UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the Quarterly Period Ended ~~December~~March 31, ~~2024~~2025

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

For the transition period from to

Commission File Number: 001-41558

Permex Petroleum Corporation

(Exact name of registrant as specified in its charter)

British Columbia, Canada		98-1384682
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

1700 Post Oak Boulevard, 2 Blvd Place Suite 600
Houston Texas		77056
(Address of principal executive offices)		(Zip Code)

(346) 245-8981

(Registrant’s telephone number, including area code)

Not applicable

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

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by checkmark 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 checkmark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company. or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☐		Accelerated Filer ☐
Non-accelerated Filer ☒		Smaller Reporting Company ☒
Emerging Growth Company ☒

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 Act). Yes ☐ No ☒

As of ~~February~~May 1415, 2025, there were 551,503 common shares of the registrant issued and outstanding.

PERMEX PETROLEUM CORPORATION

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

TABLE OF CONTENTS

	Page
Explanatory Note	3
Cautionary Notice Regarding Forward Looking Statements	5
PART I. FINANCIAL INFORMATION	6
Item 1. Financial Statements (Unaudited)	6
a) Condensed Interim Consolidated Balance Sheets as of December 31, 2024 and September 30, 2024	6
a) Condensed Interim Consolidated Balance Sheets as of March 31, 2025 and September 30, 2024	6
b) Condensed Interim Consolidated Statements of Operations and Comprehensive Loss – Three Months Ended December 31, 2024 and 2023	7
b) Condensed Interim Consolidated Statements of Operations and Comprehensive Loss – Three and Six Months Ended March 31, 2025 and 2024	7
c) Condensed Interim Consolidated Statements of Changes in Stockholders’ Equity – Three Months Ended December 31, 2024 and 2023	8
c) Condensed Interim Consolidated Statements of Changes in Stockholders’ Equity – Three and Six Months Ended March 31, 2025 and 2024	8
e) Condensed Interim Consolidated Statements of Cash Flows – Three Months Ended December 31, 2024 and 2023	9
e) Condensed Interim Consolidated Statements of Cash Flows – Six Months Ended March 31, 2025 and 2024	9
f) Notes to Condensed Interim Consolidated Financial Statements	10
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3. Quantitative and Qualitative Disclosures about Market Risk	29
Item 4. Controls and Procedures	29
PART II. OTHER INFORMATION	30
Item 1. Legal Proceedings	30
Item 1A. Risk Factors	31
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 3. Defaults upon Senior Securities	31
Item 4. Mine Safety Disclosures	31
Item 5. Other Information	31
Item 6. Exhibits	31

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EXPLANATORY NOTE

Unless otherwise indicated or the context otherwise requires, all references in this Quarterly Report on Form 10-Q (this “Report”) to “we,” “us,” “our,” “Permex,” and the “Company” are to Permex Petroleum Corporation., a corporation existing under the laws of the Province of British Columbia, Canada, and our wholly-owned subsidiary.

Unless otherwise indicated in this Report, natural gas volumes are stated at the legal pressure base of the state or geographic area in which the reserves are located at 60 degrees Fahrenheit. Crude oil and natural gas equivalents are determined using the ratio of six Mcf of natural gas to one barrel of crude oil, condensate or natural gas liquids.

The following definitions shall apply to the technical terms used in this Report.

Terms used to describe quantities of crude oil and natural gas:

“Bbl.” One stock tank barrel, of 42 U.S. gallons liquid volume, used herein in reference to crude oil, condensate or NGLs.

“Boe.” A barrel of oil equivalent and is a standard convention used to express crude oil, NGL and natural gas volumes on a comparable crude oil equivalent basis. Gas equivalents are determined under the relative energy content method by using the ratio of 6.0 Mcf of natural gas to 1.0 Bbl of crude oil or NGL.

“MBoe” One thousand barrels of oil equivalent.

“MBbl.” One thousand barrels of crude oil, condensate or NGLs.

“Mcf.” One thousand cubic feet of natural gas.

“NGLs.” Natural gas liquids. Hydrocarbons found in natural gas that may be extracted as liquefied petroleum gas and natural gasoline.

Terms used to describe our interests in wells and acreage:

“Basin.” A large natural depression on the earth’s surface in which sediments generally brought by water accumulate.

“Completion.” The process of treating a drilled well followed by the installation of permanent equipment for the production of crude oil, NGLs, and/or natural gas.

“Developed acreage.” Acreage consisting of leased acres spaced or assignable to productive wells. Acreage included in spacing units of infill wells is classified as developed acreage at the time production commences from the initial well in the spacing unit. As such, the addition of an infill well does not have any impact on a company’s amount of developed acreage.

“Development well.” A well drilled within the proved area of a crude oil, NGL, or natural gas reservoir to the depth of a stratigraphic horizon (rock layer or formation) known to be productive for the purpose of extracting proved crude oil, NGL, or natural gas reserves.

“Differential.” The difference between a benchmark price of crude oil and natural gas, such as the NYMEX crude oil spot price, and the wellhead price received.

“Dry hole.” A well found to be incapable of producing hydrocarbons in sufficient quantities such that proceeds from the sale of such production exceed production expenses and taxes.

“Field.” An area consisting of a single reservoir or multiple reservoirs all grouped on, or related to, the same individual geological structural feature or stratigraphic condition. The field name refers to the surface area, although it may refer to both the surface and the underground productive formations.

“Formation.” A layer of rock which has distinct characteristics that differs from nearby rock.

“Gross acres or Gross wells.” The total acres or wells, as the case may be, in which a working interest is owned.

“Held by operations.” A provision in an oil and gas lease that extends the stated term of the lease as long as drilling operations are ongoing on the property.

“Held by production” or “HBP” A provision in an oil and gas lease that extends the stated term of the lease as long as the property produces a minimum quantity of crude oil, NGLs, and natural gas.

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“Hydraulic fracturing.” The technique of improving a well’s production by pumping a mixture of fluids into the formation and rupturing the rock, creating an artificial channel. As part of this technique, sand or other material may also be injected into the formation to keep the channel open, so that fluids or natural gases may more easily flow through the formation.

“Infill well.” A subsequent well drilled in an established spacing unit of an already established productive well in the spacing unit. Acreage on which infill wells are drilled is considered developed commencing with the initial productive well established in the spacing unit. As such, the addition of an infill well does not have any impact on a company’s amount of developed acreage.

“Net acres.” The percentage ownership of gross acres. Net acres are deemed to exist when the sum of fractional ownership working interests in gross acres equals one (e.g., a 10% working interest in a lease covering 640 gross acres is equivalent to 64 net acres).

“NYMEX.” The New York Mercantile Exchange.

“Productive well.” A well that is found to be capable of producing hydrocarbons in sufficient quantities such that proceeds from the sale of the production exceed production expenses and taxes.

“Recompletion.” The process of treating a drilled well followed by the installation of permanent equipment for the production of crude oil, NGLs or natural gas or, in the case of a dry hole, the reporting of abandonment to the appropriate agency.

“Reservoir.” A porous and permeable underground formation containing a natural accumulation of producible crude oil, NGLs and/or natural gas that is confined by impermeable rock or water barriers and is separate from other reservoirs.

“Spacing.” The distance between wells producing from the same reservoir. Spacing is often expressed in terms of acres, e.g., 40-acre spacing, and is often established by regulatory agencies.

