Next Bridge Hydrocarbons 10-Q 14 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Nov. 10, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	333-266143
Entity Registrant Name	NEXT BRIDGE HYDROCARBONS, INC.
Entity Central Index Key	0001936756
Entity Tax Identification Number	87-2538731
Entity Incorporation, State or Country Code	NV
Entity Address, Address Line One	6300 Ridglea Place
Entity Address, Address Line Two	Suite 950
Entity Address, City or Town	Fort Worth
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	76116
City Area Code	(817)
Local Phone Number	438-1937
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		248,830,516

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Current assets:
Cash	$ 4,884,997	$ 569,298
Accounts receivable, related party	0	177,519
Production receivable	4,270
Prepayments - development costs	106,480	150,000
Prepaid expenses	70,908	62,300
Total current assets	5,066,655	959,117
Oil and natural gas properties, net	119,538,170	79,695,928
Other assets	105,179	80,179
TOTAL ASSETS	124,710,004	80,735,224
Current liabilities:
Accounts payable	1,285,641	3,891,649
Prepayments, working interest owners	5,611,892
Note Payable - Meta		22,573,724
Note Payable - Related Party	41,589,362	2,000,000
Accrued interest payable	3,191,007	1,571,336
Total current liabilities	51,677,902	30,036,709
Asset retirement obligations	264,826	246,866
Total liabilities	51,942,728	30,283,575
Stockholders’ equity:
Preferred stock, par value $0.0001, 50,000,000 shares authorized; -0- issued and outstanding September 30, 2023 and December 31, 2022
Common stock, par value $0.0001; 500,000,000 shares authorized; 248,830,516 issued and outstanding at September 30, 2023; 165,472,241 issued and outstanding at December 31, 2022	24,883	16,547
Additional paid-in capital	80,971,349	51,345,640
Accumulated deficit	(8,228,956)	(910,538)
Total stockholders’ equity	72,767,276	50,451,649
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 124,710,004	$ 80,735,224

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred Stock, Par Value	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	50,000,000	50,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Shares, Issued	248,830,516	165,472,241
Common Stock, Shares, Outstanding	248,830,516	165,472,241

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Oil and natural gas sales	$ 7,731	$ 12,810	$ 23,496	$ 30,214
Operating expenses:
Lease operating expenses	10,302	14,880	36,812	55,701
Production taxes	557	779	1,692	2,032
General and administrative	2,472,086	1,800,472	7,303,411	3,789,166
Total operating expenses	2,482,945	1,816,131	7,341,915	3,846,899
Other income (expense)
Interest expense		(360,877)		(948,099)
Interest income		11	1	491
Total other income (expense)		(360,866)	1	(947,608)
Loss before income taxes	(2,475,214)	(2,164,187)	(7,318,418)	(4,764,293)
Provision for income taxes
Net loss	$ (2,475,214)	$ (2,164,187)	$ (7,318,418)	$ (4,764,293)
Loss per common share:
Basic and Diluted	$ 0.01	$ 0.01	$ 0.04	$ 0.03
Weighted average number of common shares outstanding:
Basic and Diluted	248,830,516	163,673,730	185,319,449	163,673,730

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2021		$ 100,546,596	$ (67,978,627)	$ 32,567,969
Beginning Balance, Shares at Dec. 31, 2021	1
Contributions from parent		317,792		317,792
Net loss			(836,035)	(836,035)
Ending balance, value at Mar. 31, 2022		100,864,388	(68,814,662)	32,049,726
Ending Balance, Shares at Mar. 31, 2022	1
Beginning balance, value at Dec. 31, 2021		100,546,596	(67,978,627)	32,567,969
Beginning Balance, Shares at Dec. 31, 2021	1
Contributions from parent				316,599
Net loss				(4,764,293)
Common stock issued
Issuance of stock options
Ending balance, value at Sep. 30, 2022	$ 16,552	100,846,643	(72,951,809)	27,911,386
Ending Balance, Shares at Sep. 30, 2022	165,523,363
Beginning balance, value at Mar. 31, 2022		100,864,388	(68,814,662)	32,049,726
Beginning Balance, Shares at Mar. 31, 2022	1
Net loss			(1,764,071)	(1,764,071)
Prior period adjustment		(1,193)	(208,889)	(210,082)
Ending balance, value at Jun. 30, 2022		100,863,195	(70,787,622)	30,075,573
Ending Balance, Shares at Jun. 30, 2022	1
Net loss			(2,164,187)	(2,164,187)
Common stock issued	$ 16,552	(16,552)
Common stock issued, Shares	165,523,362
Ending balance, value at Sep. 30, 2022	$ 16,552	100,846,643	(72,951,809)	27,911,386
Ending Balance, Shares at Sep. 30, 2022	165,523,363
Beginning balance, value at Dec. 31, 2022	$ 16,547	51,345,640	(910,538)	50,451,649
Beginning Balance, Shares at Dec. 31, 2022	165,472,241
Net loss			(2,387,451)	(2,387,451)
Issuance of stock options		145,155		145,155
Ending balance, value at Mar. 31, 2023	$ 16,547	51,490,795	(3,297,989)	48,209,353
Ending Balance, Shares at Mar. 31, 2023	165,472,241
Beginning balance, value at Dec. 31, 2022	$ 16,547	51,345,640	(910,538)	50,451,649
Beginning Balance, Shares at Dec. 31, 2022	165,472,241
Contributions from parent
Net loss				(7,318,418)
Common stock issued				28,341,814
Issuance of stock options				1,292,231
Ending balance, value at Sep. 30, 2023	$ 24,883	80,971,349	(8,228,956)	72,767,276
Ending Balance, Shares at Sep. 30, 2023	248,830,516
Beginning balance, value at Mar. 31, 2023	$ 16,547	51,490,795	(3,297,989)	48,209,353
Beginning Balance, Shares at Mar. 31, 2023	165,472,241
Net loss			(2,455,753)	(2,455,753)
Common stock issued	$ 8,336	28,333,478		28,341,814
Common stock issued, Shares	83,358,275
Issuance of stock options		383,772		383,772
Ending balance, value at Jun. 30, 2023	$ 24,883	80,208,045	(5,753,742)	74,479,186
Ending Balance, Shares at Jun. 30, 2023	248,830,516
Net loss			(2,475,214)	(2,475,214)
Issuance of stock options		763,304		763,304
Ending balance, value at Sep. 30, 2023	$ 24,883	$ 80,971,349	$ (8,228,956)	$ 72,767,276
Ending Balance, Shares at Sep. 30, 2023	248,830,516

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash Flows From Operating Activities
Net loss	$ (7,318,418)	$ (4,764,293)
Adjustments to reconcile net loss to net cash from operations:
Accretion expense	17,961
Interest paid in kind		948,099
Expense related to stock options issued	1,292,231
Change in:
Accounts receivable	(4,271)	23,340
Accounts receivable, related party		(1,872)
Prepayments - development costs	43,520
Prepaid expenses	(8,608)	(3,954)
Other assets	(25,000)
Accounts payable and accrued expenses	(2,590,371)	(2,268,335)
Net cash from operating activities	(8,592,956)	(6,067,015)
Cash Flows From Investing Activities
Investment in oil and natural gas properties	(9,503,892)	(1,630,137)
Net cash from investing activities	(9,503,892)	(1,630,137)
Cash Flows From Financing Activities
Proceeds from notes payable, related party	18,000,000	7,500,000
Payments on promissory notes	(1,000,000)
Payments on accrued interest	(199,345)
Prepayments, working interest owners	5,611,892
Contributions from parent, net		316,599
Net cash from financing activities	22,412,547	7,816,599
Net increase (decrease) in cash	4,315,699	119,447
Cash - beginning of period	569,298	1,989,419
Cash - end of period	4,884,997	2,108,866
Supplemental disclosure of cash flow information:
Cash paid for interest	199,345
Supplemental disclosure of non-cash investing and financing activities:
Common stock issued for working interest in oil and natural gas properties	28,341,814
Account receivable-related party discharged in working interest acquisition	177,519
Capitalized Interest	$ 1,819,016

