of Incorporation to increase the number of our authorized shares of common stock from 250,000,000 to 1,000,000,000, which amendment was filed with the State of Nevada on December 30, 2021. On December 14, 2022, the Company’s Board of Directors approved a 1 for 50 reverse stock split of the Company’s (a) authorized shares of common stock; and (b) issued and outstanding shares of common stock.  The Company filed a Certificate of Change to decrease the number of our authorized shares of common stock from 1,000,000,000 to 20,000,000, which certificate was filed with the State of Nevada on December 16, 2022. On April 26, 2023, an amendment to the Company’s articles of incorporation to increase the number of the Company’s authorized shares of common stock from 20,000,000 to 500,000,000 (the “Amendment”) was passed by a majority of the outstanding voting shares of the Company at a Special Meeting of Stockholders. The Amendment was effected by the Company filing a Certificate of Amendment pursuant to Nevada Revised Statutes Section 78.209 with the Secretary of State of the State of Nevada on April 26, 2023. NOTE 15 – INCOME (LOSS) PER COMMON SHARE The calculation of earnings (loss) per share for the three and six months ended June 30, 2023 and 2022 was as follows:      Three months ended      Six months ended        June 30,      June 30,         2023       2022       2023       2022                                     Numerator:                                 Income (loss) attributable to common shareholders   $ 1,920,781     $ 4,595,005     $ (425,295 )   $ (63,560,442 )                                   Denominator - Weighted average shares - basic     22,619,571       7,904,151       21,177,232       7,056,682   Dilutive effect of common stock equivalents - options/warrants     -       -       -       -   Dilutive effect Preferred C Shares     -       -       -       -                                     Denominator - Weighted average shares - diluted     22,619,571       7,904,151       21,177,232       7,056,682                                     Income (loss) per share - basic   $ 0.08     $ 0.58     $ (0.02 )   $ (9.01 ) Income (loss) per share - diluted   $ 0.08     $ 0.58     $ (0.02 )   $ (9.01 ) 28 Table of Contents NOTE 16 – SUBSEQUENT EVENTS Series C Preferred Stock Issuance of True Up Shares for prior Conversions of Series C Preferred Stock: During July and August 2023, the Company issued 3,403,428 common shares to Antilles as True Up shares associated with prior conversions of Series C Preferred Stock Optionsas a result of the continuation of the Measurement Period (as defined in the Certificate of Designation with respect to such Series C Preferred Stock) associated with such conversions and a decline in the price of the Company’s common shares within the Measurement Period. Issuance of Common Shares for new Conversions of Series C Preferred Stock: During July and August 2023, the Company issued 4,028,159 common shares to Antilles in connection with Antilles’ conversion of 70 shares of Series C Preferred Stock. Outstanding Series C Preferred Stock:   As of December 31, 2017, and 2016,August 7, 2023, there were a total of 30 shares of Series C Preferred Stock outstanding, all of which were held by Antilles. Antilles may convert such Series C Preferred Stock into common shares of the Company had 7,920 and 19,920 stock options outstanding with a weighted average exercise price of $25.49 and $35.38, respectively. Ofpursuant to the Company’s outstanding options, no options were exercised. Additionally, no stock options were granted during the three and nine months ended December 31, 2017. During three and nine months ended December 31, 2017, 18,000 stock options expired. Compensation expense related to stock options during the three-month periods ended December 31, 2017 and 2016 was $1,605 and $4,816, respectively. Compensation expense related to stock options during the nine-month periods ended December 31, 2017 and 2016 was $11,238 and $14,449, respectively. Options outstanding and exercisable at December 31, 2017 and 2016 had no intrinsic value, respectively. The intrinsic value is based upon the difference between the market price of Camber’s common stock on the date of exercise and the grant price of the stock options. As of December 31, 2017, the Company has no non-vested stock options. The following tabulation summarizes the remaining terms of the options outstanding: Exercise Price ($)     Remaining Life (Yrs.)     Options Outstanding     Options Exercisable   25.49       2.8       7,920       7,920           Total       7,920       7,920   NOTE 12 – SUPPLEMENTAL CASH FLOW INFORMATIONSixth Amended and Restated Certificate of Designations of Preferences, Powers, Rights and Limitations of Series C Redeemable Convertible Preferred Stock filed by the Company with the Secretary of State of Nevada on November 8, 2021, as amended on October 28, 2022 (as further described herein) (collectively, the “COD”), and applicable agreements between the Company and Antilles. The Company estimates the 30 shares of Series C Preferred Stock would convert into approximately 1.73 million common shares based on a Low VWAP of approximately $0.6184 for the purposes of calculating the conversion premium associated with such conversion(s). If the Low VWAP falls below $0.6184, the underlying common share entitlement(s) would increase in accordance with the terms of the COD.    NetPursuant to the Warrant Termination Agreements executed by the Company on or about April 25, 2023 with Discover and Antilles, the Company may redeem the outstanding shares of Series C Preferred Stock for cash in an amount equal to the Early Redemption Price (as defined in the Fifth Amended and Restated Certificate of Designations of Preferences, Powers, Rights and Limitations of Series C Redeemable Convertible Preferred Stock filed by the Company with the State of Nevada regarding such class of preferred stock ) provided that all Promissory Notes executed by the Company in favor of Discover have been paid for interest and income taxes was as follows:     Nine Months Ended December 31,       2017     2016   Interest   $ 4,278,788     $ 1,115,528   Income taxes   $ —     $ —   Non-cash investing and financing activities included the following:     Nine Months Ended December 31,     Nine Months Ended December 31,       2017     2016   Reduction in Accounts Payable for Payments Made on Previously Accrued Capital Expenditures   $ 4,402     $ 242,957   Net Assets and Liabilities Transferred in Rogers Transaction   $ 11,018,385     $ —   Asset Retirement Obligations from Segundo Acquisition   $ —     $ 755,862   Issuance of Common Stock for Segundo Acquisition   $ —     $ 49,176,530   Issuance of Series B Preferred Stock for Segundo Acquisition   $ —     $ 14,898,038   Notes Payable Assumed for Segundo Acquisition   $ —     $ 30,595,256   Accounts Receivable Assumed for Segundo Acquisition   $ —     $ 635,482   Debt discounts on Notes Payable   $ —     $ 48,000   Debt discounts on Notes Payable, Long-Term Notes Payable   $ —     $ 3,376,900   Issuance of Restricted Common Stock for Dreeben Loan   $ 35,000     $ 48,000   Stock Dividends Distributable but not Issued   $ 1,231,704     $ —   Conversion of Convertible Notes to Common Stock   $ 35,000     $ 1,445,669   Conversion of Preferred Stock to Common Stock   $ 1,025     $ 1,093,900   Issuance of Common Stock for Common Stock Payable   $ 59,473     $ —   Change in Estimate for Asset Retirement Obligation   $ 13,755     $ —   Write-off of Unproved Leasehold Costs   $ 412,708     $ —   Issuance of Stock Dividends   $ 34,837     $ —   in full.   NOTE 13 – SUBSEQUENT EVENTSMerger with Viking   See various subsequent events disclosedOn August 1, 2023, pursuant to the Merger Agreement, Merger Sub completed the Merger with and into Viking, with Viking surviving the Merger as a wholly-owned subsidiary of Camber. Upon the terms and subject to the conditions set forth in the Merger Agreement, at the effective time on August 1, 2023 as set forth in the Certificate of Merger duly filed with the Nevada Secretary of State (the “Effective Time”), each share: (i) of common stock, par value $0.001 per share, of Viking (the “Viking Common Stock”) issued and outstanding immediately prior to the Effective Time, other than shares owned by Camber, Viking and Merger Sub, was converted into the right to receive one share of common stock of Camber (the “Camber Common Stock”); (ii) of Series C Preferred Stock of Viking (the “Viking Series C Preferred Stock”) issued and outstanding immediately prior to the Effective Time was converted into the right to receive one share of Series A Convertible Preferred Stock of Camber (the “New Camber Series A Preferred Stock”) and (iii) of Series E Convertible Preferred Stock of Viking (the “Viking Series E Preferred Stock,” and, together with the Viking Series C Preferred Stock, the “Viking Preferred Stock”) issued and outstanding immediately prior to the Effective Time was converted into the right to receive one share of Series H Preferred Stock of Camber (the “New Camber Series H Preferred Stock,” and, together with the New Camber Series A Preferred Stock, the “New Camber Preferred”). Pursuant to the Certificate of Designations for the New Camber Series A Preferred Stock, dated as of August 1, 2023 (the “Series A COD”), each share of New Camber Series A Preferred Stock is convertible into 890 shares of Camber Common Stock (subject to a beneficial ownership limitation preventing conversion into Camber Common Stock if the holder would be deemed to beneficially own more than 9.99% of Camber Common Stock), is treated equally with Camber Common Stock with respect to dividends and liquidation, and only has voting rights with respect to voting: (a) on a proposal to increase or reduce Camber’s share capital; (b) on a resolution to approve the terms of a buy-back agreement; (c) on a proposal to wind up Camber; (d) on a proposal for the disposal of all or substantially all of Camber’s property, business and undertaking; (f) during the winding-up of Camber; and/or (g) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party. 29 Table of Contents Pursuant to the Certificate of Designations for the New Camber Series H Preferred Stock, dated as of August 1, 2023 (the “Series H COD”), each share of New Camber Series H Preferred Stock has a face value of $10,000 per share, is convertible into a certain number of shares of Camber Common Stock, with the conversion ratio based upon achievement of certain milestones by Viking’s subsidiary, Viking Protection Systems, LLC (provided the holder has not elected to receive the applicable portion of the purchase price in cash pursuant to that certain Purchase Agreement, dated as of February 9, 2022, by and between Viking and Jedda Holdings, LLC), is subject to a beneficial ownership limitation of 4.99% of Camber Common Stock (but may be increased up to a maximum of 9.99% at the sole election of a holder by the provision of at least 61 days’ advance written notice) and has voting rights equal to one vote per share of Camber Series H Preferred Stock held on a non-cumulative basis. Holders of Viking Common Stock and Viking Preferred Stock had any fractional shares of Camber Common Stock or New Camber Preferred after the Merger rounded up to the nearest whole share. At the Effective Time, each then outstanding option or warrant to purchase Viking Common Stock (a “Viking Option”), to the extent unvested, automatically became fully vested and was converted automatically into an option or warrant (an “Adjusted Option”) to purchase Camber Common Stock, on substantially the same terms and conditions as were applicable to such Viking Option immediately prior to the Effective Time, except that (i) instead of being exercisable into Viking Common Stock, such Adjusted Option is exercisable into Camber Common Stock, and (ii) all references to the “Company” in the Viking Option agreements are references to Camber in the Adjusted Option agreements. At the Effective Time, each promissory note issued by Viking that is convertible into Viking Common Stock (a “Viking Convertible Note”) that, as of immediately prior to the Effective Time, is outstanding and unconverted, was converted into a promissory note convertible into Camber Common Stock (an “Adjusted Convertible Note”) having substantially the same terms and conditions as applied to the corresponding Viking Convertible Note 2 “Liquidityas of immediately prior to the Effective Time (including, for the avoidance of doubt, any extended post-termination conversion period that applies following consummation of the Merger), except that (i) instead of being convertible into Viking Common Stock, such Adjusted Convertible Note is convertible into Camber Common Stock, and Going Concern Considerations”,(ii) all references to the “Company” in the Viking Convertible Note 6 “Notes Payable and Debenture” andagreements are references to Camber in the Adjusted Convertible Note 10 “Stockholders’ Deficit.”agreements.   In connection with the departureMerger, Camber issued approximately 49,290,152 shares of Mr. Anthony C. SchnurCamber Common Stock, which represents approximately 59.99% of the outstanding Camber Common Stock after giving effect to such issuance. In addition, Camber reserved for issuance approximately 88,647,137 additional shares of Camber Common Stock in connection with the potential (1) conversion of the New Camber Series A Preferred Stock, (2) conversion of the New Camber Series H Preferred Stock, (3) exercise of the Adjusted Options and (4) conversion of the Adjusted Convertible Notes. In connection with the closing of the Merger, on August 1, 2023, Camber filed each of the Series A COD and the Series H COD with the Nevada Secretary of State. James A. Doris will continue to serve as President and Chief Executive Officer and director of the Company effective June 2, 2017,combined company, and the Company entered into a Severance Agreement and Release with Mr. Schnur (the “Release”), whereby (i) his employment agreement with the Company was terminated, (ii) he entered into a mutual release with the Company; (iii) the Company agreedcombined company will continue to issue him 120,000have its headquarters in Houston, Texas. Certificate of Designation for New Camber Series A Preferred Stock The Series A COD designated up to 28,092 shares of unregistered commonthe authorized but unissued shares of its preferred stock (to be issued in installments of 10,000 per month)(the “Settlement Shares”) andas New Camber Series A Preferred Stock. The following is a monthly cash payment of $14,000 for twelve months; and (iv) he was granted reimbursementsummary of the payment of his COBRA premiums through (a) the one year anniversaryprincipal terms of the termination or (b) until he is eligibleNew Camber Series A Preferred Stock. 30 Table of Contents Dividends The holders of the New Camber Series A Preferred Stock (the “Series A Holders”) are entitled to participate inreceive, and Camber shall pay, dividends on shares of the health insurance plan of another employer, whichever is sooner, and provided thatNew Camber Series A Preferred Stock equal to the amount of the dividend or distribution per share of Camber Common Stock payable at such health benefits shalltime multiplied by the number of shares of Camber Common Stock the shares of New Camber Series A Preferred Stock held by such Holder are convertible into. Voting Rights Except as required by applicable law the Series A Holders have no right to vote on any matters, questions or proceedings of Camber except: (a) on a proposal to increase or reduce his monthly cash payment. On January 11, 2018,Camber’s share capital; (b) on a resolution to approve the terms of a buy-back agreement; (c) on a proposal to wind up Camber; (d) on a proposal for the disposal of all or substantially all of Camber’s property, business and effectiveundertaking; (f) during the winding-up of Camber; and/or (g) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party. Each share of New Camber Series A Preferred Stock entitles the holder thereof to 890votes on all matters Series A Holders have the right to vote. Series A Holders will vote together as one class. Liquidation Upon any liquidation, dissolution or winding-up of Camber, whether voluntary or involuntary (a “Liquidation”), Series A Holders will be entitled to receive out of the originalassets of Camber, whether such assets are capital or surplus, for each share of New Camber Series A Preferred Stock the same amount that a holder of Camber Common Stock would receive if the New Camber Series A Preferred Stock were fully converted to Camber Common Stock, which amounts shall be paid pari passu with all holders of Camber Common Stock. A Fundamental Transaction, as defined in the Series A COD, shall not be treated as a Liquidation. Conversion Each share of New Camber Series A Preferred Stock is convertible, at the option of the Holder thereof, at any time after the date of issuance of such share, at the Release,office of Camber or any transfer agent for such stock, into eight hundred and ninety (890) shares of fully paid and non-assessable Camber Common Stock (the “Series A Conversion Rate”). The Series A Conversion Rate is subject to a beneficial ownership limitation of 9.99% as set forth in Section 6(b) of the Company and Mr. Schnur enteredSeries A COD. Certain Adjustments If Camber, at any time while the New Camber Series A Preferred Stock is outstanding, issues stock splits, effects a recapitalization of the Camber Common Stock, makes a subsequent rights offerings, or makes any dividend or other distribution of its assets, then the Series A Holders can adjust the Series A Conversion Rate of the New Camber Series A Preferred Stock to account for such transaction. Certificate of Designation for New Camber Series H Preferred Stock The Series H COD designated up to 2,075 shares of the authorized but unissued shares of its preferred stock as New Camber Series H Preferred Stock. The following is a summary of the principal terms of the New Camber Series H Preferred Stock. Voting Rights Except as required by applicable law, holders of the New Camber Series H Preferred Stock (“Series H Holders”) have voting rights equal to one vote per share of New Camber Series H Preferred Stock held on a non-cumulative basis. 31 Table of Contents Conversion Each share of New Camber Series H Preferred Stock is convertible into a First Amendmentnumber of shares of Camber Common Stock as set forth in Section 5(a) of the Series H COD (the “Series H Conversion Rate”). The Series H Conversion Rate is subject to Severance Agreement and Release (the “Release Amendment”), wherebythe beneficial ownership limitation of 4.99% as set forth in Section 5(b) of the Series H COD provided that such beneficial ownership limitation may be increased up to a maximum of 9.99% at the sole election of a holder of such New Camber Series H Preferred Stock Merger Consummation Share Issuance On August 1, 2023, in accordance with the terms of the Release were changedMerger Agreement, the Company issued 49,290,152 common shares to provide for among other things, the paymentholders of $49,000 on or before January 12, 2018; $15,000 on or before the 15th of each month from February 2018 to July 2018; and $19,000 on or before August 15, 2018, and further provided for the issuanceViking common shares as of the entire amount of the Settlement Shares within five days of the later of the date the Company’s stockholders approved the issuance of the Settlement Shares and the date the NYSE American approved the issuance of such shares. The Settlement Shares were issued on January 30, 2018.effective date. Post-Merger Debt Conversion   On August 2, 2023 the Company issued 3,830,439 shares of common stock to FK Venture LLC in connection with a partial conversion of a Viking Convertible Note in the amount of $1,500,000, and on August 3, 2023, the Company issued 1,359,227 shares of common stock to FK Venture LLC in connection with a partial conversion of a Viking Convertible Note in the amount of $532,273. Viking Note Pursuant to a Securities Purchase Agreement dated on or around Februaryabout May 5, 2023 between Viking Energy Group, Inc. and FK Venture, LLC (the “SPA”), on or about August 7, 2023 the Company executed a Promissory Note in favor of FK Venture LLC in the principal amount of $800,000 (the “FK Note”), and on August 8, 2018, we entered into an Extension2023 the Company received $800,000 in cash. The FK Note is one of the ‘Viking Notes’ contemplated and/or Modificationpermitted by the Merger Agreement . The FK Note, and Release Agreement Commercial Indebtedness, effective December 30, 2017 (the “December 2017 Extension”), as borrower, with eachprevious promissory notes executed by Viking in favor of the Pledgers, as pledgors and IBC, as lender. Pursuant to the December 2017 Extension, IBC agreed that an interest only payment would be due beginningFK Venture LLC, (a) mature on January 30, 2018, with principal payments of $425,000 per month to begin thereafter, which principal payments were not made; the parties agreed that the amounts owed to IBC were payable on demand, provided if no demand was provided, such amounts would be payable by way of monthly payments of $425,000 of principal, plus accrued interest, with the remaining amount owed to IBC due at maturity (August 25, 2019); that the amount owed to IBC willJuly 1, 2025; (b) accrue interest at the rate of 2%12% per annum above the prime rate, subject to(provided that if a floor of 5.5% (currently 6.5% per annum); if we fail to make any payment due to IBCNote is prepaid within 10 days of its due date, IBC is due a late payment of 5%12 months of the amount past due (subject toissuance date, a minimumfull 12 months of $10 and a maximum of $1,500 per late payment)interest shall be paid); and we and the Pledgors released IBC from any claims we had against IBC asare (c) convertible into shares of the dateCompany’s common stock at a fixed conversion price equal to $0.4158, being fifty percent of eachthe volume weighted average price of such releases. the Company’s common stock on July 31, 2023, i.e. the day prior to the closing of the Merger.     