“Undeveloped acreage.” Leased acreage on which wells have not been drilled or completed to a point that would permit the production of economic quantities of crude oil, NGLs, and natural gas, regardless of whether such acreage contains proved reserves. Undeveloped acreage includes net acres held by operations until a productive well is established in the spacing unit.

“Unit.” The joining of all or substantially all interests in a reservoir or field, rather than a single tract, to provide for development and operation without regard to separate property interests. Also, the area covered by a unitization agreement.

“Wellbore.” The hole drilled by the bit that is equipped for natural gas production on a completed well. Also called well or borehole.

“Working interest.” The right granted to the lessee of a property to explore for and to produce and own crude oil, NGLs, natural gas or other minerals. The working interest owners bear the exploration, development, and operating costs on either a cash, penalty, or carried basis.

“Workover.” Operations on a producing well to restore or increase production.

Terms used to assign a present value to or to classify our reserves:

“Possible reserves.” The additional reserves which analysis of geoscience and engineering data suggest are less likely to be recoverable than probable reserves.

“Pre-tax PV-10% or PV-10.” The estimated future net revenue, discounted at a rate of 10% per annum, before income taxes and with no price or cost escalation or de-escalation in accordance with guidelines promulgated by the United States Securities and Exchange Commission (the “SEC”).

“Probable reserves.” The additional reserves which analysis of geoscience and engineering data indicate are less likely to be recovered than proved reserves but which together with proved reserves, are as likely as not to be recovered.

“Proved reserves.” The quantities of crude oil, NGLs and natural gas, which, by analysis of geosciences and engineering data, can be estimated with reasonable certainty to be economically producible, from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and government regulations, prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation. The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time.

“Proved undeveloped reserves” or “PUDs.” Proved Reserves that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion. Reserves on undrilled acreage are limited to those directly offsetting development spacing areas that are reasonably certain of production when drilled, unless evidence using reliable technology exists that establishes reasonable certainty of economic producibility at greater distances. Undrilled locations can be classified as having proved undeveloped reserves only if a development plan has been adopted indicating that they are scheduled to be drilled within five years, unless the specific circumstances justify a longer time. Estimates for proved undeveloped reserves are not attributed to any acreage for which an application of fluid injection or other improved recovery technique is contemplated, unless such techniques have been proved effective by actual projects in the same reservoir or an analogous reservoir, or by other evidence using reliable technology establishing reasonable certainty.

“SEC Pricing” means pricing calculated using oil and natural gas price parameters established by current guidelines of the SEC and accounting rules based on the unweighted arithmetic average of oil and natural gas prices as of the first day of each of the 12 months ended on the given date.

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CAUTIONARY NOTICE REGARDING FORWARD LOOKING STATEMENTS

We desire to take advantage of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. This Report contains a number of forward-looking statements that reflect management’s current views and expectations with respect to our business, strategies, products, future results and events, and financial performance. All statements made in this Report other than statements of historical fact, including statements that address operating performance, the economy, events or developments that management expects or anticipates will or may occur in the future, including the adequacy of funds from operations, cash flows and financing, potential strategic transactions, statements regarding future operating results and non-historical information, are forward-looking statements. In particular, the words such as “believe,” “expect,” “intend,” “anticipate,” “estimate,” “may,” “will,” “can,” “plan,” “predict,” “could,” “future,” “continue,” variations of such words, and similar expressions identify forward-looking statements, but are not the exclusive means of identifying such statements and their absence does not mean that the statement is not forward-looking.

When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described under the heading “Risk Factors” in our annual report on Form 10-K for the fiscal year ended September 30, 2024. These forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events.

Forward-looking statements may include statements about:

	●	our business strategy;

	●	our reserves;

	●	our financial strategy, liquidity and capital requirements;

	●	our realized or expected natural gas prices;

	●	our timing and amount of future production of natural gas;

	●	our future drilling plans and cost estimates;

	●	our competition and government regulations;

	●	our ability to make acquisitions;

	●	general economic conditions;

	●	our future operating results;

	●	our expectations regarding having our securities listed on Nasdaq Capital Market; and

	●	our future plans, objectives, expectations and intentions.

We caution you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond our control, incident to the exploration for and development, production and sale of natural gas. These risks include, but are not limited to, commodity price volatility, lack of availability of drilling and production equipment and services, environmental risks, drilling and other operating risks, regulatory changes, the uncertainty inherent in estimating natural gas reserves and in projecting future rates of production, cash flow and access to capital, the timing of development expenditures, and the other risks described under the heading “Risk Factors” in our annual report on Form 10-K for the fiscal year ended September 30, 2024.

Reserve engineering is a method of estimating underground accumulations of natural gas and oil that cannot be measured in an exact way. The accuracy of any reserve estimate depends on the quality of available data, the interpretation of such data and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing and production activities may justify revisions of previous estimates. If significant, such revisions would change the schedule of any further production and development drilling. Accordingly, reserve estimates may differ significantly from the quantities of natural gas and oil that are ultimately recovered.

Should one or more of the risks or uncertainties described in this Report occur, or should underlying assumptions prove incorrect, our actual results and plans could differ materially from those expressed in any forward-looking statements.

All forward-looking statements, expressed or implied, included in this Report are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue.

Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this Report. Notwithstanding the foregoing, any public statements or disclosures by us following this Report that modify or impact any of the forward-looking statements contained in this Report will be deemed to modify or supersede such statements in this Report.

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PART 1 – FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

PERMEX PETROLEUM CORPORATION

CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	December 31, 2024			September 30, 2024
	March 31, 2025			September 30, 2024
ASSETS
Current assets
Cash	$	~~690~~253,~~798~~349		$	1,513,591
Trade and other receivables (net of allowance: December 31, 2024 - $nil; September 30, 2024 - $nil)		62,263			44,932
Trade and other receivables (net of allowance: March 31, 2025 - $nil; September 30, 2024 - $nil)		227,238			44,932
Prepaid expenses and deposits		~~115~~162,~~155~~651			146,452
Total current assets		~~868~~643,~~216~~238			1,704,975
Non-current assets
Reclamation deposits		75,000			75,000
Property and equipment, net of accumulated depletion and depreciation		10,~~471~~467,~~137~~522			10,281,248
Total assets	$	11,~~414~~185,~~353~~760		$	12,061,223
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Trade and other payables	$	34,~~839~~543,~~324~~397		$	3,786,909
Loans payable		160,936			160,936
Convertible debentures		23,~~802~~167,~~226~~726			1,365,000
Debt subscription proceeds		-			2,250,000
Total current liabilities		67,~~802~~872,~~486~~059			7,562,845
Non-current liabilities
Asset retirement obligations		~~407~~422,~~948~~919			392,977
Total liabilities		78,~~210~~294,~~434~~978			7,955,822
Stockholders’ Equity
Common stock, no par value per share; unlimited shares authorized, 551,503 shares issued and outstanding as of December 31, 2024 and September 30, 2024.		14,947,150			14,947,150
Common stock, no par value per share; unlimited shares authorized, 551,503 shares issued and outstanding as of March 31, 2025 and September 30, 2024.		14,947,150			14,947,150
Additional paid-in capital		7,402,555			5,475,316
Accumulated other comprehensive loss		(127,413	)		(127,413	)
Accumulated deficit		(1819,~~018~~331,~~373~~510	)		(16,189,652	)
Total stockholders’ equity		42,~~203~~890,~~919~~782			4,105,401
Total liabilities and stockholders’ equity	$	11,~~414~~185,~~353~~760		$	12,061,223