NATURE OF BUSINESS

NATURE OF BUSINESS	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF BUSINESS	1. NATURE OF BUSINESS Next Bridge Hydrocarbons, Inc. (the “Company”) was incorporated in Nevada on August 31, 2021, as OilCo Holdings, Inc. and changed its name to Next Bridge Hydrocarbons, Inc. pursuant to its Amended and Restated Articles of Incorporation filed on June 30, 2022. The Company spun off from Meta Materials, Inc. (“Meta”) on December 14, 2022, resulting in the Company becoming an independent company (the “Spin-Off”). Prior to the Spin-Off, the Company was a wholly-owned subsidiary of Meta. Meta became the parent of the Company’s subsidiaries in June 2021 in a merger transaction with Torchlight Energy Resources, Inc. (“Torchlight”), the previous parent of the subsidiaries and developer of the properties from their inception up to June 2021. The accompanying Financial Statements contain comparative financial disclosures from the Financial Statements of the predecessor Company described above. The accompanying Statement of Stockholders’ Equity contains a reclassification effective June 30, 2023, between Common Stock and Additional paid-in capital of $75,022 to correct the par value used to account for common stock issued in the Three Months Ended June 30, 2023. The Company is an energy company engaged in the acquisition, exploration, exploitation and development of oil and natural gas properties in the United States. The Company’s primary focus has been the development of interests in an oil and natural gas project the Company holds in the Orogrande Basin in West Texas in Hudspeth County, Texas (the “Orogrande Project”). In addition, the Company has minor interests in the Eastern edge of the Midland Basin in Texas (the “Hazel Project”), and two minor well interests in the Hunton wells located in Oklahoma (the “Oklahoma Properties”). The Company currently has five full-time employees, and the Company employs consultants for various roles as needed. The Company operates its business through five wholly owned subsidiaries Torchlight Energy, Inc., a Nevada corporation (“TEI”), Hudspeth Oil Corporation, a Texas corporation (“Hudspeth”), Torchlight Hazel, LLC, a Texas limited liability company (“Torchlight Hazel”), Wolfbone Investments, LLC, a Texas limited liability company (“Wolfbone”) and Hudspeth Operating, LLC, a Texas limited liability company and wholly owned subsidiary of Hudspeth (“Hudspeth Operating”). All intercompany transactions have been eliminated in the consolidated financial statements.

GOING CONCERN

GOING CONCERN	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
GOING CONCERN	2. GOING CONCERN At September 30, 2023, the Company had not yet achieved profitable operations. The Company had a net loss of $ 7,318,418 46,611,246 The Company’s ability to continue as a going concern is dependent on its ability to generate future profitable operations or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management’s plan to address the Company’s ability to continue as a going concern includes: (1) obtaining debt or equity funding from private placement, institutional, or public sources; (2) obtaining loans from financial institutions, where possible, (3) participating in joint venture transactions with third parties, (4) entering into farmout or other participation arrangements with respect to the Orogrande Project or any other prospects acquired by the Company, or (5) acquiring drilling prospects and selling such prospects for a profit, through stock or cash transactions. Although management believes that it will be able to obtain the necessary funding to allow the Company to remain a going concern through the methods discussed above, there can be no assurances that such methods will prove successful. These consolidated financial statements have been prepared assuming that the Company will continue as a going concern and therefore, the financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amount and classifications of liabilities that may result from the outcome of this uncertainty.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	3. SIGNIFICANT ACCOUNTING POLICIES The Company maintains its accounts on the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America. Accounting principles followed and the methods of applying those principles, which materially affect the determination of financial position, results of operations and cash flows are summarized below: Use of estimates Basis of presentation In the opinion of management, the accompanying consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary to fairly present the financial position as of, and the results of operations for all periods presented. In preparing the accompanying financial statements, management has made certain estimates and assumptions that affect reported amounts in the consolidated financial statements and disclosures of contingencies. Actual results may differ from those estimates. Risks and uncertainties Concentration of risks Fair value of financial instruments For assets and liabilities that require re-measurement to fair value the Company categorizes them in a three-level fair value hierarchy as follows: ● Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. ● Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration. ● Level 3 inputs are unobservable inputs based on management’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. Cash and cash equivalents Accounts receivable Oil and natural gas properties Oil and natural gas properties include costs that are excluded from costs being depleted or amortized. Oil and natural gas property costs excluded represent investments in unevaluated properties and include non-producing leasehold, geological, and geophysical costs associated with leasehold or drilling interests and exploration drilling costs. The Company allocates a portion of its acquisition costs to unevaluated properties based on relative value. Costs are transferred to the full cost pool as the properties are evaluated over the life of the reservoir. Unevaluated properties are reviewed for impairment at least quarterly and are determined through an evaluation considering, among other factors, seismic data, requirements to relinquish acreage, drilling results, remaining time in the commitment period, remaining capital plan, and political, economic, and market conditions. Gains and losses, if any, on the sale of oil and natural gas properties are not generally reflected in income unless the gain or loss would significantly alter the relationship between capitalized costs and proved reserves. Sales of less than 100% of the Company’s interest in the oil and natural gas property are treated as a reduction of the capital cost of the field, with no gain or loss recognized, as long as doing so does not significantly affect the unit-of-production depletion rate. Costs of retired equipment, net of salvage value, are usually charged to accumulated depreciation. Capitalized interest 1,819,016 1,363,538 Depreciation, depletion, and amortization Ceiling test The ceiling test calculation uses a commodity price assumption which is based on the unweighted arithmetic average of the price on the first day of each month for each month within the prior 12-month period and excludes future cash outflows related to estimated abandonment costs. The determination of oil and natural gas reserves is a subjective process, and the accuracy of any reserve estimate depends on the quality of available data and the application of engineering and geological interpretation and judgment. Estimates of economically recoverable reserves and future net cash flows depend on a number of variable factors and assumptions that are difficult to predict and may vary considerably from actual results. In particular, reserve estimates for wells with limited or no production history are less reliable than those based on actual production. Subsequent re-evaluation of reserves and cost estimates related to future development of proved oil and natural gas reserves could result in significant revisions to proved reserves. Other issues, such as changes in regulatory requirements, technological advances, and other factors which are difficult to predict could also affect estimates of proved reserves in the future. Asset retirement obligations Inherent in the fair value calculation of an ARO are numerous assumptions and judgments including the ultimate settlement amounts, inflation factors, credit adjusted discount rates, timing of settlement, and changes in the legal, regulatory, environmental, and political environments. To the extent future revisions to these assumptions impact the fair value of the existing ARO liability, a corresponding adjustment is made to the oil and natural gas property balance. Settlements greater than or less than amounts accrued as ARO are recorded as a gain or loss upon settlement. Income taxes Authoritative guidance for uncertainty in income taxes requires that the Company recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an examination. Management has reviewed the Company’s tax positions and determined there were no uncertain tax positions requiring recognition in the consolidated financial statements. Company tax returns remain subject to federal and state tax examinations. Generally, the applicable statutes of limitation are three to four years from their respective filings. Estimated interest and penalties related to potential underpayment on any unrecognized tax benefits are classified as a component of tax expense in the statements of operation. The Company has not recorded any interest or penalties associated with unrecognized tax benefits for the nine months ended September 30, 2023, and for the year ended December 31, 2022. Revenue recognition Revenue is measured based on consideration specified in the contract with the customer, and excludes any amounts collected on behalf of third parties. The Company recognizes revenue in the amount that reflects the consideration it expects to be entitled to in exchange for transferring control of those goods to the customer. Amounts allocated in the Company’s price contracts are based on the standalone selling price of those products in the context of long-term contracts. Payment is generally received one or two months after the sale has occurred. Gain or loss on derivative instruments is outside the scope of ASC 606, Revenue Recognition Producer Gas Imbalances. Basic and diluted earnings (loss) per share Environmental laws and regulations Recent accounting pronouncements adopted