32 Table of Contents   ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.OPERATIONS   CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This report contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. These forward-looking statements are generally located in the material set forth below under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” but may be found in other locations as well. For a more detailed description of the risks and uncertainties involved,You should read the following discussion and analysis should be read in conjunction with the consolidated financial statements and notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q. In preparing the management’s discussion and analysis, contained in Camber’s Annual Report on Form 10-Kthe registrant presumes that you have read or have access to the discussion and analysis for the preceding fiscal year ended March 31, 2017 and related discussion of our business and properties contained therein.year.   TheseSPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This document includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 or the Reform Act. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including, but not limited to, any projections of earning, revenue or other financial items; any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new services or developments; any statements regarding future economic conditions of performance; and statements of belief; and any statements of assumptions underlying any of the foregoing. Such forward-looking statements are subject toinvolve known and unknown risks, and uncertainties and other factors thatwhich may cause ourthe actual results, performance or achievements of the Company to be materially different from theany future results, performance or achievements expressed or implied by thesuch forward-looking statements. You shouldSuch factors include, among others, the following: our ability to raise capital and the terms thereof; ability to gain an adequate player base to generate the expected revenue; competition with established gaming websites; adverse changes in government regulations or polices; and other factors referenced in this Form 10-Q. The use in this Form 10-Q of such words as “believes”, “plans”, “anticipates”, “expects”, “intends”, and similar expressions are intended to identify forward-looking statements, but are not unduly rely on thesethe exclusive means of identifying such statements. Factors, risks,These forward-looking statements present the Company’s estimates and uncertaintiesassumptions only as of the date of this Report. Except for the Company’s ongoing obligation to disclose material information as required by the federal securities laws, the Company does not intend, and undertakes no obligation, to update any forward-looking statements. Although the Company believes that could cause actual results to differ materially from thosethe expectations reflected in any of the forward-looking statements which include, among others: ● the availability of funding and the terms of such funding; ● our ability to integrate and realize the benefits from future acquisitions that we may complete; ● our growth strategies; ● anticipated trends in our business; ● our ability to repay outstanding loans and satisfy our outstanding liabilities; ● our liquidity and ability to finance our exploration, acquisition and development strategies; ● market conditions in the oil and gas industry; ● the timing, cost and procedure for future acquisitions; ● the impact of government regulation; ● estimates regarding future net revenues from oil and natural gas reserves and the present value thereof; ● legal proceedings and/or the outcome of and/or negative perceptions associated therewith; ● planned capital expenditures (including the amount and nature thereof); ● increases in oil and gas production; ● changes in the market price of oil and gas; ● changes in the number of drilling rigs available; ● the number of wells we anticipate drilling in the future; ● estimates, plans and projections relating to acquired properties; ● the number of potential drilling locations; and ● our financial position, business strategy and other plans and objectives for future operations. We identify forward-looking statements by use of terms such as “may,” “will,” “expect,” “anticipate,” “estimate,” “hope,” “plan,” “believe,” “predict,” “envision,” “intend,” “continue,” “potential,” “should,” “confident,” “could” and similar words and expressions, although some forward-looking statements may be expressed differently. You should be aware that ourare reasonable, actual results could differ materially from those contained inprojected or assumed or any of the Company’s forward-looking statements. You should consider carefully the statements under the “Risk Factors” sectionThe Company’s future financial condition and results of this report and other sections of this report which describe factors that could cause our actual results to differ from those set forth in theoperations, as well as any forward-looking statements, are subject to change and the following factors:inherent risks and uncertainties.   ● the possibility that our future acquisitions may involve unexpected costs; ● the volatility in commodity prices for oil and gas; ● the accuracy of internally estimated proved reserves; ● the presence or recoverability of estimated oil and gas reserves; 21    ● the ability to replace oil and gas reserves;33 ● the availability and costs of drilling rigs and other oilfield services; Table of Contents ● risks inherent in natural gas and oil drilling and production activities, including risks of fire, explosion, blowouts, pipe failure, casing collapse, unusual or unexpected formation pressures, environmental hazards, and other operating and production risks; ● delays in receipt of drilling permits; ● risks relating to the availability of capital to fund drilling operations that can be adversely affected by adverse drilling results, production declines and declines in natural gas and oil prices; ● risks relating to unexpected adverse developments in the status of properties; ● risks relating to the absence or delay in receipt of government approvals or other third party consents; ● risks relating to governmental regulations regarding hydraulic fracturing and the disposition/disposal of produced water; ● environmental risks; ● exploration and development risks; ● competition; ● the inability to realize expected value from acquisitions; ● the availability and cost of alternative fuel sources; ● our ability to maintain the listing of our common stock on the NYSE American; ● our limited market capitalization; ● our ability to meet the covenants in our loan agreements and the consequences of not meeting such covenants; ● the ability of our management team to execute its plans to meet its goals; and ● other economic, competitive, governmental, legislative, regulatory, geopolitical and technological factors that may negatively impact our businesses, operations and pricing.   Forward-looking statements speak onlyPLAN OF OPERATIONS Overview Camber’s aim is to become a growth-oriented diversified energy company. The Company owns minority, non-operated working interests in certain oil & gas wells in Texas and/or Louisiana, and through its investment in Viking, the organization provides custom energy & power solutions to commercial and industrial clients in North America. Viking also holds an exclusive license in Canada to a patented carbon-capture system, and has a majority interest in: (i) an entity with intellectual property rights to a fully developed, patent pending, ready-for-market proprietary Medical & Bio-Hazard Waste Treatment system using Ozone Technology; and (ii) entities with the intellectual property rights to fully developed, patent pending, ready-for-market proprietary Electric Transmission and Distribution Open Conductor Detection Systems. Merger with Viking On August 1, 2023, pursuant to that certain Agreement and Plan of Merger, dated as of February 15, 2021, by and between the dateCompany and Viking Energy Group, Inc. (“Viking”), as amended on April 18, 2023 (as amended, the “Merger Agreement”), a wholly owned subsidiary of this report or the dateCompany (“Merger Sub”) merged with and into Viking (the “Merger”), with Viking surviving the Merger as a wholly owned subsidiary of any document incorporated by reference in this report. Except to the extent required by applicable law or regulation, we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events.Company.     Review of Information and Definitions This information should be read in conjunction with the interim unaudited financial statements and the notes thereto included inAlthough this Quarterly Report on Form 10-Q andis filed after completion of the consolidatedMerger, given that the Merger closed after June 30, 2023, the financial statements and notes thereto and Part II, Item 7, Management’s Discussion and Analysisherein do not include a consolidation of Financial Condition and ResultsViking's financial statements at the Camber level.  Rather, the financial statements herein account for Camber's previous investments in Viking under the equity method of Operations contained in our Annual Report on Form 10-K for the year ended March 31, 2017.accounting, consistent with previously filed financial reports.    Certain capitalizedUpon the terms used below and otherwise defined below,subject to the conditions set forth in the Merger Agreement, at the effective time on August 1, 2023 as set forth in the Certificate of Merger duly filed with the Nevada Secretary of State (the “Effective Time”), each share: (i) of common stock, par value $0.001 per share, of Viking (the “Viking Common Stock”) issued and outstanding immediately prior to the Effective Time, other than shares owned by Camber, Viking and Merger Sub, was converted into the right to receive one share of common stock of Camber (the “Camber Common Stock”); (ii) of Series C Preferred Stock of Viking (the “Viking Series C Preferred Stock”) issued and outstanding immediately prior to the Effective Time was converted into the right to receive one share of Series A Convertible Preferred Stock of Camber (the “New Camber Series A Preferred Stock”) and (iii) of Series E Convertible Preferred Stock of Viking (the “Viking Series E Preferred Stock,” and, together with the Viking Series C Preferred Stock, the “Viking Preferred Stock”) issued and outstanding immediately prior to the Effective Time was converted into the right to receive one share of Series H Preferred Stock of Camber (the “New Camber Series H Preferred Stock,” and, together with the New Camber Series A Preferred Stock, the “New Camber Preferred”). Pursuant to the Certificate of Designations for the New Camber Series A Preferred Stock, dated as of August 1, 2023 (the “Series A COD”), each share of New Camber Series A Preferred Stock is convertible into 890 shares of Camber Common Stock (subject to a beneficial ownership limitation preventing conversion into Camber Common Stock if the holder would be deemed to beneficially own more than 9.99% of Camber Common Stock), is treated equally with Camber Common Stock with respect to dividends and liquidation, and only has voting rights with respect to voting: (a) on a proposal to increase or reduce Camber’s share capital; (b) on a resolution to approve the terms of a buy-back agreement; (c) on a proposal to wind up Camber; (d) on a proposal for the disposal of all or substantially all of Camber’s property, business and undertaking; (f) during the winding-up of Camber; and/or (g) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party. Pursuant to the Certificate of Designations for the New Camber Series H Preferred Stock, dated as of August 1, 2023 (the “Series H COD”), each share of New Camber Series H Preferred Stock has a face value of $10,000 per share, is convertible into a certain number of shares of Camber Common Stock, with the conversion ratio based upon achievement of certain milestones by Viking’s subsidiary, Viking Protection Systems, LLC (provided the holder has not elected to receive the applicable portion of the purchase price in cash pursuant to that certain Purchase Agreement, dated as of February 9, 2022, by and between Viking and Jedda Holdings, LLC), is subject to a beneficial ownership limitation of 4.99% of Camber Common Stock (but may be increased up to a maximum of 9.99% at the sole election of a holder by the provision of at least 61 days’ advance written notice) and has voting rights equal to one vote per share of Camber Series H Preferred Stock held on a non-cumulative basis. Holders of Viking Common Stock and Viking Preferred Stock had any fractional shares of Camber Common Stock or New Camber Preferred after the Merger rounded up to the nearest whole share. 34 Table of Contents At the Effective Time, each then outstanding option or warrant to purchase Viking Common Stock (a “Viking Option”), to the extent unvested, automatically became fully vested and was converted automatically into an option or warrant (an “Adjusted Option”) to purchase, on substantially the same terms and conditions as were applicable to such Viking Option immediately prior to the Effective Time, except that (i) instead of being exercisable into Viking Common Stock, such Adjusted Option is exercisable into Camber Common Stock, and (ii) all references to the “Company” in the Viking Option agreements are references to Camber in the Adjusted Option agreements. At the Effective Time, each promissory note issued by Viking that is convertible into Viking Common Stock (a “Viking Convertible Note”) that, as of immediately prior to the Effective Time, is outstanding and unconverted, was converted into a promissory note convertible into Camber Common Stock (an “Adjusted Convertible Note”) having substantially the same terms and conditions as applied to the corresponding Viking Convertible Note as of immediately prior to the Effective Time (including, for the avoidance of doubt, any extended post-termination conversion period that applies following consummation of the Merger), except that (i) instead of being convertible into Viking Common Stock, such Adjusted Convertible Note is convertible into Camber Common Stock, and (ii) all references to the “Company” in the Viking Convertible Note agreements are references to Camber in the Adjusted Convertible Note agreements. In connection with the Merger, Camber issued approximately 49,290,152 shares of Camber Common Stock, which represents approximately 59.99% of the outstanding Camber Common Stock after giving effect to such issuance. In addition, Camber reserved for issuance approximately 88,647,137 additional shares of Camber Common Stock in connection with the potential (1) conversion of the New Camber Series A Preferred Stock, (2) conversion of the New Camber Series H Preferred Stock, (3) exercise of the Adjusted Options and (4) conversion of the Adjusted Convertible Notes. In connection with the closing of the Merger, on August 1, 2023, Camber filed each of the Series A COD and the Series H COD with the Nevada Secretary of State. James A. Doris will continue to serve as President and Chief Executive Officer of the combined company, and the combined company will continue to have its headquarters in Houston, Texas. Certificate of Designation for New Camber Series A Preferred Stock The Series A COD designated up to 28,092 shares of the authorized but unissued shares of its preferred stock as New Camber Series A Preferred Stock. The following is a summary of the principal terms of the New Camber Series A Preferred Stock. Dividends The holders of the New Camber Series A Preferred Stock (the “Series A Holders”) are entitled to receive, and Camber shall pay, dividends on shares of the New Camber Series A Preferred Stock equal to the amount of the dividend or distribution per share of Camber Common Stock payable at such time multiplied by the number of shares of Camber Common Stock the shares of New Camber Series A Preferred Stock held by such Holder are convertible into. Voting Rights Except as required by applicable law the Series A Holders have no right to vote on any matters, questions or proceedings of Camber except: (a) on a proposal to increase or reduce Camber’s share capital; (b) on a resolution to approve the terms of a buy-back agreement; (c) on a proposal to wind up Camber; (d) on a proposal for the disposal of all or substantially all of Camber’s property, business and undertaking; (f) during the winding-up of Camber; and/or (g) with respect to a proposed merger or consolidation in which Camber is a party or a subsidiary of Camber is a party. Each share of New Camber Series A Preferred Stock entitles the holder thereof to 890votes on all matters Series A Holders have the meanings givenright to vote. Series A Holders will vote together as one class. 35 Table of Contents Liquidation Upon any liquidation, dissolution or winding-up of Camber, whether voluntary or involuntary (a “Liquidation”), Series A Holders will be entitled to receive out of the assets of Camber, whether such termsassets are capital or surplus, for each share of New Camber Series A Preferred Stock the same amount that a holder of Camber Common Stock would receive if the New Camber Series A Preferred Stock were fully converted to Camber Common Stock, which amounts shall be paid pari passu with all holders of Camber Common Stock. A Fundamental Transaction, as defined in the footnotesSeries A COD, shall not be treated as a Liquidation. Conversion Each share of New Camber Series A Preferred Stock is convertible, at the option of the Holder thereof, at any time after the date of issuance of such share, at the office of Camber or any transfer agent for such stock, into eight hundred and ninety (890) shares of fully paid and non-assessable Camber Common Stock (the “Series A Conversion Rate”). The Series A Conversion Rate is subject to oura beneficial ownership limitation of 9.99% as set forth in Section 6(b) of the Series A COD. Certain Adjustments If Camber, at any time while the New Camber Series A Preferred Stock is outstanding, issues stock splits, effects a recapitalization of the Camber Common Stock, makes a subsequent rights offerings, or makes any dividend or other distribution of its assets, then the Series A Holders can adjust the Series A Conversion Rate of the New Camber Series A Preferred Stock to account for such transaction. Certificate of Designation for New Camber Series H Preferred Stock The Series H COD designated up to 2,075 shares of the authorized but unissued shares of its preferred stock as New Camber Series H Preferred Stock. The following is a summary of the principal terms of the New Camber Series H Preferred Stock. Voting Rights Except as required by applicable law, holders of the New Camber Series H Preferred Stock (“Series H Holders”) have voting rights equal to one vote per share of New Camber Series H Preferred Stock held on a non-cumulative basis. Conversion Each share of New Camber Series H Preferred Stock is convertible into a number of shares of Camber Common Stock as set forth in Section 5(a) of the Series H COD (the “Series H Conversion Rate”). The Series H Conversion Rate is subject to the beneficial ownership limitation of 4.99% as set forth in Section 5(b) of the Series H COD, provided that such beneficial ownership limitation may be increased up to a maximum of 9.99% at the sole election of a holder of such New Camber Series H Preferred Stock. Going Concern Qualification The Company’s consolidated financial statements included above under “Part I - Financial Information” - “Item 1. Financial Statements”. Unless the context requires otherwise, references to the “Company,” “we,” “us,” “our,” “Camber”, and “Camber Energy, Inc.” refer specifically to Camber Energy, Inc. and its consolidated subsidiaries. In addition, unless the context otherwise requires and for the purposes of this report only: ● “Bbl” refers to one stock tank barrel, or 42 U.S. gallons liquid volume, used in this report in reference to crude oil or other liquid hydrocarbons; ● “Boe” barrels of oil equivalent, determined using the ratio of one Bbl of crude oil, condensate or natural gas liquids, to six Mcf of natural gas; ● “Exchange Act” refers to the Securities Exchange Act of 1934, as amended; ● “Mcf” refers to a thousand cubic feet of natural gas; ● “SEC” or the “Commission” refers to the United States Securities and Exchange Commission; and ● “Securities Act” refers to the Securities Act of 1933, as amended. Overview Camber Energy, Inc., a Nevada corporation, is an independent oil and natural gas company based in San Antonio, Texas. We are engaged in the acquisition, development and sale of crude oil, natural gas and natural gas liquids from various known productive geological formations, including from the Hunton formation in Lincoln, Logan and Payne Counties, in central Oklahoma; the Cline shale and upper Wolfberry shale in Glasscock County, Texas; and recently in connection with our entry into the Horizontal San Andres play on the Central Basin Platform of the Permian Basin in West Texas announced on January 3, 2017. Incorporated in Nevada in December 2003 under the name Panorama Investments Corp., the Company changed its name to Lucas Energy, Inc. effective June 9, 2006 and effective January 4, 2017, the Company changed its name to Camber Energy, Inc. Our primary value drivers are our reserves which must be developed to unlock their full potential. We believe the market conditions driving us toward the need for a larger entity of greater size and financial mass are even more essential in the current environment. In order to develop the significant reserves at our disposal, we believe that we must become, or become part of, a larger organization with ample cash flow and greater access to capital. Measures such as return on equity, liquidity and stock multiples have led us to conclude that the market, in