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

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PERMEX PETROLEUM CORPORATION

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

THREE MONTHS ENDED DECEMBER 31

(UNAUDITED)

	2024			2023
	Three Months Ended March 31, 2025			Three Months Ended March 31, 2024			Six Months Ended March 31, 2025			Six Months Ended March 31, 2024
Revenues
Oil and gas sales	$	~~123~~122,~~215~~827		$	4727,~~651~~815		$	246,042		$	75,466
Royalty income		3,~~566~~079			53,~~464~~055			6,645			8,519
Total revenues		126,781			53,115
Other operating income		170,000			-			170,000			-
Operating expenses
Total revenues		295,906			30,870			422,687			83,985
Lease operating expense		428,268			91,435
Operating expenses
General and administrative		1,274,526			683,683
Lease operating expense		92,496			63,449			520,764			154,884
Depletion and depreciation		55,719			21,978
General and administrative		977,543			361,219			2,238,951			1,044,902
Accretion on asset retirement obligations		14,971			9,198
Depletion and depreciation		50,157			17,976			105,876			39,954
Gain on settlement of trade payables		(197,207	)		-
Accretion on asset retirement obligations		14,971			9,198			29,942			18,396
Total operating expenses		(1,576,277	)		(806,294	)
Gain on settlement of trade payables		-			-			(184,089	)		-
Loss from operations		(1,449,496	)		(753,179	)
Total operating expenses		(1,135,167	)		(451,842	)		(2,711,444	)		(1,258,136	)
Other income (expense)
Loss from operations		(839,261	)		(420,972	)		(2,288,757	)		(1,174,151	)
Foreign exchange gain (loss)		22,105			(3,676	)
Other income (expense)
Other income		-			6,000
Foreign exchange gain (loss)		(220	)		3,617			21,885			(59	)
Interest expense		(295,981	)		(1,026	)
Other income		-			2,000			-			8,000
Loss on debt extinguishment		(105,349	)		-
Interest expense		(473,656	)		-			(769,637	)		(1,026	)
Total other income (expense)		(379,225	)		1,298
Loss on debt extinguishment		-			-			(105,349	)		-
Net loss and comprehensive loss	$	(1,828,721	)	$	(751,881	)
Total other income (expense)		(473,876	)		5,617			(853,101	)		6,915
Basic and diluted loss and comprehensive loss per common share	$	(3.32	)	$	(1.36	)
Net loss and comprehensive loss	$	(1,313,137	)	$	(415,355	)	$	(3,141,858	)	$	(1,167,236	)
Weighted average number of common shares outstanding		551,503			551,503
Basic and diluted loss per common share	$	(2.38	)	$	(0.75	)	$	(5.70	)	$	(2.12	)
Weighted average number of common shares outstanding – basic and diluted		551,503			551,503			551,503			551,503

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

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PERMEX PETROLEUM CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(UNAUDITED)

Three months ended ~~December~~March 31

	Number of Shares		Share capital		Additional paid-in capital		Accumulated other comprehensive loss			Deficit			Total equity
Balance, September 30, 2024		551,503	$	14,947,150	$	5,475,316	$	(127,413	)	$	(16,189,652	)	$	4,105,401
Warrants issued in private placement		-		-		1,792,002		-			-			1,792,002
Stock-based compensation		-		-		135,237		-			-			135,237
Net loss		-		-		-		-			(1,828,721	)		(1,828,721	)
Balance, December 31, 2024		551,503	$	14,947,150	$	7,402,555	$	(127,413	)	$	(18,018,373	)	$	4,203,919
Net loss		-		-		-		-			(1,313,137	)		(1,313,137	)
Balance, March 31, 2025		551,503	$	14,947,150	$	7,402,555	$	(127,413	)	$	(19,331,510	)	$	2,890,782

	Number of Shares		Share capital		Additional paid-in capital		Accumulated other comprehensive loss			Deficit			Total equity
Balance, September 30, 2023		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(12,200,376	)	$	7,168,792
Balance		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(12,200,376	)	$	7,168,792
Net loss		-		-		-		-			(751,881	)		(751,881	)
Balance, December 31, 2023		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(12,952,257	)	$	6,416,911
Balance		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(12,952,257	)	$	6,416,911
Net loss		-		-		-		-			(415,355	)		(415,355	)
Balance, March 31, 2024		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(13,367,612	)	$	6,001,556

Six months ended March 31

	Number of Shares		Share capital		Additional paid-in capital		Accumulated other comprehensive loss			Deficit			Total equity

Balance, September 30, 2024		551,503	$	14,947,150	$	5,475,316	$	(127,413	)	$	(16,189,652	)	$	4,105,401

Warrants issued in private placement		-		-		1,792,002		-			-			1,792,002
Stock-based compensation		-		-		135,237		-			-			135,237
Net loss		-		-		-		-			(3,141,858	)		(3,141,858	)

Balance, March 31, 2025		551,503	$	14,947,150	$	7,402,555	$	(127,413	)	$	(19,331,510	)	$	2,890,782

	Number of Shares		Share capital		Additional paid-in capital		Accumulated other comprehensive loss			Deficit			Total equity

Balance, September 30, 2023		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(12,200,376	)	$	7,168,792
Balance		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(12,200,376	)	$	7,168,792

Net loss		-		-		-		-			(1,167,236	)		(1,167,236	)
Balance, March 31, 2024		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(13,367,612	)	$	6,001,556
Balance		551,503	$	14,947,150	$	4,549,431	$	(127,413	)	$	(13,367,612	)	$	6,001,556

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

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PERMEX PETROLEUM CORPORATION

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31

(UNAUDITED)

	2024			2023
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(13,~~828~~141,~~721~~858	)	$	(~~751~~1,~~881~~167,236	)
Adjustments to reconcile net loss to net cash from operating activities:
Accretion on asset retirement obligations		1429,~~971~~942			918,~~198~~396
Depletion and depreciation		55105,~~719~~876			2139,~~978~~954
Foreign exchange (gain) loss		(2221,~~105~~885	)		~~3,676~~(59	)
Gain on settlement of trade payables		(~~197~~184,~~207~~089	)		-
Amortization of debt discount		~~212~~577,~~490~~990			-
Loss on debt extinguishment		105,349			-
Stock-based compensation		135,237			-
Changes in operating assets and liabilities:
Trade and other receivables		(17182,~~331~~306	)		2860,~~981~~182
Prepaid expenses and deposits		31(16,~~297~~199	)		1863,~~986~~756
Trade and other payables		~~273~~920,~~947~~719			~~512~~800,~~020~~253
Right of use asset and lease liability		-			1,~~306~~733
Net cash used in operating activities		(1,~~236~~671,~~354~~224	)		(~~155~~183,~~736~~021	)
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures on property		(~~188~~190,~~040~~619	)		-
Reclamation deposit redemption		-			70,000
Net cash (used in) provided by investing activities		(~~188~~190,~~040~~619	)		70,000
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from debenture financing		601,601			-
Loan payable proceeds		-			45,000
Loan repayment		-			(10,000	)
Net cash provided by financing activities		601,601			35,000
Change in cash during the period		(~~822~~1,~~793~~260,242	)		(5078,~~736~~021	)
Cash, beginning of the period		1,513,591			82,736
Cash, end of the period	$	~~690~~253,~~798~~349		$	324,~~000~~715
Supplemental cash flow disclosures:
Interest paid	$	162,~~246~~280		$	1,026
Taxes paid	$	-		$	-
Supplemental disclosures of non-cash investing and financing activities:
Trade and other payables related to property and equipment	$	57101,~~568~~531		$	-
Accrued debt interest settled through debt issuance	$	59,788		$	-
Debt subscription proceeds transferred to convertible debentures	$	2,250,000		$	-
Share purchase warrants issued in connection with debt issuance	$	1,792,002		$	-