OIL & NATURAL GAS PROPERTIES

OIL & NATURAL GAS PROPERTIES	9 Months Ended
	Sep. 30, 2023
Extractive Industries [Abstract]
OIL & NATURAL GAS PROPERTIES	4. OIL & NATURAL GAS PROPERTIES The following table presents the capitalized costs for oil and natural gas properties of the Company: Schedule of Capitalized Cost for Oil and Natural Gas September 30, 2023 December 31, 2022 Evaluated costs subject to amortization $ — $ — Unevaluated costs 119,538,170 79,695,928 Total capitalized costs 119,538,170 79,695,928 Less accumulated depreciation, depletion and amortization — — Total oil and gas properties $ 119,538,170 $ 79,695,928 Unevaluated costs as of September 30, 2023, and December 31, 2022, include cumulative costs of developing projects including the Orogrande and Hazel Projects in West Texas and the costs related to the Oklahoma Properties. In accordance with required accounting adjustments related to the Spin-Off, the carrying value of the oil and natural gas assets were adjusted to fair value as of December 15, 2022. The Company periodically adjusts for the separation of evaluated versus unevaluated costs within its full cost pool to recognize the value impairment related to the expiration of, or changes in market value, of unevaluated leases. The impact of reclassifications as they become necessary is to increase the basis for calculation of future period’s depletion, depreciation and amortization which effectively recognizes the impairment on the consolidated statement of operations over future periods. Reclassified costs also become evaluated costs for purposes of ceiling tests, and which may cause recognition of increased impairment expense in future periods. There were no remaining cumulative unevaluated costs which had been reclassified within the Company’s full cost pool totals as of September 30, 2023 or December 31, 2022 since the Company had no proved reserve value associated with our properties. Due to the volatility of commodity prices, should oil and natural gas prices decline in the future, it is possible that a write-down could occur. Proved reserves are estimated quantities of crude oil, natural gas, and NGLs, which geological and engineering data demonstrate with reasonable certainty to be recoverable from known reservoirs under existing economic and operating conditions. The independent engineering estimates include only those amounts considered to be proved reserves and do not include additional amounts which may result from new discoveries in the future, or from application of secondary and tertiary recovery processes where facilities are not in place or for which transportation or marketing contracts are not in place. Estimated reserves to be developed through secondary or tertiary recovery processes are classified as unevaluated properties. Current Projects The Company is an energy company engaged in the acquisition, exploration, exploitation and/or development of oil and natural gas properties in the United States. The Company is primarily focused on the acquisition of early-stage projects, the development and delineation of these projects, and then the monetization of those assets once these activities are completed. The Company’s primary focus is the development of interests in oil and natural gas projects it holds in the Permian Basin in Hudspeth County in West Texas. The Company also holds minor interests in certain other oil and natural gas projects in Central Oklahoma that it is in the process of divesting. As of September 30, 2023, the Company had interests in three oil and natural gas projects: the Orogrande Project in Hudspeth County, Texas, the Hazel Project in Sterling, Tom Green, and Irion Counties, Texas, and two wells in Central Oklahoma. Upon the closing of transactions contemplated by the McCabe Contribution Agreement (defined below), the Company will hold a portion of the Back-In Interest (defined below) in the Orogrande Project and a portion of the Bronco Prospect (defined below). Orogrande Project, West Texas On August 7, 2014, Torchlight entered into a Purchase Agreement with Hudspeth, McCabe Petroleum Corporation (“MPC”), and Gregory McCabe (“Mr. McCabe”). Mr. McCabe was the sole owner of both Hudspeth and MPC. Under the terms and conditions of the Purchase Agreement, Torchlight purchased 100% of the capital stock of Hudspeth which held certain oil and natural gas assets, including a 100% working interest in approximately 172,000 predominately contiguous acres in the Orogrande Basin in West Texas. Mr. McCabe has, at his option, a 10% working interest back-in after payout and a reversionary interest if drilling obligations are not met, all under the terms and conditions of a participation and development agreement among Hudspeth, MPC and Mr. McCabe. Up to 100% of such back-in interest is expected to be contributed to the Company pursuant to the McCabe Contribution Agreement. Mr. McCabe also holds a 4.5% overriding royalty interest in the Orogrande acreage, which he obtained prior to, and was not a part of the August 2014 transaction. Effective March 27, 2017, the Orogrande acreage became subject to a University Lands D&D Unit Agreement (“DDU Agreement”), which allows for all 192 existing leases covering approximately 134,000 gross acres leased from University Lands to be combined into one drilling and development unit for development purposes. On or about October 11, 2022, the DDU Agreement was amended to provide that the term of the DDU Agreement expires on December 31, 2024, and the time to drill on the drilling and development unit continues through December 31, 2024. The DDU Agreement, as amended, also grants the right to extend the DDU Agreement through December 31, 2029 if compliance with the DDU Agreement is met and the extension fee associated with the additional time is paid. The Company expects to exercise its option to extend the term under the DDU Agreement prior to its expiration. Drilling obligations under the DDU Agreement, as amended, include four wells in 2021 and five wells per year in years 2022, 2023 and 2024. The drilling obligations are minimum yearly requirements and may be exceeded if acceleration is desired. While drilling wells under our 2022 drilling obligation, our operations team deployed a new mist drilling solution that increased hole stability, which we believe will result in meaningful cost savings for additional wells drilled in the Orogrande Project. Multiple test wells were drilled in the Orogrande Project in order to stay in compliance with the DDU Agreement. While these previously drilled wells may have potential to produce hydrocarbons to sell commercially in the future, we have no immediate plans to deploy the additional capital necessary to sell production from these wells to third parties. Instead, we plan to use the results from these wells to determine our drilling plans for future wells, including reservoir locations, target depths and designated acreage, in the Orogrande Project. Notwithstanding the foregoing, development of the wells continued through September 30, 2023, to further capture and document the scientific base in support of demonstrating the production potential of the property. As of September 30, 2023, we have commenced drilling activities under the 2023 drilling program, drilling two of the five wells required for the program, and depending on the results of those drilling activities, we may consider deploying the additional capital necessary to sell oil production from the wells to third parties. Acquisition of Working Interest On December 21, 2022, the Company entered into that certain Agreement and Plan of Merger (the “Merger Agreement”) with Hudspeth, Wolfbone, MPC and Mr. McCabe, pursuant to which in a series of transactions the oil and natural gas leases, the lands covered by such leases, pooling and communitization agreements, rights-of-way, the surface estate of the lands and all wells located in Orogrande Project will be transferred, conveyed and assigned to Hudspeth (or its designated