UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01 Other Events.
As previously disclosed in the Current Report on Form 8-K of Prairie Operating Co. (the “Company”) filed with the Securities and Exchange Commission (the “SEC”) on February 7, 2025, the Company and certain of its subsidiaries entered into a Purchase and Sale Agreement to purchase certain oil gas properties (the “Acquired Properties”) from Bayswater Resources, LLC, Bayswater Fund III-A, LLC, Bayswater Fund III-B, LLC, Bayswater Fund IV-A, LP, Bayswater Fund IV-B, LP, Bayswater Fund IV-Annex, LP, and Bayswater Exploration & Production, LLC (collectively, “Bayswater”).
The Company is also filing:
| ● | the audited combined statement of revenue and direct operating expenses of the Acquired Properties for the years ended December 31, 2024 and 2023, as set forth in Exhibit 99.2, which is incorporated herein by reference; | |
| ● | its management’s discussion and analysis of results of operations of the Acquired Properties, as set forth in Exhibit 99.3, which is incorporated herein by reference; | |
| ● | the unaudited pro forma condensed combined financial information of the Company as of and for the year ended December 31, 2024, as set forth in Exhibit 99.4, which is incorporated herein by reference; and | |
| ● | the report of Cawley, Gillespie & Associates, Inc., independent petroleum engineers, relating to the pro forma estimated reserves of the Company as of December 31, 2024, as set forth in Exhibit 99.5, which is incorporated herein by reference. |
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The audited combined statement of revenue and direct operating expenses of the Acquired Properties for the years ended December 31, 2024 and 2023 is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
(b) Pro Forma Financial Information.
The unaudited pro forma condensed combined financial information of the Company as of and for the year ended December 31, 2024 is attached hereto as Exhibit 99.4 and is incorporated herein by reference. The pro forma financial statements being filed in this Current Report on Form 8-K supersede the pro forma financial statements that were filed in the Company’s Current Report on Form 8-K filed with the SEC on February 7, 2025.
(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PRAIRIE OPERATING CO. | ||
| By: | /s/ Craig Owen | |
| Name: | Craig Owen | |
| Title: | Chief Financial Officer | |
Date: March 24, 2025