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

1. BACKGROUND

Permex Petroleum Corporation (the “Company”) was incorporated on April 24, 2017 under the laws of British Columbia, Canada and maintains its head office at 1700 Post Oak Boulevard, 2 Blvd Place Suite 600, Houston Texas, 77056. Its registered office is located at 10th floor, 595 Howe Street, Vancouver, British Columbia, Canada, V6C 2T5. The Company is primarily engaged in the acquisition, development and production of oil and gas properties in the United States. The Company’s oil and gas interests are located in Texas and New Mexico, USA. The Company’s common shares are listed on the Canadian Securities Exchange (the “CSE”) under the symbol “OIL”.

2. SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and applicable rules and regulations of the United States Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending September 30, 2025 or for any other interim period or for any other future fiscal year. These condensed consolidated financial statements should be read in conjunction with the audited financial statements and footnotes included in Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2024.

Principles of Consolidation

The accompanying consolidated financial statements include the assets, liabilities, revenue and expenses of the Company’s wholly-owned subsidiary, Permex Petroleum US Corporation. All intercompany balances and transactions have been eliminated.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

2. Significant Accounting Policies (cont’d…)

Going concern of operations

These consolidated financial statements have been prepared on a going concern basis which assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. The Company has incurred losses since inception in the amount of $1819,~~018~~331,~~373~~510, has a working capital deficiency of $57,~~934~~228,~~270~~ 821 as of ~~December~~March 31, ~~2024~~2025 and has not yet achieved profitable operations. The Company requires equity or debt financings to fund its continuing operations, which it has been unable to secure in sufficient amounts to date, and there can be no assurances that it will be able to do so in the future. The aforementioned factors raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued.

The Company expects to raise additional funds through equity and debt financings. There is no assurance that such financing will be available in the future. ~~During~~In ~~the~~November ~~three months ended December 31,~~ 2024, the Company received additional debt subscription proceeds of $601,601 to complete a convertible debenture financing with total gross proceeds of $4,276,389. The $1,365,000 convertible debentures that matured on September 12, 2024 and accrued interest of $59,788 were retired in exchange for the new convertible debenture units. Management believes that these actions provide a path for the Company to continue as a going concern subject to its continued ability to raise funds to maintain its operations and manage its working capital deficiency.

In view of these matters, continuation as a going concern is dependent upon continued operations of the Company, which in turn is dependent upon the Company’s ability to meet its financial requirements, raise additional capital, and the success of its future operations. The financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should the Company not continue as a going concern.

Use of Estimates

The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations and various other assumptions that management believes are reasonable under the circumstances.

Significant estimates have been used by management in conjunction with the following: (i) the fair value of assets when determining the existence of impairment factors and the amount of impairment, if any; (ii) the costs of site restoration when determining decommissioning liabilities; (iii) the useful lives of assets for the purposes of depletion and depreciation; (iv) petroleum and natural gas reserves; and (v) share-based payments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. These estimates are based on information available as of the date of the financial statements; therefore, actual results could differ from those estimates.

New accounting standards

In November 2023, the FASB issued ASU 2023 - 07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which becomes effective for fiscal years beginning after December 15, 2024. This update requires public entities to disclose significant expenses for reportable segments in both interim and in annual reporting periods, while entities with only a single reportable segment must now provide all segment disclosures required both in ASC 280 and under the amendments in ASU 2023-07. The Company does not expect the standard to have a material effect on its consolidated financial statements and has begun evaluating disclosure presentation alternatives.

In December 2023, the FASB issued ASU 2023 - 09, Income Taxes (Topic740) Improvements to Income Tax Disclosures, which becomes effective for fiscal years beginning after December 15, 2024. The standard requires companies to disclose specific categories in the income tax rate reconciliation table and the amount of income taxes paid per major jurisdiction. The Company does not expect the standard to have a material effect on its consolidated financial statements and has begun evaluating disclosure presentation alternatives.

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,” which requires additional disclosure about specified categories of expenses included in relevant expense captions presented on the income statement. The amendments are effective for annual periods beginning after December 15, 2026, and for interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments may be applied either prospectively or retrospectively. The Company does not expect the standard to have a material effect on its consolidated financial statements and has begun evaluating disclosure presentation alternatives.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

3. REVENUE

Revenue from contracts with customers is presented in “Oil and gas sales” and “Other operating income” on the Consolidated Statements of Operations. Other operating income consists of fees earned for providing operator services on a customer’s oil and gas assets. In January 2025, the Company entered into an agreement to operate certain oil and gas wells in the Permian Basin for a 12-month term in exchange for a monthly operating fee of up to $75,000 per month based on production revenue generated from these wells. The fee is calculated each month and deducted from the revenue received in the following month.

As of ~~December~~March 31, ~~2024~~2025 and September 30, 2024, receivables from contracts with customers, included in trade and other receivables, were $45261,~~420~~377 and $26,873, respectively.

The following tables present our revenue from contracts with customers disaggregated by product type and geographic areas.

Three months ended December 31, 2024	Texas		New Mexico		Total
Three months ended March 31, 2025	Texas		New Mexico		Total
Crude oil	$	~~123~~122,~~215~~827	$	-	$	~~123~~122,~~215~~827
Natural gas		-		-		-
Revenue from contracts with customers	$	123,215	$	-	$	123,215
Total oil and gas sales		122,827		-		122,827
Other operating income		170,000		-		170,000
Revenue from contracts with customers	$	292,827	$	-	$	292,827

Three months ended December 31, 2023

Texas

New Mexico

Total

Three months ended March 31, 2024

Texas

New Mexico

Total

Crude oil

2910,~~624~~233

1817,~~027~~582

4727,~~651~~815

Natural gas

Other operating income

Revenue from contracts with customers

2910,~~624~~233

1817,~~027~~582

4727,~~651~~815

Six months ended March 31, 2025	Texas		New Mexico		Total

Crude oil	$	246,042	$	-	$	246,042
Natural gas		-		-		-
Total oil and gas sales		246,042		-		246,042
Other operating income		170,000		-		170,000
Revenue from contracts with customers	$	416,042	$	-	$	416,042

Six months ended March 31, 2024	Texas		New Mexico		Total

Crude oil	$	39,857	$	35,609	$	75,466
Total oil and gas sales	$	39,857	$	35,609	$	75,466
Other operating income		-		-		-
Revenue from contracts with customers	$	39,857	$	35,609	$	75,466

4. CONCENTRATION OF CREDIT RISK

The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of its cash and trade receivables. The Company’s cash balances sometimes exceed the United States’ Federal Deposit Insurance Corporation insurance limits. The Company mitigates this risk by placing its cash with high credit quality financial institutions and attempts to limit the amount of credit exposure with any one institution. To date, the Company has not recognized any losses caused by uninsured balances.