assignee) in consideration of (1) treating the Orogrande Obligations (as defined in the Merger Agreement) as having been irrevocably satisfied and discharged in full with respect to MPC and (2) an issuance of 56,297,638 shares of Company common stock to Mr. McCabe (such series of transactions collectively, the “Merger”). The Merger became effective on April 25, 2023. As a result of the Merger, the Company acquired Wolfbone’s 22.6249% remaining rights to working interest in the Orogrande Project in consideration of the issuance by the Company of the 56,297,638 shares of the Company’s common stock to Mr. McCabe. The Merger was completed in accordance with the Texas Business Organizations Code, whereby (a) the Company formed NBH MergeCo, LLC with the State of Texas (“MergeCo”) in order to cause Hudspeth to assign all of its rights under the Merger Agreement to MergeCo and MergeCo assumed Hudspeth’s obligations under the Merger Agreement, (b) MergeCo, Wolfbone and MPC merged with each of Wolfbone and MPC as surviving entities, and (c) Wolfbone became a direct and wholly-owned subsidiary of the Company. The closing of the transactions contemplated by the Merger Agreement occurred on May 11, 2023. On May 11, 2023, the Company and its wholly owned subsidiary, Hudspeth, entered into a contribution and exchange agreement with each of the prior working interest owners in the Orogrande Project named in the table below (each an “Orogrande Owner” and collectively, the “Orogrande Owners”), pursuant to which, the Company issued to the Orogrande Owners the number of shares of the Company’s common stock set forth opposite such Orogrande Owner’s name below in exchange for and in order to acquire such Orogrande Owner’s rights to working interest in the Orogrande Project. Schedule of Common Stock to be issued to Orogrande Owners Shares of Common Stock Working Interest Contribution Dingus Investments, Inc. 7,050,382 2.8334 % Pandora Energy, LP 6,220,779 2.5000 % Kennedy Minerals, Ltd 6,220,779 2.5000 % The de Compiegne Property Company No. 20, Ltd 6,220,779 2.5000 % Loma Hombre Energy, LLC 622,078 0.2500 % Sero Capital, LLC 725,840 0.2917 % TOTAL 27,060,637 10.8751 % The Orogrande Project ownership as of September 30, 2023, is detailed as follows: Schedule of Orogrande Project Ownership Revenue Working Interest Interest University Lands – Mineral Owner 20.000% ORRI – Magdalena Royalties, LLC, an entity controlled by Gregory McCabe, Chairman of the Board 4.500% ORRI – Unrelated Party 0.500% Hudspeth Oil Corporation, a subsidiary of Next Bridge Hydrocarbons, Inc. 56.250% 75.000% Wolfbone Investments, LLC, a subsidiary of Next Bridge Hydrocarbons, Inc. 18.750% 25.000% Total 100.000% 100.000% Hazel Project in the Midland Basin in West Texas Effective April 4, 2016, TEI acquired from MPC a 66.66% working interest in approximately 12,000 acres in the Midland Basin. A back-in after payout of a 25% working interest was retained by MPC and another unrelated working interest owner. In October 2016, the holders of all of Torchlight’s then-outstanding shares of Series C Preferred Stock (which were issued in July 2016) elected to convert into a total 33.33% working interest in our Hazel Project, reducing TEI’s ownership from 66.66% to a 33.33% working interest. Acquisition of Additional Interests in Hazel Project On January 30, 2017, Torchlight entered into and closed an Agreement and Plan of Reorganization and a Plan of Merger with an entity which was wholly owned by Mr. McCabe, which resulted in the acquisition of approximately 40.66% working interest in the 12,000 gross acres, 9,600 net acres, in the Hazel Project. Also on January 30, 2017, Torchlight entered into and closed a Purchase and Sale Agreement with Wolfbone. Under the agreement, Torchlight acquired certain of Wolfbone’s Hazel Project assets, including its interest in the Flying B Ranch #1 well and the 40-acre unit surrounding the well. Upon the closing of the transactions, the Torchlight working interest in the Hazel Project increased by 40.66% to a total ownership of 74%. Effective June 1, 2017, Torchlight acquired an additional 6% working interest from unrelated working interest owners increasing its working interest in the Hazel project to 80%, and an overall net revenue interest of 75%. Seven test wells have been drilled on the Hazel Project to capture and document the scientific base in support of demonstrating the production potential of the property. Option Agreement with Masterson Hazel Partners, LP On August 13, 2020, the Company’s subsidiaries TEI and Torchlight Hazel (collectively, “Torchlight Subs”) entered into an option agreement (the “Option Agreement”) with Masterson Hazel Partners, LP (“MHP”) and MPC. Under the agreement, MHP was obligated to drill and complete, or cause to be drilled and completed, at its sole cost and expense, a new lateral well (the “Well”) on the Hazel Project, sufficient to satisfy Torchlight Subs’s continuous development obligations on the southern half of the prospect no later than September 30, 2020. MHP has satisfied this drilling obligation. MHP paid to Torchlight Subs $1,000 as an option fee at the time of execution of the Option Agreement. MHP is entitled to receive, as its sole recourse for the recoupment of drilling costs, the revenue from production of the Well attributable to Torchlight Subs’s interest until such time as it has recovered its reasonable costs and expenses for drilling, completing, and operating the well. In exchange for MHP satisfying the above drilling obligations, Torchlight Subs granted to MHP the exclusive right and option to perform operations, at MHP’s sole cost and expense, on the Hazel Project sufficient to satisfy Torchlight Subs’s continuous development obligations on the northern half of the prospect. MHP declined to exercise its option to purchase the entire Hazel Project. Hunton Play, Central Oklahoma As of September 30, 2023, the Company was producing from one well in the Viking Area of Mutual Interest and one well in Prairie Grove. The McCabe Contribution Agreement On July 25, 2023, the Company entered into a Contribution Agreement among the Company, Mr. McCabe, and MPC, an entity exclusively owned and operated by Mr. McCabe (the “McCabe Contribution Agreement”), pursuant to which Mr. McCabe will contribute up to a ten percent (10%) back-in working interest option for the Orogrande Project exercisable following the point in time at which the proceeds of all production from all operations conducted on the Orogrande Project (exclusive of royalty, overriding royalty and taxes chargeable to the working interest) equals the actual cost incurred by NBH and its predecessors in drilling, testing, equipping and the cost of operating the wells located on the Orogrande Prospect, inclusive of overhead charges (the “Back-In Interest”), an option originally granted to Mr. McCabe pursuant to that certain Participation Agreement, dated September 23, 2014 (the “Participation Agreement”), by and among Mr. McCabe, Hudspeth, and MPC, and MPC will contribute up to one hundred percent (100%) of the interest currently held by MPC in the drilling project located on over 1,150 acres in Vermillion Parish, Louisiana (the “Bronco Prospect”). Pursuant to the McCabe Contribution Agreement, and subject to the satisfaction of certain conditions provided therein, including the effectiveness of the Company’s Registration Statement on Form S-1 (File No. 333-273442) filed with the SEC on July 26, 2023 (as amended, the “Registration Statement”), Mr. McCabe will contribute an amount of the Back-In Interest and MPC will contribute an amount of the Bronco Prospect in proportion to the percentage of shares of common stock of NBH that are directly registered in the name of the beneficial owner with the Company’s transfer agent on or prior to the record date (as defined in the Registration Statement) and remain directly registered with the Company’s transfer agent for the holding period (as defined in the Registration Statement).