general, views small-cap and mid-cap exploration and production companies as having greater potential than microcaps. The larger companies tend to have access to more favorable debt financing, receive greater analyst coverage, trade with greater liquidity and consequently, often have higher share prices. We are actively conducting workovers and subject to raising the balance of the funds due in connection with the October 2017 Purchase Agreement, which is subject to certain closing conditions described herein the Company intends to drill wells, acquire producing/non producing properties at value prices and participate in joint ventures with industry partners with the goal of enhancing production and cash flow. The Company is also executing on an aggressive growth strategy by building on the platform and technical capacity created by our recent asset acquisitions described below. We seek to create a growth company capable of delivering on the long-expected conversion of reserves to production, continued long-term acreage development, and sustainable shareholder value. Our website address is http://www.camber.energy. Our fiscal year ends on the last day of March of each year. The information on, or that may be accessed through, our website is not incorporated by reference into this report and should not be considered a part of this report. We refer to the twelve-month periods ended March 31, 2018 and March 31, 2017 as our 2018 Fiscal Year and 2017 Fiscal Year, respectively. As of December 31, 2017, the Company had leasehold interests (working interests) covering approximately 13,776 net acres underlying a total of 56,436 gross acres in its two core regions, Central Oklahoma and West Texas. In Central Oklahoma the Company had 13,567 / 55,247 (net / gross) acres, most of which was acquired pursuant to the Acquisition (defined under Liquidity and Going Concern Consideration). Approximately 97% of the Central Oklahoma acreage is held by production (“HBP”). In West Texas, the Company had 209 /2,253 (net / gross) acres. Approximately 9% of this acreage is productive from the Cline and Wolfberry formations acquired pursuant to the Segundo transaction. The remaining West Texas acreage is acquired leasehold located on the Central Basin Platform of the Permian Basin, which was announced by the Company as part of its entry in the emerging Horizontal San Andres play. On August 2, 2017, and effective June 13, 2017, the Company entered into an agreement with Vantage Fund, LLC (“Vantage” and the “Vantage Agreement”), pursuant to which Vantage agreed to provide up to $6 million of funding to the Company, in the sole discretion of Vantage, with $400,000 provided in the initial tranche (the “Initial Tranche”). The consideration for the Initial Tranche of funding was the assignment to Vantage of all of the Company’s rights and ownership in its wholly-owned subsidiary Camber Permian II, LLC (“Camber Permian”) which included leaseholds and potential participation rights. The Vantage Agreement contained customary indemnification requirements. On July 17, 2017, Vantage provided $120,000 to the Company under the Vantage Note and on July 20, 2017, Vantage provided $30,000 to the Company under the Vantage Note. Vantage was granted a second lien on the Jackrabbit property in connection with the financing. On November 9, 2017, in connection with the sale of the Jackrabbit Acreage, the Company paid Vantage the full amount due on the Vantage Note of $150,000. The cure period on the Rogers Loan expired on September 11, 2017, and as of such date, all principal, interest and unpaid costs thereunder were immediately due and payable (which totaled approximately $9.4 million as of the date of acceleration which amount included $2.1 million of default interest). Prior to the default, CATI had not recorded interest due on the note based on its earlier agreements. As a result of the default, demand and acceleration, CATI recorded the default interest demand of $2.1 million in the three month period ended December 31, 2017. In September 2017, Rogers foreclosed on the assets of CATI which secured the note. On October 3, 2017, the trustee of those assets, for the benefit of the lender, sold these assets in public auction foreclosure sales which took place in Gonzales County and Karnes County, Texas. The proceeds from the foreclosure sales of approximately $3.5 million were applied against the outstanding indebtedness. On December 15, 2017, CATI entered into a Release of Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement and Fixture Filing (the “Release”) with Rogers. Pursuant to the Release, the Company completed a transaction in which CATI provided Rogers, pursuant to an Assignment of Overriding Royalty Interest (the “Royalty Assignment”), with an overriding royalty (equal to 0.01 of 8/8ths of all oil and gas) on CATI’s remaining leasehold and Rogers released CATI from all remaining indebtedness owed. The Release, which was filed in various counties in Texas on January 22, 2018 and January 23, 2018, discharged approximately $5.8 million in principal and interest outstanding and owed to Rogers, according to Rogers. The effective date of the Release was December 15, 2017. Additionally, the remaining leasehold and ownership of CATI was assigned to Arkose Lease Partners, L.L.C., a third party (“Arkose”), pursuant to an Assignment of Membership Interest (the “Assignment”), dated November 1, 2017, in exchange for Arkose’s assumption of all plugging and abandonment liabilities of CATI of approximately $1.8 million. As of December 31, 2017, Camber was producing an average of approximately 869 net barrels of oil equivalent per day (Boepd) from over 100 active well bores. The ratio between the gross and net production varies due to varied working interests and net revenue interests in each well. Our production sales totaled 158,555 barrels of oil equivalent, net to our interest, for the nine month period ended December 31, 2017. At December 31, 2017, Camber’s total estimated proved producing reserves were 5.98 million barrels of oil equivalent of which 3,383,500 barrels (“Bbls”) were crude oil and NGL (“Bbls”) reserves, and 15.6 billion cubic feet (“Bcf”) were natural gas reserves. Approximately 97% of the barrel of oil equivalent (“Boe”) was proved producing. With the closing of our asset acquisition in August 2016, the Company acquired estimated proved reserves of 6.3 million Boe, of which 0.2 million Bbls were crude oil reserves, 14.8 billion Bcf were natural gas reserves and 3.7 million Bbls were natural gas liquids. Approximately 72% of Boe was proved producing. As of December 31, 2017, Camber had no employees. On May 1, 2017, the Company entered into a service agreement (the “Service Agreement”), with Enerjex Resources (“Enerjex”) to outsource the management of its back-office functions for a fixed monthly fee. Under the terms of the Service Agreement, Enerjex will be responsible for performing all back-office services for the Company, including all data entry and bookkeeping, financial reporting, management reporting, reserve reporting, SEC compliance, audits, filings, and any other services required to maintain the Company’s good standing with all local, state, and federal laws. Enerjex will not be responsible for any field operations, including drilling, operating or maintaining any wells or leases, of the Company under the terms of the Service Agreement. Enerjex will receive a fee of $150,000 per month for services rendered, plus any pre-approved out of pocket travel expenses. The monthly fee may be reduced to the extent the Company retains employees to perform certain of the functions contemplated to be performed by Enerjex. Effective December 4, 2017, Enerjex and the Company mutually agreed to terminate the Service Agreement. On November 9, 2017, the Company (through its subsidiary, Camber Permian LLC) and NFP Energy LLC (“NFP”), its joint venture partner, sold oil and gas properties totaling approximately 2,452 acres in Gaines County, Texas, to Fortuna Resources Permian, LLC (“Fortuna”), for $1,000 per acre or an aggregate of $2,206,718 payable to the Company (with $245,213 payable to NFP), pursuant to the terms of a letter agreement (the “Sale Agreement”) and an Assignment, Bill of Sale and Conveyance to Fortuna, both dated November 9, 2017 and effective November 1, 2017. This acreage, part of the Company’s “Jackrabbit” acreage, targeted the San Andres formation in the Permian Basin. Additionally, the Company and NFP jointly terminated their venture. With the proceeds from the sale, the Company paid the 1st lien holders, including Alan Dreeben (a former director of the Company), and 2nd lien holder Vantage, thus reducing its liabilities by $1,518,924 and paid NFP $662,072 to terminate the joint venture agreement. The Company maintains a 90% ownership position in the remaining 1,100 acres in the area. The net proceeds from the sale to the Company totaled $25,914. The Company entered into a nonbinding letter of intent in November 2017, to acquire a 95% net working interest position in 3,220 net acres in Yoakum County, Texas, within a 6,000 acre area of mutual interest (“AMI”) in the Permian Basin. The Company intends to enter into an agreement with a joint venture partner within the (“AMI”) with the plan to initiate a drilling program on this acreage, targeting the San Andres formation, during the first half of 2018, subject to the transaction closing by year end. This transaction did not close and the letter of intent was terminated. Broadly, Camber is targeting acquisitions in the southwest United States, inclusive of Oklahoma, Texas and New Mexico, which represent a vast array of oil and gas deposits. As we consider producing properties, we plan to prioritize those with cash flow returns near our current assets that can substantially improve our bottom line. In addition, we will evaluate the property to determine whether it conforms to our experience and technical expertise. Specifically, we prefer relatively shallow (less than 10,000 feet) formations that require horizontal drilling techniques and significant surface infrastructure management, and we are currently evaluating several opportunities to expand our asset acreage. The ultimate success of each transaction will be significantly dependent upon arriving at acceptable terms and the availability of capital, which may not be available on favorable terms, if at all.  While actively pursuing specific exploration and development activities in the Mid-Continent area, we may not be able to close future acquisitions for a variety of reasons, new drilling opportunities may not be identified and any new drilling opportunities identified may not be successful if drilled. We have recently made significant strides in improving production from our existing fields where our barrel of oil equivalent per day rates have risen from 850 barrels of oil equivalent per day (Boe/d) in September 2016, our first month of operating the Oklahoma property, to a December 2016 rate of 1,054 Boe/d. Continued improvement in these rates should result in increased revenue and cash flow. Production rates should increase as well from new production which is expected to ramp up in early 2018, subsequent to the completion of drilling activities we plan to complete in early 2018, funding permitting. Industry Segments Camber operations are all crude oil and natural gas exploration and production related. Operations and Oil and Gas Properties We operate and invest in areas that are known to be productive, with a reasonably established production history, in order to decrease geological and exploratory risk. With the closing of the Acquisition in October 2016, the Company acquired over 13,000 net acres in producing fields located primarily in the Mid-Continent region of Oklahoma including Payne, Lincoln and Logan Counties, along with a small amount of interest in production located in Glasscock County, Texas. The Mid-Continent assets produce from a liquids-rich, gas reservoir known as the Hunton formation. These properties include interests in four different fields, of which one is operated by Camber and the other three are non-operated. The Glasscock County, Texas properties produce oil and gas primarily from the Wolfberry, Cline and Fusselman formations and are all non-operated. In addition, the Company owns 1,000 net acres and operations in the emerging Horizontal San Andres play in the Central Basin Platform area of the Permian Basin (as described in greater detail below). We intend to expand our footprint in the Central Basin Platform and with a JV partner, begin drilling in this area during end 2018, funding permitting. On January 3, 2017, Camber entered into a Lease Acquisition and Participation Agreement (“Acquisition”) with a privately held, Houston, Texas-based oil and gas holding company (“Partner”) whereby we acquired a leasehold position in the Permian Basin in Texas, consisting of 16,300 gross, 3,600 net, mineral acres in consideration for $1.43 million, and formed an area of mutual interest (the Jackrabbit project). We have steered the Company to a strategic path leveraging on our expanding technical and operational “dewatering” expertise. Since closing the acquisition of the Segundo Hunton dewatering assets in August 2016, the Company has sought an opportunity to expand its dewatering expertise to another productive formation. As a simplified explanation, dewatering occurs in formations with high water saturations, greater than 50%. The oil and gas resides in pore spaces of conventional subsurface rock formations and is held in place by the pressurized water. By producing the water (dewatering), the pressure holding the hydrocarbon in place is lowered, the hydrocarbon expands, and transitions from a residual state to a mobile state, allowing for commercial production. This concept is now being used throughout the Mid-Continent to produce large quantities of oil and gas, and has recently been applied with increasing success to the San Andres formation in West Texas. The San Andres formation, the target of our most recent purchase, is found at relatively shallow depths (4,500’) and has similar attributes to the Company’s dewatering Hunton play in Oklahoma. Camber believes that it has certain advantages in initiating a development program in the San Andres. Both the Hunton and San Andres are carbonates with relatively high water saturations where the production profile appears to be optimized by a dewatering and depressurizing process. Camber plans to use the twenty-plus year technical evolution and knowledge of the Hunton to the San Andres formation of the Permian Basin to produce oil and gas through the dewatering process and expects to grow its initial 3,600-acre position moving forward, funding permitting. While commodity prices have rebounded from their lows and service costs have declined, the drilling of new wells continues to require constant economic viability evaluation. Camber has assessed its portfolio of opportunities and is currently performing workovers on acquired wells while assessing additional opportunities to acquire temporarily abandoned or underproducing assets in the MidContentent and Central Basin Platform, funding permitting. Our growth plan includes the development and enhancement of existing production, in addition to the drilling of new wells on our acreage. It also includes material acquisitions of leasehold or production in new areas. Our San Andres initiative is a prime example of us moving into a new area where the required expertise fits our technical capabilities. Our third initiative for growth is the acquisition of production and acreage near our existing operations. By pursuing adjacent or nearby properties, we plan to expand our acreage footprint and capitalize on cost efficiencies. Camber plans to work diligently to grow its operations by considering strategic acquisitions that are near the region or location of our current assets, offer attractive production and cash flow returns, and/or conform to the Company’s technical proficiencies. All of the planned growth initiatives described above are subject to us having sufficient funding to complete such initiatives and cash on hand to support our operations and pay our debts as they become due. Broadly, Camber is targeting acquisitions in the southwest United States, inclusive of Oklahoma, Texas and New Mexico, which represent a vast array of oil and gas deposits. As we consider producing properties, we plan to prioritize those with cash flow returns near our current assets that can substantially improve our bottom line. In addition, we will evaluate the property to determine whether it conforms to our experience and technical expertise. Specifically, we prefer relatively shallow (less than 10,000 feet) formations that require horizontal drilling techniques and significant surface infrastructure management, and we are currently evaluating several opportunities to expand our asset acreage. The ultimate success of each transaction will be significantly dependent upon arriving at acceptable terms and the availability of capital, which may not be available on favorable terms, if at all. While actively pursuing specific exploration and development activities in the Mid-Continent area, we may not be able to close future acquisitions for a variety of reasons, new drilling opportunities may not be identified and any new drilling opportunities identified may not be successful if drilled. We have recently made significant strides in improving production from our existing fields where our barrel of oil equivalent per day rates have risen from 850 barrels of oil equivalent per day (Boe/d) in September 2016, our first month of operating the Oklahoma property, to a December 2016 rate of 1,054 Boe/d. Continued improvement in these rates should result in increased revenue and cash flow. Production rates should increase as well from new production which is expected to ramp up in early 2018, subsequent to the completion of drilling activities we plan to complete in early 2018, funding permitting. Financing A summary of our financing transactions, recent funding agreement with Vantage, the Rogers Loan (which has now been satisfied) and other recent funding transactions can be found under “Part I. Financial Information” – “Item 1. Financial Statements” – “Note 2 – Liquidity and Going Concern Considerations”, “Vantage Agreement”, “Stock and Securities Purchase Agreements with Institutional Investor”, “Asset Purchase Agreement”, “Rogers Loan and Promissory Note”, “Loan Agreement with International Bank of Commerce (“IBC”)”, “Dreeben Loan”, “Loan from Non-Related Individual” and “Sale of Jackrabbit Acreage”, and “Part I. Financial Information” – “Item 1. Financial Statements” - “Note 6 – Note Payables and Debenture”, above. Additionally, due to our current capital structure and the nature of oil and gas interests, i.e., that rates of production generally decline over time as oil and gas reserves are depleted, if we are unable to obtain the necessary financing to drill additional wells and develop our proved undeveloped reserves (“PUDs”); coupled with the low commodity prices over the last twelve months, we believe that our revenues will continue to decline over time. Therefore, we may be forced to scale back our business plan, sell assets to satisfy outstanding debts or take other remedial steps which may include seeking bankruptcy protection. Our limited cash position and significant liabilities raise substantial doubt about our ability to continue as a going concern for the next twelve months following the issuance of the financial statements included herein. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Accordingly,The Company generated a net loss of $(425,295) for the six months ended June 30, 2023 as compared to a net loss of $63,560,442 for the six months ended June 30, 2022.  The 2023 income was comprised of, among other things, certain non-cash items with a total net impact of $3,756,060 including: (i) a gain on derivative and warrant liability of $6,888,313 (ii) loss in earnings of unconsolidated entity of $1,531,132; (iii) amortization of debt discount of $1,595,577; and (iv) depreciation, depletion and accretion of $5,544. As of June 30, 2023, the Company has a stockholders’ deficit of $16,019,471 and total long-term debt of $35,523,337, net of debt discount. 36 Table of Contents As of June 30, 2023, the Company has a working capital deficiency of approximately $10.6 million. The largest components of current liabilities creating this working capital deficiency are a derivative liability of $5.1 million. Management believes it will be able to continue to leverage the expertise and relationships of its operational and technical teams to enhance existing assets and identify new development and acquisition opportunities in order to improve the Company’s financial position. The Company may have the ability, if it can raise additional capital, to acquire new assets in a separate division from existing subsidiaries. Nonetheless, recent oil and gas price volatility as a result of geopolitical conditions and the global COVID-19 pandemic have already had and may continue to have a negative impact on the Company’s financial position and results of operations. Negative impacts could include but are not limited to: The Company’s ability to sell our oil and gas production, reduction in the selling price of the Company’s oil and gas, failure of a counterparty to make required hedge payments, possible disruption of production as a result of worker illness or mandated production shutdowns, the Company’s ability to maintain compliance with loan covenants and/or refinance existing indebtedness, and access to new capital and financing. These conditions raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to utilize the resources in place to generate future profitable operations, to develop additional acquisition opportunities, and to obtain the necessary financing to meet its obligations and repay its liabilities arising from business operations when they come due. Management believes the Company will be able to continue to develop new opportunities and will be able to obtain additional funds through debt and / or equity financings to facilitate its development strategy; however, there is no assurance of additional funding being available. These consolidated financial statements do not include any adjustments relating to the recoverability ofrecorded assets and classification ofor liabilities that might be necessary should the Company have to curtail operations or be unable to continue as a going concern.in existence.   