Trade receivables included in the Company’s receivable balance ~~are~~were $45208,~~420~~499 as of ~~December~~March 31, ~~2024~~2025 (September 30, 2024 - $26,873). For the three months ended ~~December~~March 31, ~~2024~~2025 and ~~2023~~2024, two purchasers accounted for approximately 97% and 100% of the Company’s ~~had~~revenue, ~~one~~respectively. ~~significant~~For ~~customer~~the ~~that~~six ~~accounted~~months ~~for~~ended ~~approximately~~March ~~100%~~31, 2025 and ~~62%,~~ ~~respectively~~2024, oftwo ~~our~~purchasers ~~total~~accounted ~~oil~~for approximately 97% and ~~natural~~100% ~~gas~~of ~~revenues~~the Company’s revenue, respectively. The Company routinely assesses the financial strength of its ~~customers~~purchasers. The non-trade receivable balance as of March 31, 2025 consists of goods and services tax (“GST”) recoverable of $1618,~~843~~739 (September 30, 2024 - $18,060). GST recoverable is due from the Canadian Government. It is management’s opinion that the Company is not exposed to significant credit risk. During the three months ended ~~December~~March 31, 2025, the Company recognized $nil (2024 - $nil) in credit losses on its receivables. During the six months ended March 31, 2025, the Company recognized $nil (~~2023~~2024 - $9,587) in credit losses on its receivables.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

5. PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

SCHEDULE OF PROPERTY AND EQUIPMENT

	December 31, 2024			September 30, 2024
	March 31, 2025			September 30, 2024
Oil and natural gas properties, at cost	$	10,~~846~~892,~~097~~639		$	10,600,489
Less: accumulated depletion		(~~384~~434,~~829~~061	)		(330,036	)
Oil and natural gas properties, net		10,~~461~~458,~~268~~578			10,270,453
Other property and equipment, at cost		18,505			18,505
Less: accumulated depreciation		(89,~~636~~561	)		(7,710	)
Other property and equipment, net		98,~~869~~944			10,795
Property and equipment, net	$	10,~~471~~467,~~137~~522		$	10,281,248

Depletion and depreciation expense was $5550,~~719~~ 157 and $2117,~~978~~976 for the three-month periods ended ~~December~~March 31, ~~2024~~2025 and ~~2023~~2024, respectively. Depletion and depreciation expense was $105,876 and $39,954 for the six-month periods ended March 31, 2025 and 2024, respectively

6. LEASES

The Company had an office lease agreement for its Dallas premises with a term ending in November 2025. During the year ended September 30, 2024, the Company entered into a settlement agreement to terminate this lease. The termination resulted in a loss of $38,825 recognized in the three months ended September 30, 2024, consisting of the settlement payment and the write-off of the remaining right-of-use asset and lease liability associated with the terminated lease.

During the year ended September 30, 2024, the Company paid $113,638 in lease payments and recognized $12,346 in accretion expense. For the three months ended ~~December~~March 31, ~~2023~~2024, the Company incurred $21,~~554~~073 in operating lease expenses and $1415,~~947~~489 in variable lease expenses. For the six months ended March 31, 2024, the Company incurred $42,627 in operating lease expenses and $30,436 in variable lease expenses.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

7. ASSET RETIREMENT OBLIGATIONS

Asset retirement obligations reflects the estimated present value of the amount of dismantlement, removal, site reclamation, and similar activities associated with the Company’s oil and gas properties. Changes to the asset retirement obligations are as follows:

	December 31, 2024		September 30, 2024
	March 31, 2025		September 30, 2024
Asset retirement obligations, beginning of the year	$	392,977	$	260,167
Obligations recognized		-		27,859
Obligations derecognized		-		-
Revisions of estimates		-		68,159
Accretion expense		1429,~~971~~942		36,792
	$	~~407~~422,~~948~~919	$	392,977

During the year ended September 30, 2024, the Company had a revision of estimates totaling $68,159 primarily due to changes in the timing of expected cash flows.

Reclamation deposits

As of ~~December~~March 31, ~~2024~~2025, the Company held reclamation deposits of $75,000 (September 30, 2024 - $75,000), which are expected to be released after all reclamation work has been completed with regard to its oil and natural gas interests.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

8. DEBT

Convertible debentures

During the year ended September 30, 2024, the Company completed private placement financings of 1,365 convertible debenture units for gross proceeds of $1,365,000. Each unit is comprised of one senior secured convertible debenture in the principal amount of $1,000 and 294 common share purchase warrants as amended. Each warrant is exercisable for a period of five years from the date of issuance for one common share of the Company at an exercise price of $4.08 per share. As a result, the Company issued convertible debentures with an aggregate principal amount of $1,365,000 and 401,310 Warrants.

The Convertible Debentures were secured by the Company’s assets, bore simple interest at a rate of 10% per annum, and matured on September 12, 2024. These Convertible Debentures were convertible into common shares of the Company at a conversion price of $3.40 per share. Interest was payable on the maturity date or upon the repayment of all or a portion of the Convertible Debenture and could be settled in cash or shares at the same conversion price. As of September 30, 2024, the Company had recorded $50,008 in accrued interest on the Convertible Debentures.

Of the 1,365 units issued, 500 units were originally comprised of one secured convertible debenture in the principal amount of $1,000 and 1 common share purchase warrant. The number of warrants issued with these units was subsequently modified to 294 warrants per unit. No other terms of the debt or warrant were modified. This modification was assessed as a debt extinguishment. A loss of $495,051 was recognized, consisting of $494,219 representing the fair value of the amended warrants determined using the Black-Scholes option pricing model (assuming a risk-free interest rate of 3.41%, an expected life of 5 years, annualized volatility of 128.69% and a dividend rate of 0%) and an unamortized discount of $832 on the original warrants.

The Company allocated the proceeds received from the issuance of the convertible debentures and warrants between the debt and equity components based on their relative fair values at the issuance date. Due to the lack of an active market for the Company’s privately placed debt instruments and the absence of relevant observable inputs, the Company determined that a reliable estimate of the fair value of the convertible debentures could not be obtained. Accordingly, the face value of the debentures is considered to be a reasonable approximation of their fair value at the issuance date. The fair value of the warrants issued was determined using the Black-Scholes option pricing model (assuming a risk-free interest rate of 3.41%, an expected life of 5 years, annualized volatility of 128.69% and a dividend rate of 0%). $431,666 of the proceeds allocated to the warrants was recorded as additional paid-in capital with a corresponding debt discount being amortized over the term of the debt. As of September 30, 2024, the debt discount was fully amortized.

In October 2024, the Company retired the outstanding debentures of $1,365,000 along with accrued interest of $59,788 in exchange for the new debenture units issued on November 1, 2024. The debenture holders also agreed to cancel a total of 401,310 warrants issued in connection with the debentures. This exchange was assessed as a debt extinguishment and a loss of $105,349 was recognized during the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

8. DEBT (cont’d…)

On November 1, 2024, the Company completed a non-brokered private placement of convertible debenture units for gross proceeds of $4,276,389, of which $2,250,000 was received as subscriptions as of September 30, 2024, and $1,424,788 was issued in exchange for the outstanding debentures in the principal amount of $1,365,000 and accrued interest of $59,788. Each debenture unit consists of one convertible debenture in the principal amount of $1,000 and 523 common share purchase warrants. Each warrant is exercisable for a period of five years from the date of issuance for one common share of the Company at an exercise price of $1.91 per share. As a result, the Company issued convertible debentures with an aggregate principal amount of $4,276,389 and 2,236,551 Warrants. The Debentures are secured by the Company’s assets, mature one-year from the date of issuance, and bear simple interest at a rate of 10% per annum, payable on the maturity date or upon repayment of all or any portion of the Debenture. The Debentures are convertible into common shares of the Company at a conversion price of $1.91 per share. Interest is payable in cash or shares based on the same conversion price.