RELATED PARTY BALANCES

RELATED PARTY BALANCES	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
RELATED PARTY BALANCES	5. RELATED PARTY BALANCES As of September 30, 2023 and December 31, 2022, the Company had a balance of $- 0 177,519 The 2021 Note and Loan Agreement On October 1, 2021, the Company entered into a note payable with Meta, its former parent, to borrow up to $15 million which bears interest at 8% per annum, computed on the basis of a 360-day year (the “2021 Note”). The 2021 Note was initially to mature on March 31, 2023 (the “2021 Note Maturity Date”); provided, however, if the Company raised $30 million or more in capital through debt or equity or a combination thereof by the 2021 Note Maturity Date, the 2021 Note Maturity Date would be extended to September 30, 2023, and the outstanding principal of the 2021 Note would amortize in six equal, monthly installments. If an event of default has occurred and is continuing, interest on the 2021 Note may accrue at the default rate of 12% per annum. The outstanding principal of the 2021 Note, together with all accrued interest thereon, becomes due on the 2021 Note Maturity Date. The 2021 Note includes a restrictive covenant that, subject to certain exceptions and qualifications, restricts the Company’s ability to merge or consolidate with another person or entity, or sell or transfer all or substantially all of its assets, unless the Company is the surviving entity or the successor entity assumes all of obligations under the 2021 Note. The 2021 Note is collateralized by certain shares of common stock in Meta held by one of Meta’s stockholders, Mr. McCabe, and by a lien on a 25% interest in the Orogrande Project owned by Wolfbone, a subsidiary of the Company. On September 2, 2022, the Company entered into a loan agreement with Meta, as lender (the “Loan Agreement”) that would govern prior loan amounts advanced to the Company from Meta. As of August 11, 2022, and August 29, 2022, the Company borrowed an additional $1.2 million and $1.46 million, respectively, representing the remaining amount available for borrowing under the Loan Agreement and resulting in a total of $5 million principal amount outstanding related to the Loan Agreement, the proceeds of which were used for working capital and general corporate purposes. The term loans under the Loan Agreement bear interest at a per annum rate equal to 8% and were to mature on March 31, 2023 (the “Maturity Date”); provided, however, if the Company raised $30 million or more in capital through debt or equity, or a combination thereof by the Maturity Date, the Maturity Date would be extended to October 3, 2023 and the term loan would be amortized in six equal monthly installments. The Loan Agreement includes customary representations and covenants that, subject to exceptions and qualifications, restrict our ability to do certain things, such as: engage in mergers, acquisitions, and asset sales; transact with affiliates; undergo a change in control; incur additional indebtedness; incur liens; make loans and investments; declare dividends or redeem or repurchase equity interests; and enter into certain restrictive agreements. In addition, the Loan Agreement contains customary events of default, mandatory prepayment events and affirmative covenants, including, without limitation, covenants regarding the payment of taxes and other obligations, maintenance of insurance, maintenance of our material properties, reporting requirements, compliance with applicable laws and regulations, and formation or acquisition of new subsidiaries. On March 31, 2023, the Company entered into an amendment to the 2021 Note and an amendment to Loan Agreement in order to extend each of the 2021 Note Maturity Date and the Maturity Date respectively from March 31, 2023 to October 3, 2023. Such amendments also removed the provisions allowing for extensions of the 2021 Note Maturity Date and the Maturity Date in the event the Company raised $30 million or more in capital through debt or equity or a combination thereof by March 31, 2023. Under the terms of the Arrangement Agreement that governed the merger transaction between Torchlight and Meta in June 2021, the oil and natural gas assets were to be sold or spun out from Meta and the costs of any sale or spin-off incurred by Meta were to be borne the then-existing shareholders of Torchlight. The amount of the reimbursement payable to Meta in connection with the Spin-Off is $2.59 million which was added to the principal amount of the Loan Agreement for a principal balance outstanding of $7.59 million as of March 31, 2023. Concurrently with the amendment to the Loan Agreement, the Company made a prepayment of $1 million to reduce the principal balance to $6.59 million. On August 7, 2023, Mr. McCabe and Meta entered into a Loan Sale Agreement whereby Mr. McCabe purchased from Meta (i) the 2021 Note and (ii) all outstanding loans made to the Company by Meta pursuant to the Loan Agreement (the “Loan Purchase”). As a result of the Loan Purchase, Mr. McCabe replaced Meta as the lender and secured party under the 2021 Note and the Loan Agreement. Additionally, as part of the Loan Purchase, Meta assigned to Mr. McCabe its lien on 25% of the Orogrande Prospect. The Company’s obligations and responsibilities under the 2021 Note and the Loan Agreement remain unchanged. The combined balance on the 2021 Note and the Loan Agreement as of September 30, 2023 was $21.59 million. As of September 30, 2023, the combined total accrued and unpaid interest under the 2021 Note and the Loan Agreement was $2.63 million. On October 1, 2023, the Company and Mr. McCabe entered into an amendment to the 2021 Note and an amendment to Loan Agreement in order to extend each of the 2021 Note Maturity Date and the Maturity Date respectively from October 3, 2023 to January 3, 2024. On December 22, 2022, the Company issued an unsecured promissory note in the principal amount of up to $20 million in favor of Mr. McCabe (the “2022 Note”), which bears interest at 5% per annum, computed on the basis of a 365-day year. On June 16, 2023, the Company entered into an amendment to the 2022 Note in order to extend the maturity date of the 2022 Note (the “2022 Note Maturity Date”) from June 21, 2023 to October 3, 2023. Such amendment also removed the provisions allowing for extensions of the 2022 Note Maturity Date in the event the Company raised $30 million or more in capital through debt or equity or a combination thereof by March 31, 2023. The revolving commitment under the 2022 Note expires on the 2022 Note Maturity Date. As of September 30, 2023, the Company had $20 million in principal amount outstanding under the 2022 Note. As of September 30, 2023, the Company had $0.56 million in accrued but unpaid interest on the 2022 Note. On October 1, 2023, the Company and Mr. McCabe entered into an amendment to the 2022 Note in order to extend the 2022 Note Maturity Date from October 3, 2023 to January 3, 2024.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	6. COMMITMENTS AND CONTINGENCIES Legal Matters On April 30, 2020, the Company’s wholly owned subsidiary, Hudspeth, filed suit against Datalog LWT, Inc. d/b/a Cordax Evaluation Technologies (“Cordax”). The suit, Hudspeth and Wolfbone Investments, LLC v. Datalog LWT, Inc. d/b/a Cordax Evaluation Technologies On March 18, 2021, Cordax filed a lawsuit in Hudspeth County, Texas seeking to foreclose its mineral lien against the Orogrande Field in the amount of $104,500.01 and recover related attorney’s fees. The foreclosure action, Datalog LWT Inc. d/b/a Cordax Evaluation Technologies v. Torchlight Energy Resources, Inc On January 14, 2022, a shareholder derivative action was filed in the U.S. District Court for the Eastern District of New York captioned Hines v. Palikaras, et al. Environmental Matters The Company is subject to contingencies as a result of environmental laws and regulations. Present and future environmental laws and regulations applicable to the Company’s operations could require substantial capital expenditures or could adversely affect its operations in other ways that cannot be predicted at this time. As of September 30, 2023, and December 31, 2022, no amounts had been recorded because no specific liability has been identified that is reasonably probable of requiring the Company to fund any future material amounts.

