Restatement of Previously Issued Financial Statements

3 Months Ended

Mar. 31, 2024

Restatement of Previously Issued Financial Statements

Restatement of Previously Issued Financial Statements

Note 5. Restatement of Previously Issued Financial Statements

As discussed in Note 6, the Merger was deemed to be a reverse merger for accounting purposes. As a result, the Company previously valued Camber’s investment in the common stock it held in Viking at the Merger date at book value as the Company believed it could not write up the value of its own shares as part of the transaction. This book value investment was then eliminated upon consolidation.

The Company has concluded that this investment should rather be recorded at fair value at the Merger date.  This investment is accordingly then treated as an acquisition of stock and classified as a reduction of stockholders’ equity.  The Company has restated its consolidated financial statements for the periods subsequent to the Merger to reflect this change.

The restatement results in a reduction in goodwill arising from the merger and a corresponding reduction in Stockholders’ Equity in the consolidated balance sheet.  The restatement does not have any impact on the statement of operations for the three months ended March 31, 2024. The restatement is a non-cash adjustment and does not impact the cash flows of the Company.

The table below sets forth the changes to the consolidated balance sheet as of March 31, 2024:

	As Previously Reported			Adjustments			As Restated
ASSETS
Total current assets		15,568,099			-			15,568,099
Total oil and gas properties, net		-			-			-
Fixed assets, net		1,616,824			-			1,616,824
Right of use assets, net		3,972,292			-			3,972,292
ESG Clean Energy license, net		4,191,475			-			4,191,475
Other intangibles - Simson Maxwell, net		2,375,324			-			2,375,324
Other intangibles - Variable Interest Entities		15,433,340			-			15,433,340
Goodwill		52,970,485			(18,110,074	)		34,860,411	(1)(2)
Due from related parties		341,397			-			341,397
Deposits and other assets		-			-			-
TOTAL ASSETS		96,469,236			(18,110,074	)		78,359,162
LIABILITIES AND STOCKHOLDERS’ EQUITY
TOTAL LIABILITIES		76,313,104			-			76,313,104
STOCKHOLDERS’ EQUITY
Preferred stock Series A		28			-			28
Preferred stock Series C		1			-			1
Preferred stock Series G		5			-			5
Preferred stock Series H		3			-			3
Common stock		151,940			-			151,940
Common stock to be issued		16,253,757			-			16,253,757
Additional paid-in capital		175,381,616			(32,596,819	)		142,784,797	(1)
Accumulated other comprehensive loss		(246,675	)		-			(246,675	)
Accumulated deficit		(180,942,649	)		14,486,745			(166,455,904	)(2)
Parent’s stockholders’ equity in Camber		10,598,026			(18,110,074	)		(7,512,048	)
Non-controlling interest		9,558,106			-			9,558,106
TOTAL STOCKHOLDERS’ EQUITY		20,156,132			(18,110,074	)		2,046,058
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		96,469,236			(18,110,074	)		78,359,162

(1) Reduction of goodwill and additional paid-in capital due to restatement of Camber's equity investment in Viking at merger date to fair value.

(2) Reversal of goodwill impairment charge.

The table below sets forth the changes to the consolidated statement of changes in Stockholders’ Equity for the three months ended March 31, 2024:

	Additional Paid In Capital								Accumulated Deficit
	As Previously Reported		Adjustments			As Restated			As Previously Reported			Adjustments		As Restated
Balances at December 31, 2023		169,460,183		(32,596,819	)		136,863,364	(1)		(154,837,638	)		14,486,745		(140,350,893	)(2)
Common shares issued on true-up of Series C preferred stock		5,921,433		-			5,921,433			-			-		-
Common shares to be issued on true-up of Series C preferred stock		-		-			-			-			-		-
Common shares issued for services		-		-			-			-			-		-
Foreign currency translation adjustment		-		-			-			-			-		-
Net loss		-		-			-			(26,105,011	)		-		(26,105,011	)
Balances at March 31, 2024		175,381,616		(32,596,819	)		142,784,797			(180,942,649	)		14,486,745		(166,455,904	)

(1) Reduction of goodwill and additional paid-in capital due to restatement of Camber's equity investment in Viking at merger date to fair value.

(2) Reversal of goodwill impairment charge.