The Company allocated the proceeds received from the issuance of the convertible debentures and warrants between the debt and equity components based on their relative fair values at the issuance date. Due to the lack of an active market for the Company’s privately placed debt instruments and the absence of relevant observable inputs, the Company determined that a reliable estimate of the fair value of the convertible debentures could not be obtained. Accordingly, the face value of the debentures is considered to be a reasonable approximation of their fair value at the issuance date. The fair value of the warrants issued was determined using the Black-Scholes option pricing model (assuming a risk-free interest rate of 3.06%, an expected life of 5 years, annualized volatility of 125.14% and a dividend rate of 0%). $1,792,002 of the proceeds allocated to the warrants was recorded as additional paid-in capital with a corresponding debt discount being amortized over the term of the debt. As of ~~December~~March 31, ~~2024~~2025, the unamortized debt discount was $1,~~474~~108,~~163~~663.

The table below summarizes the outstanding principal of the Company’s senior, secured convertible debentures.

	December 31, 2024			September 30, 2024
	March 31, 2025			September 30, 2024
10% debentures due September 12, 2024	$	-		$	1,365,000
10% debentures due November 1, 2025		4,276,389			-
Total		4,276,389			1,365,000
Unamortized discount		(1,~~474~~108,~~163~~663	)		-
Convertible debentures	$	23,~~802~~167,~~226~~726		$	1,365,000

Loans payable

During the year ended September 30, 2024, the Company received a $45,000 loan from a former director of the Company. The loan is unsecured, non-interest bearing, and has no specific repayment terms. As of ~~December~~March 31, ~~2024~~2025, the full amount remained outstanding.

On April 28, 2023, the Company issued a promissory note with a principal amount of $209,497 to a supplier to settle an outstanding trade payable. The promissory note is unsecured and bears interest at 6% per annum, originally payable on September 30, 2023. The promissory note was in default due to the Company’s failure to repay the principal amount by its maturity date. At ~~December~~March 31, ~~2024~~2025, the Company had an outstanding unpaid principal amount of $115,936 (September 30, 2024 - $115,936).

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

9. RELATED PARTY TRANSACTIONS

(a) The Company entered into an employment agreement with Bradley Taillon, the Company’s Chief Executive Officer, on April 29, 2024, for an annual base salary of ~~base salary of~~ $250,000, which shall be reviewed by the Company annually. Subject to the discretion of the board of directors, Mr. Taillon is also eligible on an annual basis for a cash bonus of up to 100% of annual salary and additional performance bonuses ranging from $50,000 to $750,000 upon the closing of a qualified financing with proceeds to the Company of $1 million or greater. Further, the terms of this employment agreement provide that if Mr. Taillon’s employment with the Company is terminated without “cause” (as defined in the agreement) than Mr. Taillon is entitled to a severance payment equal to two years of base salary and a bonus equal to 50% of his annual base salary. During the three months ended ~~December~~March 31, ~~2024~~2025, the Company incurred management salary of $62,500 and no performance bonus for Mr. Taillon. During the six months ended March 31, 2025, the Company incurred management salary of $125,000 and a performance bonus of $50,000 for Mr. Taillon. (b) On May 1, 2022, the Company entered into an employment agreement Gregory Montgomery, the Company’s Chief Financial Officer, for an annual base salary of $50,000, with no specified term. Mr. Montgomery is also eligible on an annual basis for a cash bonus of up to 100% of annual salary, subject to the discretion of the board of directors. The employment agreement may be terminated with a termination payment equal to two months of base salary. During the three months ended ~~December~~March 31, ~~2024~~2025, the Company incurred management salary of $12,500 (~~2023~~2024 - $12,500), to Mr. Montgomery, with no bonuses incurred in either period. During the six months ended March 31, 2025, the Company incurred management salary of $25,000 (2024 - $25,000), to Mr. Montgomery, with no bonuses incurred in either period. Subsequent to March 31, 2025, Mr. Montgomery resigned from his roles as Chief Financial Officer and Corporate Secretary. (c) The Company had an employment agreement with Mehran Ehsan, the former Chief Executive Officer of the Company, for an annual base salary of $250,000, with no specified term. Mr. Ehsan was also eligible on an annual basis for a cash bonus of up to 100% of annual salary, subject to the discretion of the board of directors. Further, the terms of this employment agreement provided that if Mr. Ehsan’s employment with the Company is terminated without “cause” (as defined in the agreement) than Mr. Ehsan was entitled to a severance payment equal to three years of base salary and a bonus equal to 20% of his annual base salary. Mr. Ehsan resigned as President and CEO of the Company on April 29, 2024. On May 15, 2024, the Company amended the employment agreement to change his role to Vice President of Business Development. All other terms and conditions of the employment agreement remained the same. On August 30, 2024, the Company signed a separation agreement to terminate Mr. Ehsan’s employment. The settlement includes: i) a lump sum payment of $100,000 by October 31, 2024 (subsequently paid); ii) six equal monthly payments of $7,500 starting October 1, 2024; and iii) the transfer of ownership of a Company vehicle with a fair value of $35,155. The settlement amount of $145,000 was accrued as of September 30, 2024. During the three and six months ended ~~December~~March 31, ~~2023~~2024, the Company incurred management ~~salary~~salaries of $62,500 and $125,000 for Mr. Ehsan, respectively, with no bonuses incurred induring the period.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

10. LOSS PER SHARE

The calculation of basic and diluted loss per share for the three and six-month periods ended ~~December~~March 31, ~~2024~~2025 and ~~2023~~2024 was based on the net losses attributable to common shareholders. The following table sets forth the computation of basic and diluted loss per share:

	Three months ended December 31, 2024			Three months ended December 31, 2023
	Three Months Ended March 31, 2025			Three Months Ended March 31, 2024			Six Months Ended March 31, 2025			Six Months Ended March 31, 2024
Net loss	$	(1,~~828~~313,~~721~~137	)	$	(~~751~~415,~~881~~355	)	$	(3,141,858	)	$	(1,167,236	)
Weighted average common shares outstanding		551,503			551,503			551,503			551,503
Basic and diluted loss per share	$	(32.3238	)	$	(10.3675	)	$	(5.70	)	$	(2.12	)

~~As of~~For ~~December~~the three and six months ended March 31, ~~2024~~2025, 69,167 ~~(2023 - 16,980)~~ stock options and 2,511,904 ~~(2023~~warrants were excluded from the diluted weighted average number of common shares calculation as their effect would have been anti-dilutive. For the three and six months ended March 31, 2024, 16,980 stock options and 275,353) warrants were excluded from the diluted weighted average number of common shares calculation as their effect would have been anti-dilutive.

11. EQUITY

Common stock

The Company has authorized an unlimited number of common shares with no par value. At ~~December~~March 31, ~~2024~~2025 and September 30, 2024, the Company had 551,503 common shares issued and outstanding.

There were no share issuance transactions during the three and six months ended ~~December~~March 31, ~~2024~~2025 and ~~2023~~2024.