Recent Events: On November 9, 2017, the Company (through its subsidiary, Camber Permian LLC) and NFP, its joint venture partner, sold oil and gas properties totaling approximately 2,452 acres in Gaines County, Texas, to Fortuna, for $1,000 per acre or an aggregate of $2,206,718 payable to the Company (with $245,213 payable to NFP), pursuant to the terms of Sale Agreement and an Assignment, Bill of Sale and Conveyance to Fortuna, both dated November 9, 2017 and effective November 1, 2017. This acreage, part of the Company’s “Jackrabbit” acreage, targeted the San Andres formation in the Permian Basin. Additionally, in connection with the sale, the Company and NFP jointly terminated their venture. With the proceeds from the sale, the Company paid the 1st lien holders including Alan Dreeben and 2nd lien holder Vantage Fund, LLC, thus reducing its liabilities by $1,518,924 and paid NFP $662,072, to terminate the joint venture agreement. The Company maintains a 90% ownership position in the remaining 1,100 acres in the area. The net proceeds to the Company from the sale, after payment of the amounts above, totaled $25,914. On December 15, 2017, CATI entered into a Release of Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement and Fixture Filing (the “Release”) with Rogers. Pursuant to the Release, the Company completed a transaction in which CATI provided Rogers, pursuant to an Assignment of Overriding Royalty Interest (the “Royalty Assignment”), with an overriding royalty (equal to 0.01 of 8/8ths of all oil and gas) on CATI’s remaining leasehold and Rogers released CATI from all remaining indebtedness owed. The Release, which was filed in various counties in Texas on January 22, 2018 and January 23, 2018, discharged approximately $5.8 million in principal and interest outstanding and owed to Rogers, according to Rogers. The effective date of the Release was December 15, 2017. Additionally, the remaining leasehold and ownership of CATI was assigned to Arkose Lease Partners, L.L.C., a third party (“Arkose”), pursuant to an Assignment of Membership Interest (the “Assignment”), dated November 1, 2017, in exchange for Arkose’s assumption of all plugging and abandonment liabilities of CATI. Effective on January 10, 2018, the Company filed, with the Secretary of State of Nevada, a Certificate of Amendment to the Company’s Articles of Incorporation to increase the number of the Company’s authorized shares of common stock, $0.001 per value per share, from 200,000,000 shares to 500,000,000 shares. In connection with the departure of Mr. Anthony C. Schnur as Chief Executive Officer and director of the Company effective June 2, 2017, the Company entered into a Severance Agreement and Release with Mr. Schnur (the “Release”), whereby (i) his employment agreement with the Company was terminated, (ii) he entered into a mutual release with the Company; (iii) the Company agreed to issue him 120,000 shares of unregistered common stock (to be issued in installments of 10,000 per month)(the “Settlement Shares”) and a monthly cash payment of $14,000 for twelve months; and (iv) he was granted reimbursement of the payment of his COBRA premiums through (a) the one year anniversary of the termination or (b) until he is eligible to participate in the health insurance plan of another employer, whichever is sooner, and provided that the amount of such health benefits shall reduce his monthly cash payment. On January 11, 2018, and effective as of the original date of the Release, the Company and Mr. Schnur entered into a First Amendment to Severance Agreement and Release (the “Release Amendment”), whereby the terms of the Release were changed to provide for among other things, the payment of $49,000 on or before January 12, 2018; $15,000 on or before the 15th of each month from February 2018 to July 2018; and $19,000 on or before August 15, 2018, and further provided for the issuance of the entire amount of the Settlement Shares within five days of the later of the date the Company’s stockholders approved the issuance of the Settlement Shares and the date the NYSE American approved the issuance of such shares. The Settlement Shares were issued on January 30, 2018. On December 1, 2017, we, entered into two Extension and/or Modification and Release Agreement Commercial Indebtedness, one effective September 30, 2017 and the other effective October 30, 2017 (the “September and October 2017 Extensions”), as borrower, with Richard N. Azar, II (the Company’s Chief Executive Officer and director), Donnie B. Seay (the Company’s director), Richard E. Menchaca, RAD2 Minerals, Ltd. (owned and controlled by Mr. Azar), DBS Investments, Ltd. (controlled by Mr. Seay), and Saxum Energy, LLC, as pledgers (collectively, the “Pledgors”), and IBC. On January 29, 2018, the Company entered into another Extension and/or Modification and Release Agreement Commercial Indebtedness with the Pledgors and IBC, effective November 30, 2017 (the “November 2017 Extension” and together with the September and October 2017 Extensions, the “Extensions”). Pursuant to the Extensions, the Company confirmed the amount outstanding under the $40 million August 25, 2016 loan agreement with IBC ($37,443,308 as of each Extension); IBC agreed that an interest only payment would be due beginning on (a) October 30, 2017 (in connection with the September 2017 Extension), with principal payments of $425,000 per month to begin thereafter, which principal payments were not made, (b) November 30, 2017 (in connection with the October 2017 Extension), with principal payments of $425,000 per month to begin thereafter, which principal payments were not made, and (c) December 30, 2017 (in connection with the November 2017 Extension), with principal payments of $425,000 per month to begin thereafter, which principal payments were not made; the parties agreed that the amounts owed to IBC were payable on demand, provided if no demand was provided, such amounts would be payable by way of monthly payments of $425,000 of principal, plus accrued interest, with the remaining amount owed to IBC due at maturity (August 25, 2019); that the amount owed to IBC will accrue interest at the rate of 2% per annum above the prime rate, subject to a floor of 5.5% (currently 6.25% per annum); if we fail to make any payment due to IBC within 10 days of its due date, IBC is due a late payment of 5% of the amount past due (subject to a minimum of $10 and a maximum of $1,500 per late payment); and we and the Pledgors released IBC from any claims we had against IBC as of the date of each of such releases. On or around February 8, 2018, we entered into an Extension and/or Modification and Release Agreement Commercial Indebtedness, effective December 30, 2017 (the “December 2017 Extension”), as borrower, with each of the Pledgers, as pledgors and IBC, as lender. Pursuant to the December 2017 Extension, IBC agreed that an interest only payment would be due beginning on January 30, 2018, with principal payments of $425,000 per month to begin thereafter, which principal payments were not made; the parties agreed that the amounts owed to IBC were payable on demand, provided if no demand was provided, such amounts would be payable by way of monthly payments of $425,000 of principal, plus accrued interest, with the remaining amount owed to IBC due at maturity (August 25, 2019); that the amount owed to IBC will accrue interest at the rate of 2% per annum above the prime rate, subject to a floor of 5.5% (currently 6.5% per annum); if we fail to make any payment due to IBC within 10 days of its due date, IBC is due a late payment of 5% of the amount past due (subject to a minimum of $10 and a maximum of $1,500 per late payment); and we and the Pledgors released IBC from any claims we had against IBC as of the date of each of such releases.  Market Conditions and Commodity Prices Our financial results depend on many factors, particularly the price of natural gas and crude oil and our ability to market our production on economically attractive terms. Commodity prices are affected by many factors outside of our control, including changes in market supply and demand, which are impacted by weather conditions, inventory storage levels, basis differentials and other factors. As a result, we cannot accurately predict future commodity prices and, therefore, we cannot determine with any degree of certainty what effect increases or decreases in these prices will have on our production volumes or revenues. In addition to production volumes and commodity prices, finding and developing sufficient amounts of natural gas and crude oil reserves at economical costs are critical to our long-term success. We expect prices to remain volatile for the remainder of the year. For information about the impact of realized commodity prices on our crude oil revenues, refer to “Results of Operations” below. RESULTS OF CONTINUING OPERATIONS   The following discussion and analysis of the financial condition and results of operationsoperation of the Company for the three and nine-month periodssix months ended December 31, 2017June 30, 2023 and 20162022, should be read in conjunction with ourthe audited consolidated financial statements and the notes thereto included in this Quarterlythe Company’s Annual Report on Form 10-Q. As used below,10-K for the abbreviations “Bbls” stands for barrels, “NGL” stands for natural gas liquids, “Mcf” for thousand cubic feet and “Boe” for barrels of oil equivalent. Natural gas equivalents are determined using a ratio of 6 Mcf of natural gas to 1 Bbl of crude oil or NGLs (“Natural Gas Liquids”) based on 42 gallons to 1 Bbl of crude oil. The majority of the numbers presented below are rounded numbers and should be considered as approximate.year ended December 31, 2022.   Three Months EndedLiquidity and Capital Resources As of June 30, 2023, and December 31, 2017 vs. Three Months Ended December 31, 20162022, the Company had $137,485 and $1,166,596 in cash holdings, respectively.   We reported a net lossThree months ended June 30, 2023 compared to the three months ended June 30, 2022 Revenue The Company had gross revenues of $83,648 for the three months ended December 31, 2017, of $9.1 million, or $(0.15) per share of common stock. For the same period a year ago, we reported a net loss of $4.4 million or $(0.20) per share of common stock. As discussed in more detail below, our net loss increased by $4.7 million, primarily due to the $4.2 million loss on the Release with Rogers and the impairment of $1.9 million oil and gas properties during the quarter ended December 31, 2017. The following table sets forth the operating results and production data for the periods indicated:     Three Months Ended December 31,     Increase     % Increase       2017     2016     (Decrease)     (Decrease)   Sale Volumes:                                 Crude Oil (Bbls)     4,219       9,591       (5,372 )     (56 %) Natural Gas (Mcf)     202,690       234,484       (31,794 )      (14 %) NGL (Gallons)     1,715,733       1,802,608       (86,875 )      (5 %) Total (Boe) (1)     78,851       91,591       (12,740 )      (14 %)                                   Crude Oil (Bbls per day)     46       104       (58 )     (56 %) Natural Gas (Mcf per day)     2,203       2,549       (346 )      (14 %) NGL (Gallons per day)     18,649       19,594       (945 )      (5 %) Total (Boe per day) (1)     857       995       (138 )      (14 %)                                   Average Sale Price:                                 Crude Oil ($/Bbl)   $ 52.79     $ 50.47     $ 2.32       5 % Natural Gas ($/Mcf)     2.80       2.71       0.09       3 % NGL ($/Bbl)     0.80       0.44       0.36       82 %                                   Net Operating Revenues:                                 Crude Oil   $ 222,702     $ 484,016     $ (261,314 )     (54 %) Natural Gas     567,982       636,619       (68,637 )      (11 %) NGL     1,365,100       790,185       574,915       73 % Total Revenues   $ 2,155,784     $ 1,910,820     $ 244,964       13 % (1) Assumes 6 Mcf of natural gas equivalents and 42 gallons of NGL to 1 barrel of oil, respectively. Operating and Other Expenses The following table summarizes our production costs and operating expenses for the periods indicated:     Three Months Ended December 31,     Increase     % Increase       2017     2016     (Decrease)     (Decrease)   Direct lease operating expense   $ 1,062,253     $ 926,997     $ 135,256       15 % Workovers expense     89,759       312,940       (223,181 )      (71 %) Other     42,617       58,538       (15,921 )      (27 %) Lease Operating Expenses   $ 1,194,629     $ 1,298,475     $ (103,846 )      (8 %)                                   Severance and Property Taxes   $  113,778     $  89,606     $  24,172       27 % Depreciation, Depletion, Amortization and Accretion     436,776       1,286,684       (849,908 )     (66 %) Impairment of Oil and Gas Properties     1,875,000       —       (1,875,000 )     100 % Loss on Sale of Oil and Gas Properties     3,851,461       —       (3,851,461 )     100 %                                   General and Administrative (“G&A”)   $  1,804,330     $  1,280,723     $  523,607       41 % Share-Based Compensation     963,280       29,396       933,884       3,177 % Total G&A Expense   $ 2,767,610     $ 1,310,119     $ 1,457,491       111 %                                   Interest Expense   $  943,356     $  1,457,827     $  (514,471 )      (35 %) Other Expense (Income), Net     69,983       865,685       (795,702 )     (92 %) Lease Operating Expenses There was a decrease in lease operating expense of approximately $0.1 million when comparing the current quarter to the prior year quarter. The decrease is primarily due to a decrease in workover expense. Depreciation, Depletion, Amortization and Accretion (DD&A) DD&A decreased for the current quarterJune 30, 2023, as compared to the prior year’s quarter by approximately $0.8 million primarily related to the decrease in total depreciable assets caused by the Release with Rogers. Impairment of Oil and Gas Properties Impairment expense increased$171,651 for the three months ended December 31, 2017,June 30, 2022, reflecting a decrease of $88,003. Expenses The Company’s operating expenses increased to $2,160,367 for the three-month period ended June 30, 2023, from $1,140,859 in the corresponding prior period. Lease operating costs decreased by $9,350 to $32,015 for the three-month period ended June 30, 2023 as compared to prior year’s$41,365 for the three-month period by $1.9 million. The current year impairmentended June 30, 2022, due to lower realized production levels. DD&A expense was driven primarily by lease expirations while there was no prior year impairment. Loss on Sale of Oil and Gas Properties Loss on sale of oil and gas properties increasedrelatively unchanged at $2,722 for the three months ended December 31, 2017June 30, 2023 as compared to prior year’s period by $3.9 million. The current year increase was driven primarily by a $4.2 million loss on the Release with Rogers offset by a $0.3 million gain on the sale of the Jackrabbit acreage while there was no prior year loss on sale of oil and gas properties. See also “Part I. Financial Information” – “Item 1. Financial Statements”, above. General and Administrative (G&A) Expenses and Share-Based Compensation G&A expenses increased by approximately $1.5 million$2,870 for the three months ended December 31, 2017, asJune 30, 2022. General and administrative expenses reflected an increase of $1,029,006 to $2,125,630, when compared to the prior year’s period. The Company incurred additional G&A expenses$1,096,624 in the current period, compared to thecorresponding prior period, primarily relateddue to consulting and cash payments in connectionnon-recurring costs associated with the defense of Petroflow Energy Corporation v. Sezar Energy, L.P. and Brittany Energy, LLC. There was an increase in share-based compensation primarily due to share based payments for consulting services and share based payments in connection with the defense of Petroflow Energy Corporation v. Sezar Energy, L.P. and Brittany Energy, LLC.pending merger. 37 Table of Contents Income (loss) from Operations   Interest Expense Interest expenseThe Company generated a loss from operations for the three months ended December 31, 2017, decreased by approximately $0.5 millionJune 30, 2023 of $(2,076,719), when compared to the three-month period ended December 31, 2016, primarily due to a reduction in amortizationloss from operations of various loan discounts. Other Expense (Income), Net Other Expense (Income), net$(969,208) for the three months ended December 31, 2017,June 30, 2022. Other Income (Expense) The Company had other income of $3,997,500 for the three months ended June 30, 2023, as compared to other income of $5,564,213 for the three months ended June 30, 2022, primarily a result of the Company’s stock price and its impact on our derivatives. Net Income (Loss) The Company had net income of $1,920,781 during the three-month period ended June 30, 2023, compared with a net income of $4,595,005 for the three-month period ended June 30, 2022, primarily as a result of the items discussed above. Six months ended June 30, 2023 compared to the six months ended June 30, 2022 Revenue The Company had gross revenues of $177,119 for the six months ended June 30, 2023, as compared to $308,058 for the six months ended June 30, 2022, reflecting a decrease of $130,939. Expenses The Company’s operating expenses increased to $3,625,488 for the six-month period ended June 30, 2023, from $2,294,835 in the corresponding prior period. Lease operating costs decreased by approximately $0.8 million$15,630 to $75,100 for the six-month period ended June 30, 2023 as compared to $90,730 for the six-month period ended June 30, 2022, due to lower realized production levels. DD&A expense was relatively unchanged at $5,544 for the six months ended June 30, 2023 as compared to $5,737 for the six months ended June 30, 2022. General and administrative expenses and stock-based compensation combined reflected an increase of $1,346,476 to $3,544,844, when compared to $2,198,368 in the three-monthcorresponding prior period, ending December 31, 2016, primarily due to a $0.9 million of settlementnon-recurring costs related toassociated with the Acquisition in the prior year.pending merger.     Nine Months Ended December 31, 2017 vs. Nine Months Ended December 31, 2016Income (loss) from Operations   We reportedThe Company generated a net loss from operations for the ninesix months ended December 31, 2017,June 30, 2023 of $18.4 million, or $(0.42) per share$(3,448,369), when compared to a loss from operations of common stock. For$(1,986,777) for the same periodsix months ended June 30, 2022. Other Income (Expense) The Company had other income of $3,023,074 for the six months ended June 30, 2023, as compared to other (expense) of $(61,573,665) for the six months ended June 30, 2022, primarily a year ago, we reportedresult of the Company’s stock price and its impact on our derivatives. Net Income (Loss) The Company had a net loss of $56.6 million or $(5.64) per share of common stock. As discussed in more detail below, our$(425,295) during the six-month period ended June 30, 2023, compared with a net loss decreased by $38.2 million,of $(63,560,442) for the six-month period ended June 30, 2022, primarily dueas a result of the items discussed above. 38 Table of Contents CRITICAL ACCOUNTING POLICIES AND ESTIMATES We prepare our consolidated financial statements in conformity with GAAP, which requires management to an impairmentmake certain estimates and assumptions and apply judgments. We base our estimates and judgments on historical experience, current trends and other factors that management believes to be important at the time the consolidated financial statements are prepared and actual results could differ from our estimates and such differences could be material. Due to the need to make estimates about the effect of $49.0 millionmatters that are inherently uncertain, materially different amounts could be reported under different conditions or using different assumptions. On a regular basis, we review our critical accounting policies and how they are applied in the prior period.preparation of our consolidated financial statements, as well as the sufficiency of the disclosures pertaining to our accounting policies in the footnotes accompanying our financial statements. Described below are the most significant policies we apply in preparing our consolidated financial statements, some of which are subject to alternative treatments under GAAP. We also describe the most significant estimates and assumptions we make in applying these policies. See “Note 4 - Summary of Significant Accounting Policies” to our consolidated financial statements. Oil and Gas Property Accounting   The following table sets forthCompany uses the operating resultsfull cost method of accounting for its investment in oil and production data for the periods indicated:     Nine Months Ended December 31,     Increase     % Increase       2017     2016     (Decrease)     (Decrease)   Sale Volumes:                                 Crude Oil (Bbls)     18,888       24,903       (6,015 )     (24 %) Natural Gas (Mcf)     618,097       297,458       320,639       108 % NGL (Gallons)     4,910,934       2,309,584       2,601,354       113 % Total (Boe) (1)              238,831       129,469       109,362       84 %                                   Crude Oil (Bbls per day)                       69       91       (22 )     (24 %) Natural Gas (Mcf per day)                  2,256       1,082       1,174       108 % NGL (Gallons per day)                17,923       8,398       9,525       113 % Total (Boe per day) (1)                     872       471       401       84 %                                   Average Sale Price:                                 Crude Oil ($/Bbl)   $              47.54     $ 45.74     $ 1.80       6 % Natural Gas ($/Mcf)                    2.67       2.71       (0.04 )     (1 %) NGL ($/Bbl)                    0.61       0.44       0.17       39 %                                   Net Operating Revenues:                                 Crude Oil   $ 897,952     $ 1,139,152     $ (241,200 )     (21 %) Natural Gas     1,648,387       805,617       842,770       105 % NGL     2,994,303       1,013,809       1,980,494       195 % Total Revenues   $ 5,540,642     $ 2,958,578     $ 2,582,064       87 % (1) Assumes 6 Mcf of natural gas equivalentsproperties. Under this method of accounting, all costs of acquisition, exploration and 42 gallons of NGL to 1 barreldevelopment of oil respectively. Operating and Other Expensesnatural gas properties (including such costs as leasehold acquisition costs, geological expenditures, dry hole costs, tangible and intangible development costs and direct internal costs) are capitalized as the cost of oil and natural gas properties when incurred.   