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
STOCKHOLDERS’ EQUITY	7. STOCKHOLDERS’ EQUITY The Company has 500,000,000 0.0001 50,000,000 0.0001 165,472,241 no 248,830,516 no Stock Based Compensation In 2022, the Company’s board of directors adopted, and the stockholders approved, the 2022 Equity Incentive Plan (the “2022 Plan”). The 2022 Plan permits the Company to grant stock options, restricted stock, restricted stock units, performance shares awards and any one or more of the foregoing, for up to a maximum of 58,273,612 shares following an automatic increase to the number of shares reserved under the 2022 Plan on January 1, 2023. During the nine months ended September 30, 2023, the Company granted 35,856,521 stock options as authorized under the 2022 Plan. Vesting is subject to continued service with the Company for up to one year with provisions for earlier vesting subject to the attainment of events outlined in the Plan. Upon the resignations by certain of the Company’s employees, 6,618,889 of the options granted to those employees during the nine months ended September 30, 2023 were forfeited, canceled and returned to the option pool available under the 2022 Plan. Options granted were valued using the Black-Scholes Option Pricing Model resulting in a total value of $ 2,558,252 1,292,231 A summary of stock options outstanding as of September 30, 2023, all of which expire in 2033, including the relevant exercise price is presented below: Schedule of Stock Options Outstanding Exercise Expiration Price 2033 Total $ 1.2056 29,237,632 29,237,632 29,237,632 29,237,632

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2023
Income Tax Disclosure [Abstract]
INCOME TAXES	8. INCOME TAXES The Company recorded no income tax provision at September 30, 2023 and December 31, 2022 because of anticipated losses for the 2023 fiscal year and actual losses incurred in 2022. The Company estimates its annual effective income tax rate in recording its quarterly provision for income taxes in the various jurisdictions in which it operates. Statutory tax rate changes and other significant or unusual items are recognized as discrete items in the quarter in which they occur. The Company recorded no income tax expense for the nine months ended September 30, 2023 because the Company expects to incur a tax loss in the current year. Similarly, no income tax expense was recognized for the year ended December 31, 2022. The Company had a Gross deferred tax asset related to federal net operating loss carryforwards of $ 66,028,393 55,153,554

NOTES PAYABLE, RELATED PARTIES

NOTES PAYABLE, RELATED PARTIES	9 Months Ended
	Sep. 30, 2023
Notes Payable Related Parties
NOTES PAYABLE, RELATED PARTIES	9. NOTES PAYABLE, RELATED PARTIES On October 1, 2021, we issued a secured, revolving promissory note in an original principal amount of up to $ 15 million 8% Additionally, we have an aggregate principal balance of $6.59 million outstanding under the Loan Agreement with Mr. McCabe as successor-in-interest to Meta, which bears interest at a fixed rate of 8% per annum if no event of default exists, and at a fixed rate of 12% per annum if an event of default exists. Pursuant to an amendment to the Loan Agreement dated as of October 1, 2023, the loans under the Loan Agreement mature on January 3, 2024. The combined balance on the 2021 Note and the Loan Agreement as of September 30, 2023 was $21.59 million. As of September 30, 2023, the combined total accrued and unpaid interest under the 2021 Note and the Loan Agreement was $2.63 million. In connection with the Merger, on December 22, 2022, the Company entered into the 2022 Note in the principal amount of up to $20 million in favor of Mr. McCabe. The Company is entitled to request advances under the 2022 Note in a minimum principal amount of $100,000 each. Mr. McCabe is the largest shareholder of the Company’s common stock and the chairman of the board of directors of the Company. Pursuant to an amendment to the 2022 Note dated October 1, 2023, the 2022 Note matures on January 3, 2024. As of September 30, 2023, the Company had a balance of $ 20 million 0.56 million

ASSET RETIREMENT OBLIGATIONS

ASSET RETIREMENT OBLIGATIONS	9 Months Ended
	Sep. 30, 2023
Asset Retirement Obligation Disclosure [Abstract]
ASSET RETIREMENT OBLIGATIONS	10. ASSET RETIREMENT OBLIGATIONS The following is a reconciliation of the asset retirement obligations liability through September 30, 2023: Schedule of Asset Retirement Obligations Liability Asset retirement obligations – January 1, 2022 $ 21,937 Accretion expense 1,092 Estimated liabilities recorded 223,837 Asset retirement obligations – December 31, 2022 $ 246,866 Accretion expense 5,865 Estimated liabilities recorded — Asset retirement obligations – March 31, 2023 $ 252,731 Accretion expense 6,071 Estimated liabilities recorded — Asset retirement obligations – June 30, 2023 $ 258,802 Accretion expense 6,024 Estimated liabilities recorded — Asset retirement obligations – September 30, 2023 $ 264,826

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	11. SUBSEQUENT EVENTS Maturity Date Extension On October 1, 2023, the Company and Mr. McCabe as successor in interest to Meta entered into an amendment to the 2021 Note and an amendment to the Loan Agreement extending the 2021 Note Maturity Date and the Maturity Date, respectively from October 3, 2023 to January 3, 2024. Additionally, on October 1, 2023, the Company and Mr. McCabe entered into an amendment to the 2022 Note extending the 2022 Note Maturity Date from October 3, 2023 to January 3, 2024. Participation Agreements Effective as of October 6, 2023, we and certain investor participants (each a “Participant” and collectively the “Participants”) entered into twenty-five separate Participation Agreements (the “Participation Agreements”) to conduct drilling of wells in our approximately 17,000 acre Johnson Prospect in Hudspeth County, Texas, which is a portion of our Orogrande Project. Pursuant to the Participation Agreements, the Participants collectively funded $7,000,000, which will be used to (i) acquire the rights to drill on the Johnson Prospect and (ii) finance the drilling of five (5) vertical wells in the Johnson Prospect in connection with our 2023 drilling program requirements under its University Lands Drilling and Development Unit Agreement. Each Participant will have the right to participate in the drilling of additional wells on the Johnson Prospect in the future, including an additional five (5) vertical wells in locations determined by Hudspeth Operating, in its sole discretion, in 2024. The Participation Agreements provide for an initial allocation of the working interests and net revenue interests among each Participant and us and then a re-allocation upon payout or payment to such Participant of drilling and completion costs for each well drilled. Following payout, we will own 25% of working interest as described below and 18.75% net revenue interest in each well. Hudspeth Operating will be the operator of the Johnson Prospect pursuant to a joint operating agreement (the “Operating Agreement”) entered into in connection with the Participation Agreements. The Participation Agreements and the Operating Agreement require, among other things, that we and Hudspeth Operating drill and complete at least five (5) vertical wells by December 31, 2023, unless the term of the Participation Agreements is extended . As of September 30, 2023, a total of $5,611,892 of the funding had been advanced to us by the Participants. We reserved a twenty-five percent (25%) back-in interest, which shall automatically revert to us following the date that each Participant first recovers 100% of the costs attributable to the drilling and development of the wells in which such Participant has participated. Further, within a specified period following drilling of the initial five (5) wells, pursuant to the Participation Agreement each Participant may elect to transfer and assign all of its interests to us in exchange for the issuance of shares of common stock of the Company at a value of $1.20 per share. One of the Participants is McCabe Petroleum Corporation, an entity controlled by Mr. McCabe, the Chairman of our Board of Directors, our largest shareholder and a lender of the Company. As such, entry into such Participation Agreement and the related transactions pursuant thereto constitute related party transactions, which have been duly approved by the our Board of Directors and Audit Committee.