Share-based payments

Stock options

The Company has a long-term incentive plan (the “Plan”) in place under which it is authorized to grant share-based awards to directors, officers, employees and consultants. Pursuant to the Plan, the Company may issue aggregate stock options totaling up to 20% of the issued and outstanding common stock of the Company.

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

11. EQUITY (cont’d…)

Share-based payments (cont’d…)

Stock option transactions are summarized as follows:

SCHEDULE OF STOCK OPTION TRANSACTIONS

	Number of options			Weighted Average Exercise Price
Balance, September 30, 2023		20,313		$	54.23
Cancelled		(10,208	)		55.24
Balance, September 30, 2024		10,105		$	53.21
Granted		65,000			2.44
Cancelled		(5,938	)		61.01
Balance, December 31, 2024		69,167		$	4.41
Balance, March 31, 2025		69,167		$	4.41
Exercisable at December 31, 2024		69,167		$	4.41
Exercisable at March 31, 2025		69,167		$	4.41

The aggregate intrinsic value of options outstanding and exercisable as at ~~December~~March 31, ~~2024~~2025 was $nil (September 30, 2024 - $nil).

The options outstanding as of ~~December~~March 31, 2025 ~~2024~~ have exercise prices in the range of $2.44 to $84 and a weighted average remaining contractual life of 9.5328 years.

During the three and six months ended ~~December~~ March 31, ~~2024 and 2023~~2025, the Company recognized share-based payment expense of $~~135,237~~nil and $ ~~nil~~135,237, respectively, for the portion of stock options that vested during the period. The fair value of the options issued was determined using the Black-Scholes option pricing model (assuming a risk-free interest rate of 2.80%, an expected life of 5 years, annualized volatility of 126.02% and a dividend rate of 0%). During the three and six months ended March 31, 2024, the Company recognized $nil share-based payment expense.

As ~~December~~ March 31, ~~2024~~2025, the following stock options were outstanding:

SCHEDULE OF STOCK OPTIONS OUTSTANDING

Number of Options		Exercise Price		Issuance Date	Expiry Date
	417	$	84.00	December 4, 2017	December 4, 2027
	1,250	$	9.00	March 16, 2020	March 16, 2030
	2,500	$	40.32	October 6, 2021	October 6, 2031
	65,000	$	2.44	October 2, 2024	October 2, 2034
	69,167

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PERMEX PETROLEUM CORPORATION

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

~~THREE~~ SIX MONTHS ENDED ~~DECEMBER~~MARCH 31, ~~2024~~2025

(UNAUDITED)

11. EQUITY (cont’d…)

Warrants

Warrant transactions are summarized as follows:

SCHEDULE OF WARRANTS TRANSACTIONS

	Number of Warrants			Weighted Average Exercise Price
Balance, September 30, 2023		279,746		$	39.79
Granted		401,810			4.08
Cancelled		(500	)		4.08
Expired		(4,393	)		95.90
Balance, September 30, 2024		676,663		$	18.25
Granted		2,236,551			1.91
Cancelled		(401,310	)		4.08
Balance, December 31, 2024		2,511,904		$	5.92
Balance, March 31, 2025		2,511,904		$	5.92

As ~~December~~ March 31, ~~2024~~2025, the following warrants were outstanding:

SCHEDULE OF WARRANTS OUTSTANDING

Number of Warrants		Exercise Price		Issuance Date		Expiry Date

	149,447	$	50.40		March 29, 2022		March 29, 2027
	73,823	$	18.00		June 30, 2023		June 30, 2028
	52,083	$	33.60		September 30, 2021		September 30, 2031
	2,236,551	$	1.91		November 1, 2024		November 1, 2034
	2,511,904

12. SEGMENT INFORMATION

Operating segments

The Company operates in a single reportable segment – the acquisition, development and production of oil and gas properties in the United States.

13. CONTINGENCIES

The Company from time to time may be involved with disputes, claims and litigation related to the conduct of its business. The Company had $~~594~~811,~~656~~231 in claims from certain trade vendors for non-payment, of which $~~571~~753,~~703~~430 have been accrued as of ~~December~~March 31, ~~2024~~2025. The Company plans to continue engaging with these claimants faithfully and is working on potential settlements for all outstanding claims.

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ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Management’s Discussion and Analysis is the company’s analysis of its financial performance and of significant trends that may affect future performance. It should be read in conjunction with the financial statements and notes. This Report contains forward-looking statements. These statements relate to future events or our future financial performance. These statements are only predictions. Actual events or results may differ materially. In evaluating these statements, you should specifically consider various factors, including the risks outlined at the beginning of this Report under “Cautionary Notice Regarding Forward-Looking Statements” the risks outlined under the heading “Risk Factors” in our annual report on Form 10-K for the fiscal year ended September 30, 2024 and in our other reports we file with the SEC. These factors may cause our actual results to differ materially from any forward-looking statements. All amounts in this report are in U.S. dollars, unless otherwise noted.

Company Overview

The Company was incorporated on April 24, 2017 under the laws of British Columbia, Canada. The Company is an independent energy company engaged in the acquisition, exploration, development and production of oil and gas properties on private, state and federal land in the United States, primarily in the Permian Basin which includes the Midland Basin and Delaware Basin. The Company focuses on acquiring producing assets at a discount to market, increasing production and cash-flow through recompletion and re-entries, secondary recovery and lower risk infill drilling and development. Currently, the Company owns and operates 97 oil and gas wells across more than 11,700 net acres including 66 shut-in opportunities, 17 saltwater disposal wells and two water supply wells allowing for waterflood secondary recovery. Additionally, the Company holds royalty interests in 73 wells and five permitted wells across 3,800 acres within the Permian Basin.

The Company’s common shares are listed on the Canadian Securities Exchange (“CSE”) under the symbol “OIL” and on the Frankfurt Stock Exchange under the symbol “75P”. There is currently a limited U.S. public market for the Company’s common shares, the stock price may be volatile or may decline regardless of our operating performance and holders may not be able to resell the Company’s common shares at or above their acquisition price. Due to our prior delinquency in filing our periodic reports, the Form 211 originally filed with, and cleared by, the Financial Industry Regulatory Authority (“FINRA”) pursuant to Rule 15c2-11 of the Exchange Act covering the Common Shares was revoked by FINRA. Consequently, until a new Form 211 is filed with, and cleared by FINRA, the Company’s common shares will not be eligible for proprietary broker-dealer quotations on the OTC Pink Sheets and all quotes in the Company’s common shares on the OTC Pink Sheets will only reflect unsolicited customer orders. Unsolicited-Only stocks have a higher risk of wider spreads, increased volatility, and price dislocations.