The following table summarizes our productionfull cost method requires the Company to calculate quarterly, by cost center, a “ceiling,” or limitation on the amount of properties that can be capitalized on the balance sheet. To the extent capitalized costs of oil and operating expenses fornatural gas properties, less accumulated depletion and related deferred taxes, exceed the periods indicated:     Nine Months Ended December 31,     Increase     % Increase       2017     2016     (Decrease)     (Decrease)   Direct lease operating expense   $ 3,247,860     $ 1,505,160     $ 1,742,700       116 % Workovers expense     238,697       450,808       (212,111 )      (47 %) Other     156,176       119,031       37,145       31 % Lease Operating Expenses   $ 3,642,733     $ 2,074,999     $ 1,567,734       76 %                                   Severance and Property Taxes   $  277,580     $  165,174     $  112,406       68 % Depreciation, Depletion, Amortization and Accretion     1,443,765       1,946,366       (502,601 )      (26 %) Impairment of Oil and Gas Properties     4,025,374       48,990,520       (44,965,146 )     (92 %) Loss on Sale of Oil and Gas Properties     3,850,266       —       (3,850,266 )     100 %                                   General and Administrative (“G&A”)   $  4,517,523     $  2,923,056     $  1,594,467       55 % Share-Based Compensation     963,280       86,484       876,796       1,014 % Total G&A Expense   $ 5,480,803     $ 3,009,540     $ 2,471,263       82 %                                   Interest Expense   $  5,106,697     $  2,384,176     $  2,722,521       114 % Other Expense (Income), Net     105,327       961,465       (856,138 )     (89 %) Lease Operating Expensessum of the discounted future net revenues of proved oil and natural gas reserves, the lower of cost or estimated fair value of unproved not properties subject to amortization, the cost of properties not being amortized, and the related tax amounts, such excess capitalized costs are charged to expense.   There was an increase in lease operating expense of approximately $1.6 million when comparing the nine months ended December 31, 2017, compared to the prior year’s period. The increase is primarily due to the Acquisition and the increased expenses associated therewith.Proved Reserves   Depreciation, Depletion, AmortizationEstimates of our proved reserves included in this report are prepared in accordance with U.S. SEC guidelines for reporting corporate reserves and Accretion (DD&A)future net revenue. The accuracy of a reserve estimate is a function of:   i. the quality and quantity of available data; DD&A decreased for the nine months ended December 31, 2017, as compared to the prior year’s period by approximately $0.5 million primarily related to the decrease in total depreciable assets caused by the Release with Rogers. ii. the interpretation of that data; iii. the accuracy of various mandated economic assumptions; and iv. the judgment of the persons preparing the estimate.   ImpairmentOur proved reserve information included in this report was predominately based on estimates. Because these estimates depend on many assumptions, all of Oil and Gas Properties Impairment decreased forwhich may substantially differ from future actual results, reserve estimates will be different from the nine months ended December 31, 2017, as compared to prior year’s period by $45.0 million. The current year impairment was driven primarily by lease expirations while the prior year impairment was related to purchase price adjustments associated with our stock price increase from when the Acquisition agreement was initially entered into, to when the Acquisition closed. Loss on Sale of Oil and Gas Properties Loss on salequantities of oil and gas properties increased forthat are ultimately recovered. In addition, results of drilling, testing and production after the nine months ended December 31, 2017, as compareddate of an estimate may justify material revisions to prior year’s period by $3.9 million. The current year driven was driven primarily by a $4.2 million lossthe estimate. In accordance with SEC requirements, we based the estimated discounted future net cash flows from proved reserves on the Release with Rogers offset by a $0.3 million gainunweighted arithmetic average of the prior 12-month commodity prices as of the first day of each of the months constituting the period and costs on the saledate of the Jackrabbit acreage while there was no prior year impairment.estimate.   GeneralThe estimates of proved reserves materially impact depreciation, depletion, amortization and Administrative (G&A) Expensesaccretion (“DD&A”) expense. If the estimates of proved reserves decline, the rate at which we record DD&A expense will increase, reducing future net income. Such a decline may result from lower market prices, which may make it uneconomic to drill for and Share-Based Compensationproduce from higher-cost fields. 39 Table of Contents Asset Retirement Obligation   G&A expenses increasedAsset retirement obligations (“ARO”) primarily represent the estimated present value of the amount we will incur to plug, abandon and remediate our producing properties at the projected end of their productive lives, in accordance with applicable federal, state and local laws. We determined our ARO by approximately $1.6 million forcalculating the nine months ended December 31, 2017, as compared to the prior year’s period. The Company incurred additional G&A expenses in the current period, compared to the prior period, primarily related to consulting andpresent value of estimated cash payments in connection with the defense of Petroflow Energy Corporation v. Sezar Energy, L.P. and Brittany Energy, LLC. There was an increase in share-based compensation primarily due to share based payments for consulting services and share based payments in connection with the defense of Petroflow Energy Corporation v. Sezar Energy, L.P. and Brittany Energy, LLC. Interest Expense Interest expense for the nine months ended December 31, 2017, increased by approximately $2.7 million when compared to the nine-month period ended December 31, 2016, primarily due to $2.2 million of interest expense recorded for the Rogers loan due to a default notice and to interest payments on the IBC Loan (which was incurred during the current period). Other Expense (Income), Net Other expense, net, for the nine months ended December 31, 2017, decreased by approximately $0.9 million when compared to the nine months ended December 31, 2016, primarily due to a $ 0.9 million of settlement costsflows related to the Acquisitionobligation. The retirement obligation is recorded as a liability at its estimated present value as of the obligation’s inception, with an offsetting increase to proved properties. Periodic accretion of discount of the estimated liability is recorded as accretion expense in the prior year.accompanying consolidated statements of operations.   LIQUIDITY AND CAPITAL RESOURCESARO liability is determined using significant assumptions, including current estimates of plugging and abandonment costs, annual inflation of these costs, the productive lives of wells and a risk-adjusted interest rate. Changes in any of these assumptions can result in significant revisions to the estimated ARO. Derivative liabilities    The accompanying consolidated financial statements haveSeries C Preferred Stock certificate of designation, or COD, contains provisions that could result in modification of the Series C Preferred Stock conversion price that is based on a variable that is not an input to the fair value of a “fixed-for-fixed” option as defined under FASB ASC Topic No. 815 - 40. The Series C Preferred Stock are convertible into shares of common stock at a fixed $162.50 conversion rate. Upon conversion, the holder is entitled to dividends as if the shares had been preparedheld to maturity, which is referred to as the Conversion Premium. The Conversion Premium may be paid in accordance with accounting principles generally acceptedshares or cash, at the option of the Company. If the Conversion Premium is paid in cash, the amount is fixed and not subject to adjustment. If the Conversion Premium is paid in shares, the conversion ratio is based on a VWAP calculation based on the lowest stock price over the Measurement Period. The Measurement Period is 30 trading days (or 60 trading days if there is a Triggering Event) prior to the conversion date and 30 trading days (or 60 trading days if there is a Triggering Event) after the conversion date. The VWAP calculation is subject to adjustment if there is a Triggering Event and the Measurement Period is subject to adjustment in the United Statesevent that the Company is in default of Americaone or more Equity Conditions provided in the COD. For example, the Measurement period may be extended one day for every day the Company is not in compliance with one or more of the Equity Conditions. Trigger events are described in the designation of the Series C Preferred Stock, but include items which would typically be events of default under a debt security, including filing of reports late with the SEC. At the conversion date, the number of shares due for the Conversion Premium is estimated based on a going concern basis, which contemplates the realization of assetsprevious 30-day VWAP. If the Company does not elect to pay the Conversion Premium in cash, the Company will issue all shares due for the conversion and the satisfactionestimated shares due for the conversion premium. If the VWAP calculation for the portion of liabilities in the normal courseMeasurement Period following the date of business. Accordingly,conversion is lower than the financial statements do not include any adjustmentsVWAP for the portion of the Measurement Period prior to the date of conversion, the holder will be issued additional common shares, referred to as True-Up shares. If the VWAP calculation is higher, no True-Up shares are issued. The Company has determined that the Series C Preferred Stock contains an embedded derivative liability relating to the recoverability of assetsConversion Premium and, classification of liabilitiesupon conversion, a derivative liability for the potential obligation to issue True-Up Shares relating to Series C shares that might be necessary shouldhave been converted and the Company be unable to continue as a going concern.Measurement Period has not expired, if applicable.   Our primary sourcesThe fair value of the derivative liability relating to the Conversion Premium for any outstanding Series C Shares is equal to the cash forrequired to settle the nine months ended December 31, 2017 were from funds generated fromConversion Premium. The fair value of the salepotential True-Up share obligation has been estimated using a binomial pricing mode and the lesser of preferredthe conversion price or the low closing price of the Company’s stock subsequent to the saleconversion date. and the historical volatility of natural gas and crude oil production and funds borrowed under funding agreements. These cash flows were primarily used to fund our capital expenditures and operations and to repay indebtedness. See below for an additional discussion and analysis of cash flow.the Company’s common stock. (See Note 10)   Working Capital At December 31, 2017, the Company’s total current liabilities of $40.8 million exceeded its total current assets of $3.2 million, resulting in a working capital deficit of $37.6 million, while at March 31, 2017, the Company’s total current liabilities of $48.2 million exceeded its total current assets of $3.9 million, resulting in a working capital deficit of $44.3 million. The $6.7 million decrease in the working capital deficit is primarily due to the settlement of $9.4 million outstanding under the Rogers note and related accrued interest. A summary of our financing transactions, recent funding agreement with Vantage, the Rogers Loan and recent foreclosure of amounts due thereunder and other recent funding transactions can be found under “Part I. Financial Information” – “Item 1. Financial Statements” – “Note 2 – Liquidity and Going Concern Considerations”, “Vantage Agreement and Note”, “Stock and Securities Purchase Agreements with Institutional Investor”, “Asset Purchase Agreement”, “Rogers Loan and Promissory Note”, “Loan Agreement with International Bank of Commerce (“IBC”)”, “Dreeben Loan”, “Loan from Non-Related Individual” and “Sale of Jackrabbit Acreage”, and “Part I. Financial Information” – “Item 1. Financial Statements” – “Note 6 – Note Payables and Debenture”, above. Cash Flows     Nine Months Ended December 31,       2017     2016   Cash flows used in operating activities   $ (3,618,967 )   $ (6,278,126 ) Cash flows provided by (used in) investing activities     757,473       (6,606,680 ) Cash flows provided by financing activities     3,103,502       14,667,378   Net increase in cash   $ 242,008     $ 1,782,572   Net cash used in operating activities was $3.6 million for the nine months ended December 31, 2017, as compared to $6.3 million for the same period a year ago. The decrease in net cash used in operating activities of $2.7 million was primarily related to an increase in operating revenue of $2.6 million. Net cash provided by investing activities was $0.8 million for the nine months ended December 31, 2017, as compared to net cash used in investing activities of $6.6 million for the same period a year ago. The decrease of $7.4 million in cash used in investing activities was primarily due to our acquisition of a working interest in certain oil and gas properties during the prior year period as well as the sale of the Jackrabbit properties in the current period. We had net cash provided by financing activities of $3.1 million for the nine months ended December 31, 2017, as compared to having net cash provided by financing activities of $14.7 million for the same period a year ago, which decrease was primarily due the loan we received related to the acquisition of our working interest in certain oil and gas properties in the period a year ago offset by $4.0 million raised in the current period from the sale of Series C Preferred Stock. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. Market risk is the risk of loss arising from adverse changes in market rates and prices. We are exposed to risks related to increases in the prices of fuel and raw materials consumed in exploration, development and production. We currently do not engage in commodity price hedging activities. Commodity Price Risk Our revenues are derived from the sale of our crude oil, natural gas and natural gas liquids production. Based on projected sales volumes for the remainder of our fiscal year, changes in the prices we receive for our crude oil, natural gas and natural gas liquids production could have a significant impact on our revenues. We may seek to reduce our exposure to commodity price volatility by hedging a portion of production through commodity derivative instruments. In the settlement of a typical hedge transaction, we will have the right to receive from the counterparties to the hedge the excess of the fixed price specified in the hedge over a floating price based on a market index multiplied by the quantity hedged. If the floating price exceeds the fixed price, we are required to pay the counterparties this difference multiplied by the quantity hedged. We would be required to pay this difference regardless of whether we have sufficient production to cover the quantities specified in the hedge. Significant reductions in production at times when the floating price exceeds the fixed price could require us to make payments under the hedge agreements even though such payments are not offset by sales of production. Hedging may also prevent us from receiving the full advantage of increases in oil or gas prices above the fixed amount specified in the hedge. Interest Rate RiskRISK   As a smaller reporting company as defined by Rule 12b-2 of December 31, 2017,the Securities Exchange Act of 1934, the Company had $37.4 million of debt outstanding with IBC subjectis not required to a floating interest rate of 2% per annum aboveprovide the New York Prime Rate. As the New York Prime Rate fluctuates from time to time, the loan agreement stipulates that in no event shall the rate of interest to be paid on the unpaid principal of the debt be less than 5.5% per annum. Since inception of the loan in August 2016, the 5.5% interest rate has not fluctuated.information under this item.   40 We may seek to reduce our exposure to interest volatility through financial instruments such as interest rate swap agreements to manage the interest rate on our variable rate debt. Under these arrangements, we would agree to exchange, at specified intervals, the difference between fixed and floating interest amounts, calculated by reference to an agreed upon notional principal amount. Table of Contents   ITEM 4. CONTROLS AND PROCEDURES.PROCEDURES   Disclosure Controls and Procedures.   DisclosureThe Company does not currently maintain controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act)that are designed to ensure that information required to be disclosed by the Company in the reports filedit files or submittedsubmits under the Exchange Act isare recorded, processed, summarized, and reported within the time periods specified in Securities and Exchange Commissionby the Commission’s rules and formsforms. Disclosure controls and procedures would include, without limitation, controls and procedures designed to provide reasonable assurance that such information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, (our principal executive officer and principal financial officer),as appropriate, to allow timely decisions regarding required disclosures. The Company’sdisclosure. Under the supervision and with the participation of management, including the Company’s Chief Executive Officer, and Chief Financial Officer (our principal executive officer and principal financial officer), evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered byJune 30, 2023, have been evaluated, and, based upon this report. Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer (our principal executive officer and principal financial officer)has concluded that the Company’s disclosurethese controls and procedures wereare not effective asin providing reasonable assurance of December 31, 2017.compliance.   Material Weaknesses and Changes in Internal Control over Financial Reporting Management has identified the following material weaknesses in the Company’s system of internal control over financial reporting: 1. The Company does not have sufficient staff to maintain a proper segregation of duties; 2. The Company lacks sufficient internal resources to analyze and interpret accounting for certain complex features of the Series C Preferred shares and other complex accounting issues; and 3. The Company does not have enough competent accounting staff and senior management that can provide proper oversight and detection of errors. Management of the Company is addressing these material weaknesses by hiring additional staff and seeking the assistance of subject matter experts for accounting advice on complex matters. Management will continue to monitor and evaluate the effectiveness of the Company’s internal controls and procedures and the Company’s internal controls over financial reporting on an ongoing basis and are committed to taking further action and implementing additional enhancements or improvements, as necessary and as funds allow. There were no changes in Internal Control Over Financial Reporting Mr. Paul Pinkston, tendered his resignation as the Company’s Chief Accounting Officer and principal financial officer and principal accounting officer on May 23, 2017, to be effective as of June 8, 2017. Robert Schleizer, was appointed as the Interim Chief Financial Officer and principal accounting officer of the Company on June 2, 2017. On October 13, 2017, the Company’s Board of Directors removed the interim designation for Robert Schleizer as the Company’s Chief Financial Officer. Other than the above, there have not been any changes in our internal control over financial reporting during the quarter ended December 31, 2017 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.June 30, 2023.   