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Use of estimates	Use of estimates
Basis of presentation	Basis of presentation In the opinion of management, the accompanying consolidated financial statements include all adjustments, consisting of normal recurring adjustments, necessary to fairly present the financial position as of, and the results of operations for all periods presented. In preparing the accompanying financial statements, management has made certain estimates and assumptions that affect reported amounts in the consolidated financial statements and disclosures of contingencies. Actual results may differ from those estimates.
Risks and uncertainties	Risks and uncertainties
Concentration of risks	Concentration of risks
Fair value of financial instruments	Fair value of financial instruments For assets and liabilities that require re-measurement to fair value the Company categorizes them in a three-level fair value hierarchy as follows: ● Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. ● Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration. ● Level 3 inputs are unobservable inputs based on management’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.
Cash and cash equivalents	Cash and cash equivalents
Accounts receivable	Accounts receivable
Oil and natural gas properties	Oil and natural gas properties Oil and natural gas properties include costs that are excluded from costs being depleted or amortized. Oil and natural gas property costs excluded represent investments in unevaluated properties and include non-producing leasehold, geological, and geophysical costs associated with leasehold or drilling interests and exploration drilling costs. The Company allocates a portion of its acquisition costs to unevaluated properties based on relative value. Costs are transferred to the full cost pool as the properties are evaluated over the life of the reservoir. Unevaluated properties are reviewed for impairment at least quarterly and are determined through an evaluation considering, among other factors, seismic data, requirements to relinquish acreage, drilling results, remaining time in the commitment period, remaining capital plan, and political, economic, and market conditions. Gains and losses, if any, on the sale of oil and natural gas properties are not generally reflected in income unless the gain or loss would significantly alter the relationship between capitalized costs and proved reserves. Sales of less than 100% of the Company’s interest in the oil and natural gas property are treated as a reduction of the capital cost of the field, with no gain or loss recognized, as long as doing so does not significantly affect the unit-of-production depletion rate. Costs of retired equipment, net of salvage value, are usually charged to accumulated depreciation.
Capitalized interest	Capitalized interest 1,819,016 1,363,538
Depreciation, depletion, and amortization	Depreciation, depletion, and amortization
Ceiling test	Ceiling test The ceiling test calculation uses a commodity price assumption which is based on the unweighted arithmetic average of the price on the first day of each month for each month within the prior 12-month period and excludes future cash outflows related to estimated abandonment costs. The determination of oil and natural gas reserves is a subjective process, and the accuracy of any reserve estimate depends on the quality of available data and the application of engineering and geological interpretation and judgment. Estimates of economically recoverable reserves and future net cash flows depend on a number of variable factors and assumptions that are difficult to predict and may vary considerably from actual results. In particular, reserve estimates for wells with limited or no production history are less reliable than those based on actual production. Subsequent re-evaluation of reserves and cost estimates related to future development of proved oil and natural gas reserves could result in significant revisions to proved reserves. Other issues, such as changes in regulatory requirements, technological advances, and other factors which are difficult to predict could also affect estimates of proved reserves in the future.
Asset retirement obligations	Asset retirement obligations Inherent in the fair value calculation of an ARO are numerous assumptions and judgments including the ultimate settlement amounts, inflation factors, credit adjusted discount rates, timing of settlement, and changes in the legal, regulatory, environmental, and political environments. To the extent future revisions to these assumptions impact the fair value of the existing ARO liability, a corresponding adjustment is made to the oil and natural gas property balance. Settlements greater than or less than amounts accrued as ARO are recorded as a gain or loss upon settlement.
Income taxes	Income taxes Authoritative guidance for uncertainty in income taxes requires that the Company recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an examination. Management has reviewed the Company’s tax positions and determined there were no uncertain tax positions requiring recognition in the consolidated financial statements. Company tax returns remain subject to federal and state tax examinations. Generally, the applicable statutes of limitation are three to four years from their respective filings. Estimated interest and penalties related to potential underpayment on any unrecognized tax benefits are classified as a component of tax expense in the statements of operation. The Company has not recorded any interest or penalties associated with unrecognized tax benefits for the nine months ended September 30, 2023, and for the year ended December 31, 2022.
Revenue recognition	Revenue recognition Revenue is measured based on consideration specified in the contract with the customer, and excludes any amounts collected on behalf of third parties. The Company recognizes revenue in the amount that reflects the consideration it expects to be entitled to in exchange for transferring control of those goods to the customer. Amounts allocated in the Company’s price contracts are based on the standalone selling price of those products in the context of long-term contracts. Payment is generally received one or two months after the sale has occurred. Gain or loss on derivative instruments is outside the scope of ASC 606, Revenue Recognition Producer Gas Imbalances.
Basic and diluted earnings (loss) per share	Basic and diluted earnings (loss) per share
Environmental laws and regulations	Environmental laws and regulations
Recent accounting pronouncements adopted	Recent accounting pronouncements adopted

OIL & NATURAL GAS PROPERTIES (T

OIL & NATURAL GAS PROPERTIES (Tables)	9 Months Ended
	Sep. 30, 2023
Extractive Industries [Abstract]
Schedule of Capitalized Cost for Oil and Natural Gas	The following table presents the capitalized costs for oil and natural gas properties of the Company: Schedule of Capitalized Cost for Oil and Natural Gas September 30, 2023 December 31, 2022 Evaluated costs subject to amortization $ — $ — Unevaluated costs 119,538,170 79,695,928 Total capitalized costs 119,538,170 79,695,928 Less accumulated depreciation, depletion and amortization — — Total oil and gas properties $ 119,538,170 $ 79,695,928
Schedule of Common Stock to be issued to Orogrande Owners	Schedule of Common Stock to be issued to Orogrande Owners Shares of Common Stock Working Interest Contribution Dingus Investments, Inc. 7,050,382 2.8334 % Pandora Energy, LP 6,220,779 2.5000 % Kennedy Minerals, Ltd 6,220,779 2.5000 % The de Compiegne Property Company No. 20, Ltd 6,220,779 2.5000 % Loma Hombre Energy, LLC 622,078 0.2500 % Sero Capital, LLC 725,840 0.2917 % TOTAL 27,060,637 10.8751 %
Schedule of Orogrande Project Ownership	The Orogrande Project ownership as of September 30, 2023, is detailed as follows: Schedule of Orogrande Project Ownership Revenue Working Interest Interest University Lands – Mineral Owner 20.000% ORRI – Magdalena Royalties, LLC, an entity controlled by Gregory McCabe, Chairman of the Board 4.500% ORRI – Unrelated Party 0.500% Hudspeth Oil Corporation, a subsidiary of Next Bridge Hydrocarbons, Inc. 56.250% 75.000% Wolfbone Investments, LLC, a subsidiary of Next Bridge Hydrocarbons, Inc. 18.750% 25.000% Total 100.000% 100.000%

STOCKHOLDERS_ EQUITY (Tables)

STOCKHOLDERS’ EQUITY (Tables)	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Schedule of Stock Options Outstanding	A summary of stock options outstanding as of September 30, 2023, all of which expire in 2033, including the relevant exercise price is presented below: Schedule of Stock Options Outstanding Exercise Expiration Price 2033 Total $ 1.2056 29,237,632 29,237,632 29,237,632 29,237,632