41 Table of Contents   PART II – II—OTHER INFORMATION   ITEM 1. LEGAL PROCEEDINGS.PROCEEDINGS   Camber is periodically named in legal actions arising from normal business activities. Camber evaluatesFrom time to time, the merits of these actions and, if it determines that an unfavorable outcome is probable and canCompany may be reasonably estimated, Camber will establish the necessary reserves. We are not currently involved in legal proceedingslitigation relating to claims arising out of commercial operations in the normal course of business. As of June 30, 2023, there were no pending or threatened lawsuits that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition orthe results of operations. We may become involved in material legal proceedings in the future.   The cure period onCompany was the Rogers Loan expired on September 11, 2017,target of a “short” report issued by Kerrisdale Capital in early October, 2021, and as a result of such date, all principal, interestshort report, on October 29, 2021, a Class Action Complaint (i.e. C.A.No.4:21-cv-03574) was filed against the Company, its CEO and unpaid costs thereunder were immediately dueCFO by Ronald E. Coggins, Individually and payable (which totaled approximately $9.4 millionon Behalf of All Others Similarly Situated v. Camber Energy, Inc., et al.; in the U.S. District Court for the Southern District of Texas, Houston Division, pursuant to which the Plaintiffs are seeking to recover damages alleged to have been suffered by them as of the date of acceleration which amount included $2.1 million of default interest). Prior to the default, CATI had not recorded interest due on the note based on its earlier agreements. As a result of the default, demand and acceleration, CATI recordeddefendants’ violations of federal securities laws.  The defendants deny the default interest demand of $2.1 millionallegations contained in the three-month period ended December 31, 2017. In September 2017, Rogers foreclosed onClass Action Complaint and have engaged Baker Botts L.L.P. to defend the assets of CATI which secured the note. On October 3, 2017, the trustee of those assets, for the benefit of the lender, sold these assets in public auction foreclosure sales which took place in Gonzales County and Karnes County, Texas. The proceeds from the foreclosure sales of approximately $3.5 million were applied against the outstanding indebtedness. The remaining unpaid indebtedness owed by CATI is approximately $5.4 million.action.   On December 15, 2017, CATI entered into a Release of Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement and Fixture Filing (the “Release”) with Rogers. Pursuant to the Release,or about June 30, 2022, the Company completedwas made aware of a transaction in which CATI provided Rogers, pursuant to an Assignment of Overriding Royalty Interest (the “Royalty Assignment”), with an overriding royalty (equal to 0.01 of 8/8ths of all oil and gas) on CATI’s remaining leasehold and Rogers released CATI from all remaining indebtedness owed. The Release, which wasShareholder Derivative Complaint filed in various counties in Texas on January 22, 2018 and January 23, 2018, discharged approximately $5.8 million in principal and interest outstanding and owed to Rogers, according to Rogers. The effective date of the Release was December 15, 2017. Additionally, the remaining leasehold and ownership of CATI was assigned to Arkose Lease Partners, L.L.C., a third party (“Arkose”), pursuant to an Assignment of Membership Interest (the “Assignment”), dated November 1, 2017, in exchange for Arkose’s assumption of all plugging and abandonment liabilities of CATI. On September 28, 2017, Aaron Rubenstein, a purported shareholder of our common stock, filed a lawsuit against us (as nominal defendant) and Richard N. Azar II, our Chief Executive Officer and director, RAD2 Management, LLC, RAD2 Minerals, Ltd. and Segundo Resources, LLC, each an entity owned and controlled by Mr. Azar, in the United StatesU.S. District Court Westernfor the Southern District of Texas, Houston Division (Case No. 5:17-cv-962-FB)4:22-cv-2167) against the Company, its current directors, and certain of its former directors (the “Houston Derivative Complaint” and, together with the Nevada Derivative Complaint, the “Derivative Complaints”). The suit seeksallegations contained in the recovery (for the benefitHouston Derivative Complaint involve state-law claims for breach of fiduciary duty and unjust enrichment and a federal securities claim under Section 14(a) of the Company)Securities Exchange Act of alleged short-swing profits from Mr. Azar1934.  On January 20, 2023, the U.S. District Court held that certain claims brought by the plaintiff relating to director actions and his related entities under Section 16(b)statements made in proxy statements prior to June 30, 2019, were time barred, but did not dismiss certain claims brought by plaintiff relating to director actions and statements made in proxy statements after June 30, 2019.  Pursuant to Article 6 of the Exchange Act relating to various transactions involving Series B Preferred Stock of the Company in November 2016Amended and January 2017. Mr. Azar denies the existence of any short-swing profits and filed a denial with the court. The Company also filed a denial with the court. ITEM 1A. RISK FACTORS. There have been no material changes from the risk factors previously disclosed in (a)Restated Bylaws, on February 15, 2023, the Company’s Annual Report on Form 10-K forBoard formed a Special Litigation Committee to investigate, analyze, and evaluate the year ended March 31, 2017, filed with the Commission on July 14, 2017 (the “Form 10-K”); and (b) the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2017, filed with the Commission on November 6, 2017 (the “Form 10-Q”), except as provided and discussed below, and investors should review the risks provided below andremaining allegations in the Form 10-KHouston Derivative Complaint.  The Special Litigation Committee’s investigation and Form 10-Q prior to making an investment in the Company. We are not currently in compliance with NYSE American continued listing standards and if we are unable to maintain compliance with NYSE American continued listing standards, our common stock may be delisted from the NYSE American equities market, which would likely cause the liquidity and market price of our common stock to decline. Our common stock is currently listed on the NYSE American. The NYSE American will consider suspending dealings in, or delisting, securities of an issuer that does not meet its continued listing standards. If we cannot meet the NYSE American continued listing requirements, the NYSE American may delist our common stock, which could have an adverse impact on us and the liquidity and market price of our stock. We may be unable to comply with NYSE American continued listing standards. Our business has been and may continue to be affected by worldwide macroeconomic factors, which include uncertainties in the credit and capital markets. External factors that affect our stock price, such as liquidity requirements of our investors, as well as our performance, could impact our market capitalization, revenue and operating results, which, in turn, could affect our ability to comply with the NYSE American’s listing standards. The NYSE American has the ability to suspend trading in our common stock or remove our common stock from listing on the NYSE American if in the opinion of the exchange: (a) the financial condition and/or operating results of the Company appear to be unsatisfactory; or (b) it appears that the extent of public distribution or the aggregate market value of our common stock has become so reduced as to make further dealings on the exchange inadvisable; or (c) we have sold or otherwise disposed of our principal operating assets, or have ceased to be an operating company; or (d) we have failed to comply with our listing agreements with the exchange (which include that we receive additional listing approval from the exchange prior to us issuing any shares of common stock, something we have inadvertently failed to comply with in the past); or (e) any other event shall occur or any condition shall exist which makes further dealings on the exchange unwarranted. On July 21, 2016, we were notified by the NYSE American (the “Exchange”) that we were not in compliance with certain of the Exchange’s continued listing standards as set forth in Part 10 of the NYSE American Company Guide (the “Company Guide”). Specifically, we were not in compliance with Sections 1003(a)(ii) and (iii) of the Company Guide in that we reported stockholders’ equity of $2.4 million as of March 31, 2016 and net losses in our five most recent fiscal years then ended, meaning that we did not have stockholders’ equity over (a) $4 million (required if an Exchange-listed company has had losses from continuing operations and/or net losses in three of its last four fiscal years, as we did) or (b) over $6 million (required if an Exchange listed company has had losses from continuing operations and/or net losses in its five most recent fiscal years, as we did). In order to maintain our listing on the Exchange, the Exchange requested that we submit a plan of compliance (the “Plan”) by August 21, 2016, addressing how we intended to regain compliance with Sections 1003(a)(ii) and (iii) of the Company Guide by January 21, 2018, which plan was accepted by the Exchange. As such, at or before January 21, 2018, we must either be in compliance or must have made progress that is consistent with the accepted Plan during that period. Failure to meet the requirements to regain compliance could result in the initiation of delisting proceedings. On August 3, 2017, we received notice from the NYSE American that the Company is not in compliance with Sections 1003(a)(i) through (iii) of the NYSE American Company Guide in that we reported a stockholders’ deficit of $10.6 million as of March 31, 2017 and net losses in our five most recent fiscal years then ended, meaning that we (i) had stockholders’ equity of less than $2,000,000 and sustained losses from continuing operations and/or net losses in two of our three most recent fiscal years; (ii) had stockholders’ equity of less than $4,000,000 and sustained losses from continuing operations and/or net losses in three of our four most recent fiscal years; and (iii) had stockholders’ equity of less than $6,000,000 and sustained losses from continuing operations and/or net losses in our five most recent fiscal years. In order to maintain our listing on the Exchange, the Exchange had requested that the Company submit a plan of compliance by September 5, 2017 addressing how the Company intends to regain compliance with Sections 1003(a)(i), (ii) and (iii) of the Company Guide by August 3, 2018. The Exchange extended the date to submit a plan to September 20, 2017 and the plan was submitted timely by the extended deadline. On October 5, 2017, we received an additional notification from the Exchange that our securities have been selling for a low price per share for a substantial period ofevaluation remains ongoing. At this time, and most recently the average price of the Company’s common stock had been below $0.20 on a 30-day average price as of October 5, 2017. Pursuant to Section 1003(f)(v) of the NYSE American Company Guide, the NYSE American staff determined that the Company’s continued listing is predicated on it effecting a reverse stock split of its common stock or otherwise demonstrating sustained price improvement within a reasonable period of time, which the staff determined to be until April 5, 2018. The Company intends to regain compliance with the Listing Standards by undertaking measures that are for the best interests of the Company and its shareholders. On November 3, 2017, the Company was notified that the Exchange accepted the Company’s plan to regain compliance with the Exchange’s continued listing standards set forth in Sections 1003(a)(i), (ii) and (iii) of the Company Guide by August 3, 2018, subject to periodic review by the Exchange for compliance with the initiatives set forth in the plan. If the Company is not in compliance with the continued listing standards by August 3, 2018, or if the Company does not make progress consistent with the plan during the plan period, the NYSE Regulation staff may initiate delisting proceedings as appropriate. Additionally, on November 7, 2017, the Company was notified by the Exchange that it was back in compliance with the separate continued listing deficiency relating to non-compliance with Sections 134 and 1101 of the Company Guide, which previously announced deficiency was due to the fact that the Company did not timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, which report was filed on November 6, 2017. If we are unable to retain compliance with the NYSE American criteria for continued listing, our common stock would be subject to delisting. A delisting of our common stock could negatively impact us by, among other things, reducing the liquidity and market price of our common stock and reducing the number of investors willing to hold or acquire our common stock, which could negatively impact our ability to raise equity financing. In addition, delisting from the NYSE American might negatively impact our reputation and, as a consequence, our business. Additionally, if we were delisted from the NYSE American and we are not able to list our common stock on another national exchange we will no longer be eligible to use Form S-3 registration statements (which we are currently unable to use until September 2018, due topredict the late filing described above) and will instead be required to file a Form S-1 registration statement for any primaryoutcome of the Special Litigation Committee investigation or secondary offerings of our common stock, which would delay our ability to raise fundsthese claims. The defendants deny the allegations contained in the future, may limitClass Action Complaint and Houston Complaint and have engaged Baker Botts L.L.P. to defend the type of offerings of common stock we could undertake, and would increase the expenses of any offering, as, among other things, registration statements on Form S-1 are subject to SEC review and comments whereas take downs pursuant to a previously filed Form S-3 are not.actions.   We are currentlyOn or about April 18, 2022, the Company was made aware of a Shareholder Derivative Complaint filed with the District Court in defaultClark County, Nevada (Case No.: A-22-848486-B) against the Company and its directors, and on or about May 4, 2022 the Company was made aware of our $37.4 million loan agreementa second Shareholder Derivative Complaint filed with IBC Bank, which is secured by substantially all of our assets.the District Court in Clark County, Nevada (Case No. A-22-852069-B) against the Company and its directors. On July 18, 2022, the shareholder plaintiff in Case No. A-22-848486-B voluntarily dismissed his lawsuit, and on December 12, 2022 the shareholder plaintiff in Case No. A-22-852069-B voluntarily dismissed his lawsuit. 42 Table of Contents ITEM 1A. RISK FACTORS   As of December 31, 2017, the Company was not in compliance with certain covenantsa smaller reporting company as defined by Rule 12b-2 of the loan agreement with IBC, including requiring the Company to maintain a net worthSecurities Exchange Act of $30 million, and the balance of the loan due to IBC of $37.4 million (less unamortized debt issuance costs of approximately $1.5 million), was recognized as a short-term liability on the Company’s balance sheet as of December 31, 2017. The Company has also recognized approximately $239,000 in accrued interest as of December 31, 2017. On September 8, 2017, the Company received a Notice of Default and Opportunity to Cure (the “Notice”) from IBC, stating that the Company was in default under its loan due to failing to make a required $425,000 loan payment on August 25, 2017 (the “Payment Default”). The Notice was also sent to the guarantors under the Loan Agreement. The Notice also cited the Company for several covenant defaults including exceeding a cap on monthly general and administrative expenses; falling below $30 million of net worth; failing to comply with certain post-closing covenants regarding the assignment of certain oil and gas interests, the execution of certain supplemental mortgages and the completion of certain curative title requirements; failing to pay costs and expenses required pursuant to the terms of the Loan Agreement; failing to meet the requirements of a cash flow test as described in greater detail in the Loan Agreement; and exceeding the loan to value determination provided for in the Loan Agreement. In order to cure the Payment Default described in the Notice, the Company was required to pay $425,000, as well as any attorney’s fees and/or late fees as determined by IBC, on or before September 18, 2017, which amount was not paid and to cure the covenant defaults, which covenant defaults were not cured. Pursuant to extension agreements entered into with IBC, in or around December 2017 and January 2018, (a) IBC agreed to waive the Company’s obligation to make the August 30, 2017, $425,000 monthly principal payment originally due under the IBC loan; (b) the Company confirmed the amount outstanding under the IBC loan ($37,443,308 as of each extension); (c) IBC agreed that interest only payments would be due on September 30, 2017, October 30, 2017, November 30, 2017 and December 31, 2017, with principal payments of $425,000 per month to begin thereafter, which principal payments were not made; (d) the parties agreed that the amounts owed to IBC were payable on demand, provided that if no demand was made, such amounts would be payable by way of monthly payments of $425,000 of principal, plus accrued interest, with the remaining amount owed to IBC due at maturity (August 25, 2019); (e) that the amount owed to IBC will accrue interest at the rate of 2% per annum above the prime rate, subject to a floor of 5.5% (currently 6.25% per annum); (f) if the Company fails to make any payment due to IBC within 10 days of its due date, IBC is due a late payment of 5% of the amount past due (subject to a minimum of $10 and a maximum of $1,500 per late payment); and (g) the Company and the guarantors of the IBC loan released IBC from any claims against IBC as of the date of each of such extensions. Notwithstanding the above extensions,1934, the Company is still in defaultnot required to provide the information under the IBC loan, the entire amount of the IBC loan may be accelerated and IBC may take action to enforce its remedies under the loan agreement. The IBC loan is secured by substantially all of the Company’s assets. * * * * * * *this item.   The Risk Factors described in our Annual Report on Form 10-K for the year ended March 31, 2017 relating to the Rogers Loan and security interests thereon are no longer applicable as a result of the foreclosure of our CATI assets and Release described above under “Part I. Financial Information” – “Item 1. Financial Statements” – “Note 2 – Liquidity and Going Concern Considerations”, “Rogers Loan and Promissory Note”. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.   As of December 31, 2017,During the 408,508 outstanding shares of Series B Preferred Stock had accrued an aggregate of $453,573 in quarterly dividends ($153,191 each for the quarterssix months ended June 30, 2017, September 30, 2017 and December 30, 2017). 2023, the Company issued unregistered equity securities as described below: The Company paid the accrued dividends on February 5, 2018, by wayissued a total of 8,445,622 common shares to preferred stockholders. Certain of such shares of common stock were due under one of the issuancestockholder’s prior conversions of an aggregate of 131,313 shares of ourSeries C Preferred Stock into common stock, to the preferred shareholdersand were issued pursuant to the terms of the designation (which provides that the Shares shall be based on a value of $3.50 per share. As the issuance of the common stock in satisfaction of the dividends did not involve a “sale” of securities underexemptions from registration provided by Section 2(a)(3)s 3(a)(9), 4(a)(1) and 4(a)(2) of the Securities Act we believe that no registration of such securities, or exemption from registration for such securities, is required under the Securities Act. Notwithstanding the above, to the extent such shares are deemed “sold or offered”, we claim an exemption from registration pursuant to Section 4(a)(2)1933, as amended, and/or Rule 506(b) of Regulation D of the Securities Act, since the transaction did not involve a public offering, the recipients were “accredited investors”, and acquired the securities for investment only and not with a view towards, or for resale in connection with, the public sale or distribution thereof. The securities are subject to transfer restrictions, and the certificates evidencing the securities contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom. The securities will not be registered under the Securities Act and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. The 131,313 shares were issued to Richard N. Azar II, our Chief Executive Officer and director (34,236 shares), RAD2 Minerals, Ltd., which is owned and controlled by Mr. Azar (64,287 shares), Segundo Resources, LLC, which is owned and controlled by Mr. Azar (18,645 shares), and Alan Dreeben (14,145 shares). The prior disclosures in the Company’s June 30, 2017 and September 30, 2017 Quarterly Reports on Form 10-Q relating to the accrual of the Series B Preferred Stock dividend shares were incorrect and overstated the number of shares of common stock to be issued in consideration for such accrued dividends pursuant to the terms of the designation of the Series B Preferred Stock. As of February 12, 2018, a total of 52,395,154 shares of common stock had been issued to the Investor in connection with the exercise of the First Warrant of the approximately 110,447,753 shares which are due (58,052,599 shares remain to be issued to the Investor, which shares are currently held in abeyance until such time as it would not result in the Investor exceeding its beneficial ownership limitation (4.99% of the Company’s outstanding common stock)) as of February 8, 2018 (subject to increases144 promulgated thereunder, as the value of our common stock decreases). In the nine months ended December 31, 2017, 31,545,154 shares of common stock were issued in exchange for preferred stock of the Company held by the preferred stockholder, there was no additional consideration for the exchanges, there was no remuneration for the solicitation of the exchanges, the exchanged securities had been held by the preferred stockholder for the requisite holding period, the preferred stockholder was not an affiliate of the Company, the Company was not a shell company, there was no general solicitation and subsequent to December 31, 2017, 15,580,000the transactions with the shareholders did not involve a public offering. The balance of such shares of common stock were issued. On December 22, 2016,issued in connection with the Investor converted 32 sharesstockholders’ conversions of Series C Preferred Stock (equal to a face value of $320,000), and was due 98,462 shares ofinto common stock, and an additional 2,441,559 shares of common stock in dividend premium shares (after adjustments as provided therein), on January 5, 2017, the Investor converted 21 shares of the Series C Preferred stock (equal to a face value of $210,000), and was due 64,146 shares of common stock and an additional 657,196 shares of common stock in dividend premium shares (which number of premium shares have since increased to 2,798,653 sharesissued pursuant to the terms of the Series C Preferred Stock); on January 23, 2017, the Investor converted 21 shares of the Series C Preferred stock (equal to a face value of $210,000), and was due 64,146 shares of common stock and an additional 780,694 shares of common stock in dividend premium shares (which number of premium shares have since increased to 3,289,132 shares pursuant to the terms of the Series C Preferred Stock); on February 22, 2017, the Investor converted 21 shares of the Series C Preferred stock (equal to a face value of $210,000), and was due 64,146 shares of common stock and an additional 1,138,159 shares of common stock in dividend premium shares (which number of premium shares have since increased to 5,086,757 shares pursuant to the terms of the Series C Preferred Stock); on March 2, 2017, the Investor converted 15 shares of the Series C Preferred stock (equal to a face value of $150,000), and was due 46,154 shares of common stock and an additional 812,971 shares of common stock in dividend premium shares (which number of premium shares have since increased to 3,723,258 shares pursuant to the terms of the Series C Preferred Stock); on March 28, 2017, the Investor converted 13 shares of the Series C Preferred stock (equal to a face value of $130,000), and was due 40,000 shares of common stock and an additional 1,247,235 shares of common stock in dividend premium shares (which number of premium shares have since increased to 6,517,495 shares pursuant to the terms of the Series C Preferred Stock); and on April 11, 2017, the Investor converted 10 shares of the Series C Preferred stock (equal to a face value of $100,000), and was due 30,770 shares of common stock and an additional 1,243,772 shares of common stock in dividend premium shares (which number of premium shares have since increased to 5,013,458 shares pursuant to the terms of the Series C Preferred Stock). As of February 12, 2018, the Investor was still due approximately 196.3 million shares of common stock upon the conversion of the remaining 394 shares of Series C Preferred stock sold in 2016, subject to further adjustments pursuant to the terms of the Series C Preferred Stock and an additional approximately 13.4 million shares held in abeyance upon the conversion of previously converted shares of Series C Preferred Stock, based on a conversion price of $0.0491 per share, which conversion price may actually be significantly less than such estimate and which shares due upon conversion of such Series C Preferred Stock and held in abeyance may be significantly greater, as of the date of this filing. The Investor is also due approximately 24.6 million shares of common stock upon the conversion of the Debenture, based on a conversion price of $0.0491 per share, which conversion price may actually be significantly less than such estimate and which shares due may be significantly greater, as of the date of this filing. The sales and issuances of the securities described above have been determined to be exemptexemptions from registration under the Securities Act in reliance on Sectionsprovided by Sections 3(a)(9), 4(a)(1) and 4(a)(2) of the Securities Act of 1933, as amended, and/or Rule 506 of Regulation D promulgated thereunder and Regulation S144 promulgated thereunder, as the shares of common stock were issued in exchange for preferred stock of the Company held by the preferred stockholder, there was no additional consideration for the exchanges, there was no remuneration for the solicitation of the exchanges, the exchanged securities had been held by the preferred stockholder for the requisite holding period, the preferred stockholder was not an affiliate of the Company, the Company was not a shell company, there was no general solicitation and the transactions by an issuerwith the shareholders did not involvinginvolve a public offering. The warrant holder/preferred stock holder has represented that it is an accredited investor, as that term is defined in Regulation D, it is not a U.S. Person, and that it is acquiring the securities for its own account.   On October 4, 2017, the Company entered into an agreement with a digital marketing advisor pursuant to which the advisor agreed to create original content with the goal of increasing public awareness about the Company and the Company agreed to pay the advisor (a) $20,000 per month beginning in October 2017 and ending on February 28, 2018, (b) $50,000 per month thereafter through October 4, 2018, the end of the term of the agreement, and (c) 3,750,000 shares of restricted common stock, with 2.5 million shares issued in November 2017 and the remainder due on May 1, 2018 (the “Advisory Shares”).ITEM 3. DEFAULTS UPON SENIOR SECURITIES   None.   ITEM 4. MINE SAFETY DISCLOSURES None. ITEM 5. OTHER INFORMATION On October 4, 2017,or about December 26, 2022, the Company entered into a consulting agreementMembership Interest Purchase Agreement (“MIPA”) with the sellers named therein (collectively, the “Sellers”) regarding the proposed purchase of one hundred percent of the membership interests of the entities listed in Schedule 1 of the MIPA, which in turn owned interests in certain oil assets. The Sellers’ obligation to sell the membership interests was conditioned on a third party consultant which consultant agreednumber of items set out in the MIPA including, without limitation, receiving certain acknowledgements and/or agreements from the Company’s existing senior secured lender and the Company’s preferred stockholder, and the Company’s obligation to provide investor relations and public relations services topurchase the Company. As consideration pursuant tomembership interests was conditioned on a number of items set out in the agreement,MIPA including, without limitation, the Company issued the consultant 1,000,000 shares of restricted common stock (the “Consulting Shares”), with piggy-back registration rights in November 2017. In October 2017, the Company agreed to reimburse entities owned in part by Alan Dreeben, a former directorcompleting its due diligence investigation of the Company, for legal fees expended by suchapplicable entities and their respective assets, and, in connectionits sole discretion, being satisfied with the defenseresults ofPetroflow Energy Corporation v. Sezar Energy, L.P. and Brittany Energy, LLC, Case No. 16-CV-700-TCK;TLW, In the United States District Court – N.D. OK. The Company was the beneficiary through the release of interest in disputed lease interests from Petroflow to the Company, that provides the Company with complete control over those properties to renew expired leases and to have 100% of the drilling rights related to those properties. Sezar Energy and Brittany Energy have assigned any interests they may have had in conjunction with litigation in exchange for the Company making the agreed settlement payments of $475,000 plus reimbursement of the legal costs paid on behalf of the defendants by Mr. Dreeben. Total legal fees expended by such entities totaled $392,043, and the Company reimbursed such fees by issuing Mr. Dreeben 1,960,218 shares of common stock with an agreed value of $0.20 per share in November 2017. In connection with the departure of Mr. Anthony C. Schnur as Chief Executive Officer and director of the Company effective June 2, 2017,due diligence investigation.  On or about May 10, 2023, the Company entered into a SeveranceMutual Termination Agreement and Release with Mr. Schnur (the “Release”), whereby (i) his employment agreement withSellers pursuant to which the CompanyMIPA was terminated, (ii) he entered into a mutual release with the Company; (iii) the Company agreed to issue him 120,000 shares of unregistered common stock (to be issued in installments of 10,000 per month)(the “Settlement Shares”) and a monthly cash payment of $14,000 for twelve months; and (iv) he was granted reimbursement of the payment of his COBRA premiums through (a) the one year anniversary of the termination or (b) until he is eligible to participate in the health insurance plan of another employer, whichever is sooner, and provided that the amount of such health benefits shall reduce his monthly cash payment. On January 11, 2018, and effective as of such date. During the original datethree months ended June 30, 2023, no director or officer of the Release, the Company and Mr. Schnur entered intoadopted or terminated a First Amendment to Severance Agreement and Release (the “Release Amendment“Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,”), whereby the terms as each term is defined in Item 408(a) of the Release were changed to provide for among other things, the payment of $49,000 on or before January 12, 2018; $15,000 on or before the 15th of each month from February 2018 to July 2018; and $19,000 on or before August 15, 2018, and further provided for the issuance of the entire amount of the Settlement Shares within five days of the later of the date the Company’s stockholders approved the issuance of the Settlement Shares and the date the NYSE American approved the issuance of such shares. The Settlement Shares were issued on January 30, 2018.Regulation S-K.   43 Table of Contents On December 7, 2017, we mistakenly issued the 1,600,000 shares of common stock due upon exercise of the Vantage Warrants (see “Part I. Financial Information” – “Item 1. Financial Statements” – “Note 2 – Liquidity and Going Concern Considerations” – “Vantage Agreement”, above, for more information), notwithstanding the fact that Vantage had not exercised such warrants. We are currently in the process of cancelling such erroneously issued shares and the number of outstanding shares of common stock as set forth on the cover page hereof does not include such 1,600,000 shares in the total currently outstanding. ITEM 6. EXHIBITS   2.1 Agreement and Plan of Merger by and Between Viking Energy Group, Inc. and Camber Energy, Inc. dated as of February 15, 2021 (Filed as Exhibit 2.1 to Camber’s Report on Form 8-K, filed with the Commission on February 18, 2021 and incorporated herein by reference) (File No. 001-32508) 2.2 First Amendment to Agreement and Plan of Merger by and Between Viking Energy Group, Inc., and Camber Energy, Inc. dated as of April 18, 2023 (Filed as Exhibit 2.1 to Camber’s Report on Form 8-K, filed with the Commission on April 19, 2023 and incorporated herein by reference) (File No. 001-32508) 3.1 Certificate of Amendment to Articles of Incorporation of Camber Energy, Inc. (Filed as Exhibit 3.1 to Camber’s Report on Form 8-K, filed with the Commission on April 27, 2023 and incorporated herein by reference) (File No. 001-32508) 3.2 Certificate of Designation of Series A Convertible Preferred Stock, dated August 1, 2023 (Filed as Exhibit 3.1 to Camber’s Report on Form 8-K, filed with the Commission on August 1, 2023 and incorporated herein by reference) (File No. 001-32508) 3.3 Certificate of Designation of Series H Convertible Preferred Stock, dated August 1, 2023 (Filed as Exhibit 3.2 to Camber’s Report on Form 8-K, filed with the Commission on August 1, 2023 and incorporated herein by reference) (File No. 001-32508) 10.1 Warrant Termination Agreement, by and between Camber Energy, Inc. and the Investor named therein, dated as of April 25, 2023 (Filed as Exhibit 10.1 to Camber’s Report on Form 8-K, filed with the Commission on April 26, 2023 and incorporated herein by reference) (File No. 001-32508) 10.2 Warrant Termination Agreement, by and between Camber Energy, Inc. and the Investor named therein, dated as of April 25, 2023 (Filed as Exhibit 10.2 to Camber’s Report on Form 8-K, filed with the Commission on April 26, 2023 and incorporated herein by reference) (File No. 001-32508) 31.1* Certification of Principal Executive Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2* Certification of Principal Financial and Accounting Officer required by Rule 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1* Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63 32.2* Certification of Principal Financial and Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63 101.INS** Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document) 101.SCH** Inline XBRL Taxonomy Extension Schema Document 101.CAL** Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF** Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB** Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE** Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) We claim an exemption from * Filed herewith ** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for the issuance and salepurposes of the securities described above pursuant to Section 4(a)(2) and/Sections 11 or Rule 506 of Regulation D12 of the Securities Act since the foregoing issuances didof 1933, as amended, is deemed not involve a public offering, the recipients were “accredited investors” and/or had access to similar information as would be included in a Registration Statement under the Securities Act. The securities were offered without any general solicitation by us or our representatives. No underwriters or agents were involved in the foregoing issuance and we paid no underwriting discounts or commissions. The securities are subject to transfer restrictions, and the certificates evidencing the securities contain an appropriate legend stating that such securities have not been registered under the Securities Act and may not be offered or sold absent registration or pursuant to an exemption therefrom. The securities were not registered under the Securities Act and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act and any applicable state securities laws. On October 5, 2017, the Company and the Investor entered into the October 2017 Purchase Agreement, pursuant to which (1) the Investor purchased 212 sharesfiled for purposes of Series C Preferred Stock on the closing date of the agreement, October 4, 2017 (the “Initial Closing”), for $2 million, and agreed, subject to certain closing conditions set forth in the agreement, agreed to purchase (2) 106 shares of Series C Preferred Stock for $1,000,000, 10 days after the Initial Closing (which closing occurred on November 21, 2017); (3) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the second closing (which closing occurred on December 27, 2017); (4) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the third closing (which closing occurred on January 30, 2018); (5) 105 shares of Series C Preferred Stock for $1,000,000, 10 days after the fourth closing; (6) 525 shares of Series C Preferred Stock for $5,000,000, 30 days after the fifth closing; and (7) 525 shares of Series C Preferred Stock for $5,000,000, 30 days after the sixth Closing. The sale and issuance of the securities have been determined to be exempt from registration under the Securities Act in reliance on Sections 3(a)(9) and 4(a)(2) of the Securities Act, Rule 506 of Regulation D promulgated thereunder and Regulation S promulgated thereunder, as transactions by an issuer not involving a public offering. The Investor has represented that it is an accredited investor, as that term is defined in Regulation D. The Investor also has represented that it is acquiring the securities for investment purposes only and not with a view to or for sale in connection with any distribution thereof. As of the date of this report, the 528 shares of Series C Preferred Stock sold under the October 2017 Purchase Agreement to date would convert into approximately 80,691,066 shares of our common stock if fully converted, which number includes 1,624,616 shares of common stock convertible upon conversion of each such share of outstanding Series C Preferred Stock at a conversion price of $3.25 per share (based on the $10,000 face amount of the Series C Preferred Stock) and approximately 79,066,450 shares of common stock for premium shares due thereunder, which number of premium shares may increase from time to time as the trading price of our common stock decreases or upon the occurrence of any trigger event under the Designation of the Series C Preferred Stock, as described in greater detail in the Designation of the Series C Preferred Stock, based on a conversion price of $0.1166 per share, which conversion price may actually be significantly less than such estimate and which shares due may be significantly greater, as of the date of this filing. Use of Proceeds from Sale of Registered Securities None. Issuer Purchases of Equity Securities None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES On August 25, 2017, the Company received a notice that its wholly-owned subsidiary CATI had defaulted on the maturity payment of its loan with Rogers, which matured on July 31, 2017. The letter stated that CATI was indebted to Rogers in an amount of $8.9 million, which includes all principal and interest (of which $2.1 million was default interest) through August 25, 2017. The letter further asserted additional interest of $3,577 per day as well as other unpaid fees totaling $18,162 plus interest on those fees. The default notice further stated that the default in failing to pay the fees must be cured by September 5, 2017 and the default on the principal and interest payment must be cured by September 11, 2017. We disputed certain of the allegations in the August 2017 letter, namely that the amount due had accrued interest at the default rate from January 2016 onward, due to among other reasons, the fact that Rogers previously waived our failure to pay amounts due under the Rogers Loan from January through July 2016. The cure period on the Rogers Loan expired on September 11, 2017, and as of such date, all principal, interest and unpaid costs thereunder were immediately due and payable (which totaled approximately $9.4 million as of the date of acceleration which amount included $2.1 million of default interest). Prior to the default, CATI had not recorded interest due on the note based on its earlier agreements. As a result of the default, demand and acceleration, CATI recorded the default interest demand of $2.1 million in the three-month period ended December 31, 2017. In September 2017, Rogers foreclosed on the assets of CATI which secured the note. On October 3, 2017, the trustee of those assets, for the benefit of the lender, sold these assets in public auction foreclosure sales which took place in Gonzales County and Karnes County, Texas. The proceeds from the foreclosure sales of approximately $3.5 million were applied against the outstanding indebtedness. The remaining unpaid indebtedness owed by CATI was approximately $5.4 million. On December 15, 2017, CATI entered into a Release of Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement and Fixture Filing (the “Release”) with Rogers. Pursuant to the Release, the Company completed a transaction in which CATI provided Rogers, pursuant to an Assignment of Overriding Royalty Interest (the “Royalty Assignment”), with an overriding royalty (equal to 0.01 of 8/8ths of all oil and gas) on CATI’s remaining leasehold and Rogers released CATI from all remaining indebtedness owed. The Release, which was filed in various counties in Texas on January 22, 2018 and January 23, 2018, discharged approximately $5.8 million in principal and interest outstanding and owed to Rogers, according to Rogers. The effective date of the Release was December 15, 2017. Additionally, the remaining leasehold and ownership of CATI was assigned to Arkose Lease Partners, L.L.C., a third party (“Arkose”), pursuant to an Assignment of Membership Interest (the “Assignment”), dated November 1, 2017, in exchange for Arkose’s assumption of all plugging and abandonment liabilities of CATI. On September 8, 2017, we received a Notice of Default and Opportunity to Cure (the “Notice”) from IBC, stating that the Company was in default under its loan with IBC due to failing to make a required $425,000 loan payment on August 25, 2017 (the “Payment Default”). The Notice was also sent to the guarantors under the loan agreement. The loan had a balance of $38.3 million as of March 31, 2017. The Notice also cited the Company for several covenant defaults including exceeding a cap on monthly general and administrative expenses; falling below $30 million of net worth; failing to comply with certain post-closing covenants regarding the assignment of certain oil and gas interests, the execution of certain supplemental mortgages and the completion of certain curative title requirements; failing to pay costs and expenses required pursuant to the terms of the loan agreement; failing to meet the requirements of a cash flow test as described in greater detail in the loan agreement; and exceeding the loan to value determination provided for in the loan agreement. In order to cure the Payment Default described in the Notice, the Company was required to pay $425,000, as well as any attorney’s fees and/or late fees as determined by IBC, on or before SeptemberSection 18 2017, which amount was not paid and to cure the covenant defaults, which covenant defaults were not cured. Pursuant to extension agreements entered into with IBC, in or around December 2017 and January 2018, (a) IBC agreed to waive the Company’s obligation to make the August 30, 2017, $425,000 monthly principal payment originally due under the IBC loan; (b) the Company confirmed the amount outstanding under the IBC loan ($37,443,308 as of each extension); (c) IBC agreed that interest only payments would be due on September 30, 2017, October 30, 2017, November 30, 2017 and December 31, 2017, with principal payments of $425,000 per month to begin thereafter, which principal payments were not made; (d) the parties agreed that the amounts owed to IBC were payable on demand, provided that if no demand was made, such amounts would be payable by way of monthly payments of $425,000 of principal, plus accrued interest, with the remaining amount owed to IBC due at maturity (August 25, 2019); (e) that the amount owed to IBC will accrue interest at the rate of 2% per annum above the prime rate, subject to a floor of 5.5% (currently 6.25% per annum); (f) if the Company fails to make any payment due to IBC within 10 days of its due date, IBC is due a late payment of 5% of the amount past due (subject to a minimum of $10 and a maximum of $1,500 per late payment); and (g) the Company and the guarantors of the IBC loan released IBC from any claims against IBC as of the date of each of such extensions. Notwithstanding the above extensions, the Company is still in default under the IBC loan, the entire amount of the IBC loan may be accelerated and IBC may take action to enforce its remedies under the loan agreement. The IBC loan is secured by substantially all of the Company’s assets and if IBC were to foreclose on our assets it would have a material adverse effect on our operations and may force us to seek bankruptcy protection. ITEM 4. MINE SAFETY DISCLOSURES. Not Applicable. ITEM 5. OTHER INFORMATION. On October 4, 2017, the Company entered into an agreement with a digital marketing advisor pursuant to which the advisor agreed to create original content with the goal of increasing public awareness about the Company and the Company agreed to pay the advisor (a) $20,000 per month beginning in October 2017 and ending on February 28, 2018, (b) $50,000 per month thereafter through October 4, 2018, the end of the term of the agreement, and (c) 3,750,000 shares of restricted common stock, with 2.5 million shares issued in November 2017 and the remainder due on May 1, 2018.  