ASSET RETIREMENT OBLIGATIONS (T

ASSET RETIREMENT OBLIGATIONS (Tables)	9 Months Ended
	Sep. 30, 2023
Asset Retirement Obligation Disclosure [Abstract]
Schedule of Asset Retirement Obligations Liability	The following is a reconciliation of the asset retirement obligations liability through September 30, 2023: Schedule of Asset Retirement Obligations Liability Asset retirement obligations – January 1, 2022 $ 21,937 Accretion expense 1,092 Estimated liabilities recorded 223,837 Asset retirement obligations – December 31, 2022 $ 246,866 Accretion expense 5,865 Estimated liabilities recorded — Asset retirement obligations – March 31, 2023 $ 252,731 Accretion expense 6,071 Estimated liabilities recorded — Asset retirement obligations – June 30, 2023 $ 258,802 Accretion expense 6,024 Estimated liabilities recorded — Asset retirement obligations – September 30, 2023 $ 264,826

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	3 Months Ended						9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2023	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net Income (Loss) Attributable to Parent	$ 2,475,214	$ 2,455,753	$ 2,387,451	$ 2,164,187	$ 1,764,071	$ 836,035	$ 7,318,418	$ 4,764,293
Working Capital Deficit	$ 46,611,246						$ 46,611,246

SIGNIFICANT ACCOUNTING POLICI_3

SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Accounting Policies [Abstract]
Interest Costs Capitalized	$ 1,819,016
Accumulated Capitalized Interest Costs			$ 1,363,538

OIL & NATURAL GAS PROPERTIES (D

OIL & NATURAL GAS PROPERTIES (Details) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Extractive Industries [Abstract]
Evaluated costs subject to amortization
Unevaluated costs	119,538,170	79,695,928
Total capitalized costs	119,538,170	79,695,928
Less accumulated depreciation, depletion and amortization
Total oil and gas properties	$ 119,538,170	$ 79,695,928

OIL & NATURAL GAS PROPERTIES _2

OIL & NATURAL GAS PROPERTIES (Details 2) - shares	Sep. 30, 2023	May 11, 2023	Dec. 31, 2022
Reserve Quantities [Line Items]
Common Stock, Shares, Issued	248,830,516		165,472,241
Orogrande Project [Member]
Reserve Quantities [Line Items]
Common Stock, Shares, Issued		27,060,637
Equity Method Investment, Ownership Percentage		10.8751%
Orogrande Project [Member] | Dingus Investments, Inc.
Reserve Quantities [Line Items]
Common Stock, Shares, Issued		7,050,382
Equity Method Investment, Ownership Percentage		2.8334%
Orogrande Project [Member] | Pandora Energy, LP
Reserve Quantities [Line Items]
Common Stock, Shares, Issued		6,220,779
Equity Method Investment, Ownership Percentage		2.50%
Orogrande Project [Member] | Kennedy Minerals, Ltd
Reserve Quantities [Line Items]
Common Stock, Shares, Issued		6,220,779
Equity Method Investment, Ownership Percentage		2.50%
Orogrande Project [Member] | The de Compiegne Property Company No. 20, Ltd
Reserve Quantities [Line Items]
Common Stock, Shares, Issued		6,220,779
Equity Method Investment, Ownership Percentage		2.50%
Orogrande Project [Member] | Loma Hombre Energy, LLC
Reserve Quantities [Line Items]
Common Stock, Shares, Issued		622,078
Equity Method Investment, Ownership Percentage		0.25%
Orogrande Project [Member] | Sero Capital, LLC
Reserve Quantities [Line Items]
Common Stock, Shares, Issued		725,840
Equity Method Investment, Ownership Percentage		0.2917%

OIL & NATURAL GAS PROPERTIES _3

OIL & NATURAL GAS PROPERTIES (Details 3)	9 Months Ended
	Sep. 30, 2023
Revenue Interest	1
Working Interest	1
University Lands - Mineral Owner
Revenue Interest	0.20000
ORRI - Magdalena Royalties, LLC, an entity controlled by Gregory McCabe
Revenue Interest	0.04500
ORRI - Unrelated Party
Revenue Interest	0.00500
Hudspeth Oil Corporation, a subsidiary of Next Bridge Hydrocarbons, Inc.
Revenue Interest	0.56250
Working Interest	0.75000
Wolfbone Investments, LLC, an entity controlled by Gregory McCabe
Revenue Interest	0.18750
Working Interest	0.25000

RELATED PARTY BALANCES (Details

RELATED PARTY BALANCES (Details Narrative) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Related Party Transactions [Abstract]
Account Receivable. Related Party	$ 0	$ 177,519

STOCKHOLDERS' EQUITY (Details)

STOCKHOLDERS' EQUITY (Details)	Sep. 30, 2023 $ / shares shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number	29,237,632
2033 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number	29,237,632
Exercise Price 1.2056
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number	29,237,632
Exercise Price 1.2056 | 2033 [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number	29,237,632
Share-Based Compensation Arrangement by Share-Based Payment Award, Per Share Weighted Average Price of Shares Purchased | $ / shares	$ 1.2056

STOCKHOLDERS_ EQUITY (Details N

STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Equity [Abstract]
Common Stock, Shares Authorized	500,000,000			500,000,000		500,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001			$ 0.0001		$ 0.0001
Preferred Stock, Shares Authorized	50,000,000			50,000,000		50,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.0001			$ 0.0001		$ 0.0001
Common Stock, Shares, Issued	248,830,516			248,830,516		165,472,241
Common Stock, Shares, Outstanding	248,830,516			248,830,516		165,472,241
Preferred Stock, Shares Issued	0			0		0
Preferred Stock, Shares Outstanding	0			0		0
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value	$ 2,558,252			$ 2,558,252
Proceeds from Issuance or Sale of Equity	$ 763,304	$ 383,772	$ 145,155	$ 1,292,231

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Operating Loss Carryforwards	$ 66,028,393	$ 55,153,554

NOTES PAYABLE, RELATED PARTIES

NOTES PAYABLE, RELATED PARTIES (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Notes Payable		$ 22,573,724
[custom:NotesPayableRelatedPartiesClassifiedCurrent1-0]	41,589,362	2,000,000
Interest Payable, Current	$ 3,191,007	$ 1,571,336
Meta Materials, Inc. | 2021 Note
Defined Benefit Plan Disclosure [Line Items]
Debt Instrument, Maturity Date, Description	On October 1, 2021, we issued a secured, revolving promissory note in an original principal amount of up to $15 million, which was subsequently increased to $20 million, in favor of Meta (as amended to date, the “2021 Note”).
Notes Payable			$ 15,000,000
Debt Instrument, Interest Rate During Period	8%
Gregory McCabe
Defined Benefit Plan Disclosure [Line Items]
[custom:NotesPayableRelatedPartiesClassifiedCurrent1-0]	$ 20,000,000
Interest Payable, Current	$ 560,000

ASSET RETIREMENT OBLIGATIONS (D

ASSET RETIREMENT OBLIGATIONS (Details) - USD ($)	3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022
Asset Retirement Obligation Disclosure [Abstract]
Asset retirement obligations – January 1, 2022	$ 258,802	$ 252,731	$ 246,866	$ 246,866	$ 21,937	$ 21,937
Accretion expense	6,024	6,071	5,865	17,961		1,092
Estimated liabilities recorded						223,837
Asset retirement obligations – September 30, 2023	$ 264,826	$ 258,802	$ 252,731	$ 264,826		$ 246,866