On October 4, 2017, the Company entered into a consulting agreement with a third party consultant which consultant agreed to provide investor relations and public relations services to the Company. As consideration pursuant to the agreement, the Company issued the consultant 1,000,000 shares of restricted common stock (the “Consulting Shares”), with piggy-back registration rights issued in November 2017. On November 13, 2017, the Company entered into a consulting agreement with another third party consulting company whereby the consulting company agreed to act as the Company’s Interim Vice President of Strategy. As consideration pursuant to the agreement, the Company agreed to pay (a) a non-refundable installment of $150,000 upon the execution of the agreement, and (b) beginning on February 1, 2018, the Company will pay $50,000 per month on the first of each month. ITEM 6. EXHIBITS. See the Exhibit Index following the signature page to this Quarterly Report on Form 10-Q for a list of exhibits filed or furnished with this report, which Exhibit Index is incorporated herein by reference. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. ITEM 7. OFF BALANCE-SHEET ARRANGEMENTS None. 44 Table of Contents SIGNATURES In accordance with the Registrantrequirements of Section 13 or 15(d) of the Securities Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.   CAMBER ENERGY, INC. (Registrant) (Registrant) /s/ James Doris Date: August 11, 2023 Principal Executive Officer /s/ Frank W. Barker, Jr. Date: August 11, 2023 Principal Financial and Accounting Officer   /s/ Richard N. Azar, II45 Richard N. Azar, II Chief Executive Officer (Principal Executive Officer) Date: February 14, 2018 /s/ Robert Schleizer Robert Schleizer Chief Financial Officer (Principal Financial/Accounting Officer) Date: February 14, 2018 EXHIBIT INDEX Exhibit No. Description 2.1 Asset Purchase Agreement by and between Lucas Energy, Inc., as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated December 30, 2015+ (incorporated by reference to Exhibit 2.1 of the Form 8-K filed by the Company with the SEC on December 31, 2015) 2.2 First Amendment to Asset Purchase Agreement by and between Lucas Energy, Inc., as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated April 20, 2016 and effective April 1, 2016 (Filed as Exhibit 2.2 to the Company’s Report on Form 8-K, filed with the Commission on April 25, 2016, and incorporated herein by reference)(File No. 001-32508) 2.3 Second Amendment to Asset Purchase Agreement by and between Lucas Energy, Inc., as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated August 25, 2016 (Filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No. 001-32508) 2.4 Third Amendment to Asset Purchase Agreement by and among the Company, as purchaser, Segundo Resources, LLC, as seller representative to the various sellers named therein, and the sellers named therein dated August 25, 2016 (Filed as Exhibit 2.4 to the Company’s Current Report on Form 8-K, filed with the Commission on January 27, 2017, and incorporated herein by reference)(File No. 001-32508) 2.5 Assignment of Membership Interest dated November 1, 2017, by and between Camber Energy, Inc. and Arkose Lease Partners, L.L.C. (Filed as Exhibit 2.1 to the Company’s Report on Form 8-K, filed with the Commission on January 24, 2018 and incorporated herein by reference) (File No. 001-32508) 3.1 Amended and Restated Certificate of Designation of Lucas Energy, Inc. Establishing the Designation, Preferences, Limitations and Relative Rights of Its Series B Redeemable Convertible Preferred Stock as filed with the Secretary of State of Nevada on August 25, 2016 (Filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No. 001-32508) 3.2 Certificate of Designations of Preferences, Powers, Rights and Limitations of Series C Redeemable Convertible Preferred Stock as filed with the Secretary of State of Nevada on August 25, 2016 (Filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No. 001-32508) 3.3 Amended and Restated Bylaws (effective March 29, 2016) (Filed as Exhibit 3.1 to the Company’s Report on Form 8-K, filed with the Commission on April 1, 2016, and incorporated herein by reference)(File No. 001-32508) 3.4 Certificate of Formation of Camber Permian LLC (Filed as Exhibit 3.9 to the Company’s Registration Statement on Form S-3, filed with the Commission on February 24, 2017, and incorporated herein by reference)(File No. 333-216231) 3.5 LLC Agreement for Camber Permian LLC (Filed as Exhibit 3.10 to the Company’s Registration Statement on Form S-3, filed with the Commission on February 24, 2017, and incorporated herein by reference)(File No. 333-216231) 3.6 Certificate of Formation of LEI Operating LLC (Filed as Exhibit 3.11 to the Company’s Registration Statement on Form S-3, filed with the Commission on February 24, 2017, and incorporated herein by reference)(File No. 333-216231) 3.7 Certificate of Amendment to Certificate of Formation of LEI Operating amending the Company’s name to “CEI Operating LLC” (Filed as Exhibit 3.12 to the Company’s Registration Statement on Form S-3, filed with the Commission on February 24, 2017, and incorporated herein by reference)(File No. 333-216231) 3.8 LLC Agreement for CEI Operating LLC (Filed as Exhibit 3.13 to the Company’s Registration Statement on Form S-3, filed with the Commission on February 24, 2017, and incorporated herein by reference)(File No. 333-216231) 3.9 Certificate of Amendment to the Company’s Articles of Incorporation to increase the number of our authorized shares of common stock from 200,000,000 to 500,000,000, as filed with the Secretary of State of Nevada on January 10, 2018 (Filed as Exhibit 3.1 to the Company’s Report on Form 8-K, filed with the Commission on January 12, 2018 and incorporated herein by reference) (File No. 001-32508) 4.1 Form of Redeemable Convertible Subordinated Debenture (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on April 7, 2016)(File No. 001-32508) 4.2 Form of Common Stock Purchase First Warrant (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the SEC on April 7, 2016)(File No. 001-32508) 10.1 Letter Loan Agreement (Louise H. Rogers)(August 13, 2013) (Filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2013, filed with the Commission on August 14, 2013, and incorporated herein by reference)(File No. 001-32508) 10.2 Amended Letter Loan Agreement (Louise H. Rogers)(April 29, 2014) (Filed as Exhibit 10.1 to our Current Report on Form 8-K, dated April 29, 2014, and filed with the Commission on May 1, 2014 and incorporated herein by reference)(File No. 001-32508) 10.3 Promissory Note ($7.5 million)(Louise H. Rogers)(August 13, 2013) (Filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2013, filed with the Commission on August 14, 2013, and incorporated herein by reference)(File No. 001-32508) 10.4 Amended and Restated Promissory Note ($7,308,817.32)(Louise H. Rogers)(April 29, 2014) (Filed as Exhibit 10.2 to our Current Report on Form 8-K, dated April 29, 2014, and filed with the Commission on May 1, 2014 and incorporated herein by reference)(File No. 001-32508)    10.5 Security Agreement (Louise H. Rogers)(August 13, 2013) (Filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2013, filed with the Commission on August 14, 2013, and incorporated herein by reference)(File No. 001-32508) 10.6 Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement, and Fixture Filing (Louise H. Rogers)(August 13, 2013) (Filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2013, filed with the Commission on August 14, 2013, and incorporated herein by reference)(File No. 001-32508) 10.7 Second Amended Letter Loan Agreement (Louise H. Rogers)(November 13, 2014) (Incorporated by reference to Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on February 17, 2015)(File No. 001-32508) 10.8 Second Amended and Restated Promissory Note ($7,058,964.65)(Louise H. Rogers)(November 13, 2014) (Incorporated by reference to Exhibit 10.11 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on February 17, 2015)(File No. 001-32508) 10.9 Letter Agreement between Lucas Energy, Inc. and Louise H. Rogers dated February 23, 2015 (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on February 24, 2015)(File No. 001-32508) 10.10 Amendment dated August 12, 2015, to the Second Amended Letter Loan Agreement and the Second Amended Promissory Note, both dated November 13, 2014, by and between Lucas Energy, Inc. and Louise H. Rogers (Incorporated by reference to Exhibit 10.17 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 14, 2015)(File No. 001-32508) 10.11 Amendment Dated August 28, 2015 to the Second Amended Letter Loan Agreement and the Second Amended Promissory Note, both Dated November 13, 2014 (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on September 1, 2015)(File No. 001-32508) 10.12 Amendment Dated December 14, 2015, to the Second Amended Letter Loan Agreement and the Second Amended Promissory Note, both dated November 13, 2014, by and between Lucas Energy, Inc. and Louise H. Rogers (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 18, 2015)(File No. 001-32508) 10.13 Assignment and Bill of Sale dated December 2015, by and between Lucas Energy, Inc. and CATI Operating LLC (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on December 18, 2015)(File No. 001-32508) 10.14 Assignment, Novation, and Assumption Agreement dated December 16, 2015, by and between Lucas Energy, Inc., CATI Operating LLC and Louise H. Rogers (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on December 18, 2015)(File No. 001-32508) 10.15 Form of Debenture Securities Purchase Agreement (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on April 7, 2016, and incorporated herein by reference)(File No. 001-32508) 10.16 Form of Preferred Stock Purchase Agreement (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on April 7, 2016, and incorporated herein by reference)(File No. 001-32508) 10.17 Form of First Amendment to Stock Purchase Agreement (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on May 2, 2016, and incorporated herein by reference)(File No. 001-32508) 10.18 $1 million Promissory Note dated August 15, 2016 and effective August 25, 2016, by CATI Operating, LLC in favor of Louise H. Rogers (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on August 25, 2016, and incorporated herein by reference)(File No. 001-32508) 10.19 Ownership Interest Pledge Agreement dated August 15, 2016 and effective August 25, 2016, by Lucas Energy, Inc. in favor of Louise H. Rogers (Filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Commission on August 25, 2016, and incorporated herein by reference)(File No. 001-32508) 10.20 Loan Guaranty Agreement dated August 15, 2016 and effective August 25, 2016, by Lucas Energy, Inc. in favor of Louise H. Rogers (Filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the Commission on August 25, 2016, and incorporated herein by reference)(File No. 001-32508) 10.21 Assignment of Overriding Royalty Interest dated August 15, 2016 and effective August 25, 2016, by CATI Operating, LLC in favor of Robertson Global Credit, LLC (Filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed with the Commission on August 25, 2016, and incorporated herein by reference)(File No. 001-32508) 10.22*** Loan Agreement dated August 25, 2016, between Lucas Energy, Inc., as borrower, Richard N. Azar, II, Donnie B. Seay, Richard E. Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as guarantors, and International Bank of Commerce, as lender (Filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No. 001-32508) 10.23 Real Estate Lien Note dated August 25, 2016, by Lucas Energy, Inc., as borrower in favor of International Bank of Commerce, as lender (Filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No. 001-32508) 10.24 Security Agreements dated August 25, 2016 by Lucas Energy, Inc. in favor of International Bank of Commerce (Filed as Exhibit 10.5 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No. 001-32508) 10.25 Form of Limited Guaranty Agreement in favor of International Bank of Commerce dated August 25, 2016 (Filed as Exhibit 10.6 to the Company’s Current Report on Form 8-K, filed with the Commission on August 31, 2016, and incorporated herein by reference)(File No. 001-32508) 10.26 Second Amendment to Stock Purchase Agreement dated September 29, 2016 (Filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the Commission on October 3, 2016, and incorporated herein by reference)(File No. 001-32508) 10.27 Amendment Dated October 31, 2016, to the Second Amended Letter Loan Agreement and the Second Amended Promissory Note, both dated November 13, 2014, by and between Lucas Energy, Inc. and Louise H. Rogers (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on November 1, 2016, and incorporated herein by reference)(File No. 001-32508) 10.28 Form of Third Amendment to Stock Purchase Agreement dated November 17, 2016 (Filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the Commission on November 21, 2016, and incorporated herein by reference)(File No. 001-32508) 10.29 Amendment dated January 31, 2017, to the Second Amended Letter Loan Agreement and the Second Amended Promissory Note, both dated November 13, 2014, by and between Camber Energy, Inc. and Louise H. Rogers (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on February 6, 2017)(File No. 001-32508) 10.30*** Short Term Promissory Note ($1,050,000) by Camber Energy, Inc. in favor of Alan Dreeben dated January 31, 2017 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on February 6, 2017 and incorporated herein by reference)(File No. 001-32508) 10.31 Amendment Dated March 31, 2017, to the Second Amended Letter Loan Agreement and the Second Amended Promissory Note, both dated November 13, 2014, by and between Camber Energy, Inc. and Louise H. Rogers (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on April 7, 2017 and incorporated herein by reference)(File No. 001-32508) 10.32 Service Agreement, dated as of April 27, 2017 and effective May 1, 2017, by and between Camber Energy, Inc. and Enerjex Resources (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on May 1, 2017 and incorporated herein by reference)(File No. 001-32508) 10.33 Severance Agreement and Release between Anthony C. Schnur and the Company dated June 2, 2017 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on June 6, 2017 and incorporated herein by reference)(File No. 001-32508) 10.34 Termination Agreement dated May 23, 2017, between Camber Energy, Inc. and Richard N. Azar, II (Filed as Exhibit 10.52 to the Company’s Annual Report on Form 8-K for the year ended March 31, 2017, filed with the Commission on July 14, 2017 and incorporated herein by reference)(File No. 001-32508) 10.35 Funding Agreement with Vantage Fund, LLC dated June 7, 2017 and effective August 2, 2017 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on August 11, 2017 and incorporated herein by reference)(File No. 001-32508) 10.36 Assignment dated August 2, 2017 to Vantage Fund, LLC (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on August 11, 2017 and incorporated herein by reference)(File No. 001-32508) 10.37 Warrant to Purchase 1,600,000 Shares of Common Stock granted to Vantage Fund, LLC, dated August 2, 2017 (Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on August 11, 2017 and incorporated herein by reference)(File No. 001-32508) 10.38 Form of Stock Purchase Agreement relating to the purchase of $16 million in shares of Series C Redeemable Convertible Preferred Stock dated October 5, 2017 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on October 5, 2017 and incorporated herein by reference)(File No. 001-32508) 10.39 Letter Agreement dated November 9, 2017, between Camber Permian LLC, NFP Energy LLC and Fortuna Resources Permian, LLC (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on November 15, 2017 and incorporated herein by reference) (File No. 001-32508) 10.40 Assignment, Bill of Sale and Conveyance to Fortuna Resources Permian, LLC dated November 9, 2017 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on November 15, 2017 and incorporated herein by reference) (File No. 001-32508) 10.41 Assignment of Overriding Royalty Interest from CATI Operating, LLC, as assignor, to Louise Herrington Ornelas Trust, as assignee, effective December 13, 2017 (Filed as Exhibit 10.1 to the Company’s Report on Form 8-K, filed with the Commission on January 24, 2018 and incorporated herein by reference) (File No. 001-32508) 10.42 Release of Mortgage, Deed of Trust, Assignment, Security Agreement, Financing Statement, and Fixture Filing between CATI Operating, LLC and Sharon E. Conway, Trustee for the benefit of Louise H. Rogers dated December 15, 2017 (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on January 24, 2018 and incorporated herein by reference) (File No. 001-32508) 10.43 Extension Agreement between Camber Energy, Inc. and International Bank of Commerce relating to the August 30, 2017 payment (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No. 001-32508) 10.44 Extension and/or Modification and Release Agreement Commercial Indebtedness effective September 30, 2017, by Camber Energy, Inc., as borrower, Richard N. Azar, II, Donnie B. Seay, Richard E. Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender (Filed as Exhibit 10.2 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No. 001-32508) 10.45 Extension and/or Modification and Release Agreement Commercial Indebtedness effective October 30, 2017, by Camber Energy, Inc., as borrower, Richard N. Azar, II, Donnie B. Seay, Richard E. Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender (Filed as Exhibit 10.3 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No. 001-32508) 10.46 Extension and/or Modification and Release Agreement Commercial Indebtedness effective November 30, 2017, by Camber Energy, Inc., as borrower, Richard N. Azar, II, Donnie B. Seay, Richard E. Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender (Filed as Exhibit 10.4 to the Company’s Report on Form 8-K, filed with the Commission on January 30, 2018 and incorporated herein by reference) (File No. 001-32508) 10.47* Extension and/or Modification and Release Agreement Commercial Indebtedness effective December 30, 2017, by Camber Energy, Inc., as borrower, Richard N. Azar, II, Donnie B. Seay, Richard E. Menchaca, RAD2 Minerals, Ltd., DBS Investments, Ltd., and Saxum Energy, LLC, as pledgors, and International Bank of Commerce, as lender 31.1* Section 302 Certification of Periodic Report of Principal Executive Officer 31.2* Section 302 Certification of Periodic Report of Principal Financial Officer 32.1** Section 906 Certification of Periodic Report of Principal Executive Officer 32.2** Section 906 Certification of Periodic Report of Principal Financial Officer *101.INS XBRL Instance Document. *101.SCH XBRL Schema Document. *101.CAL XBRL Calculation Linkbase Document. *101.LAB XBRL Label Linkbase Document. *101.PRE XBRL Presentation Linkbase Document. *101.DEF XBRL Definition Linkbase Document * Exhibits filed herewith. ** Exhibits furnished herewith. *** Management contract or compensatory plan. + Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the Commission upon request; provided, however that the Company may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act, for any schedule or exhibit so furnished. 40