Key activities:

● On November 1, 2024, the Company closed the first tranche of a private placement of convertible debenture units for gross proceeds of $4,276,389. Under the terms of the private placement, each unit consisted of one convertible debenture in the principal amount of $1,000 and 523 common share purchase warrant, that was to be exercisable for a period of five years from the date of issuance for one common share at an exercise price of $1.91. The debentures will mature one-year from the date of issuance. Upon issuance, the debentures rank senior to all other existing and future indebtedness of the Company and will be secured by a general security agreement over certain assets of the Company. The bear simple interest at a rate of 10% per annum, payable on the maturity date or the date on which all or any portion of the Subsequent Debenture is repaid. Interest will be paid in cash or common shares at the holder’s option based on a conversion price of $1.91 per share. As a result, the Company issued debentures with an aggregate principal amount of $4,276,389 and 2,236,551 share purchase warrants. Concurrently with the completion of the first tranche of this Private Placement, the Company retired its outstanding debentures, consisting of $1,365,000 in aggregate principal amount and $59,788 in accrued interest in exchange for the debentures issued in this private placement. The holders of the prior debentures also agreed to cancel a total of 401,310 share purchase warrants. ● On December 30, 2024, the Company announced the appointment of BaShara (Bo) Crystelle Boyd to serve on the Board effective December ~~23rd~~23, 2024, and Richard Little as the Non-Executive Chairman of the Board. ● On January 13, 2025, the Company announced an agreement with a private oil and gas operator concerning assets owned by such operator in the Permian Basin. This arrangement granted Permex operating rights over 19 wells in the Permian Basin for a 12-month term in exchange for a monthly operating fee of up to $75,000 per month based on production ~~volumes~~revenue generated from these wells. ● On May 8 2025, the Company announced the resignation of Gregory Montgomery as Chief Financial Officer and ~~commodity~~Corporate ~~prices~~Secretary. Bradley Taillon, the Company’s President and Chief Executive Officer, has been appointed Interim Chief Financial Officer and Corporate Secretary and will serve in these roles until a permanent replacement is appointed.

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Oil And Gas Properties

Breedlove “B” Clearfork Leases - Texas

In September 2021, the Company, through its wholly-owned subsidiary, Permex Petroleum US Corporation, acquired a 100% Working Interest and an 81.75% Net Revenue Interest in the Breedlove “B” Clearfork leases located in Martin County, Texas. The Breedlove “B” Clearfork properties situated in Martin County, Texas are over 12 contiguous sections for a total of 7,870.23 gross and 7,741.67 net acres, of which 98% is held by production in the core of the Permian Basin. The asset includes 27 vertical wells: 12 producers, 4 saltwater disposal wells, and 11 shut-in wells with re-entry potential. In April 2024, the Breedlove assets were shut in due to financial constraints. In September 2024, Permex launched a capital program aimed at resuming production, repairing infrastructure, and evaluating additional production zones. Given the prolonged shut-in period, extensive workover operations and tubing replacements were necessary. AsIn of December ~~31,~~ 2024, all 12 previously producing wells had been brought back online,. ~~with~~The an average gross production offor 30the second quarter was 26.4035 barrels of oil per ~~day~~ ~~in December~~day. Additionally, multiple tank batteries and the Company’s wholly owned Saltwater Disposal Infrastructure were fully operational, handling 100% of produced water from active wells. Permex also completed two up-hole completions using existing wellbores to enhance production from a new formation. While test results are ongoing, the Company remains confident in the potential of these completions.

In addition to the significant recompletion and re-entry opportunities across the existing wellbores, the Breedlove property includes substantial undeveloped potential and is the focus of the Company’s proved undeveloped reserves development program, pending sufficient and successful capital raising efforts by the Company.

Pittcock Leases - Texas

The Pittcock Leases are situated in Stonewall County. Stonewall County is in Northwest Texas, in the central part of the North Central Plains and consists of the Pittcock North property, the Pittcock South property and the Windy Jones Property. It is bounded on the north by King County, on the east by Haskell County, on the south by Fisher and Jones Counties, and on the west by Kent County. The Pittcock North property covers 320 acres held by production. There are currently eleven shut-in wells, two saltwater disposal wells, and a water supply well. The Company holds a 100% working interest in the Pittcock North Property and an 81.25% net revenue interest. The Pittcock South property covers 498 acres in four tracts. There are currently 19 shut-in wells and two saltwater disposal wells. The Company holds a 100% working interest in the lease and a 71.90% net revenue interest. The Windy Jones Property consists of 40 acres and includes two injection wells and two suspended oil wells. The sole purpose of the Windy Jones property is to provide waterflood assistance to the offset wells being the Pittcock wells located east boundary of the Windy Jones Property. The Company holds a 100% working interest in the Windy Jones Property and a 78.9% net revenue interest. These assets became shut-in commencing in October 2023 due to the Company having insufficient funds to operate them and remain shut in pending successful capital raising of the Company.

Mary Bullard Property - Texas

The Company acquired the Mary Bullard Property in August 2017 for a cash consideration of approximately $50,000. The Mary Bullard Property is located in Stonewall County, about 5 ½ miles southwest of Aspermont, Texas. It is bounded on the north by King County, on the east by Haskell County, on the south by Fisher and Jones Counties, and on the west by Kent County. The asset is situated on the Eastern Shelf of the Midland Basin in the central part of the North Central Plains. The Mary Bullard Property covers 241 acres held by production and is productive in the Clearfork formation at a depth of approximately 3,200 feet. There are currently five shut-in wells, and two water injection wells. The Company holds a 100% working interest in the Mary Bullard Property and a 78.625% net revenue interest. These assets were shut-in in December 2023 and remain shut in pending successful capital raising of the Company.

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West Henshaw Property - New Mexico

The West Henshaw Property is located in Eddy County, New Mexico, 12 miles northeast of Loco Hills in the Delaware Basin. Eddy County is in Southeast New Mexico. It is bounded by Chaves County to the north, Otero County to the east, Loving County, Texas to the south, and Lea County to the west. The West Henshaw Property covers 1,880 acres held by production. There are nine shut-in wells and four saltwater disposal wells. The Company holds a 100% working interest in the West Henshaw Property and a 72% net revenue interest. Throughout 2023, the Company completed a number of re-entry and basic workover efforts to try and establish more steady production from the West Henshaw assets. These assets were shut-in in March 2024 due to financial constraints and remain shut in pending successful capital raising of the Company.

Oxy Yates Property - New Mexico

The Oxy Yates Property is located in Eddy County, approximately eight miles north of Carlsbad, New Mexico in the Delaware Basin. It is bounded by Chaves County to the north, Otero County to the east, Loving County, Texas to the south, and Lea County to the west. The Oxy Yates Property covers 680 acres held by production. There are ten shut-in wells. The Yates formation is located at an average depth of 1,200 feet and overlies the Seven River formation and underlies the Tansill formation. The Company holds a 100% working interest in the Oxy Yates Property and a 77% net revenue interest. These assets were shut-in in March 2024 due to financial constraints and remain shut in pending successful capital raising of the Company.

Royalty Interest Properties

The Company holds royalty interests in 73 producing oil and gas wells located in Texas and New Mexico.

Conversion of Undeveloped Acreage

The Company’s process for converting undeveloped acreage to developed acreage is tied to whether there is any drilling being conducted on the acreage in question. Management expects to restart its drilling and development program in the first part of 2025, subject to receipt of additional funding.

An aggregate of 1,186 MBO and 858 MMCF, of the Company’s proved undeveloped reserves as of September 30, 2024, are part of a development plan that has been adopted by management that calls for these undeveloped reserves to be drilled within the next five years, thus resulting in the conversion of such proved undeveloped reserves to developed status within five years of initial disclosure at September 30, 2024. Management currently anticipates spending approximately $6 million in capital expenditures towards developing the Company’s proved undeveloped reserves during the 2025 fiscal year, subject to the Company acquiring the necessary financing.

Financing of Proved and Probable Undeveloped Reserves

The Company currently estimates that the total cost to develop the Company’s proved undeveloped reserves of 1,186.7 MBbl of oil and 858.6 MMcf of natural gas as of September 30, 2024 is $15,620,000. The Company expects to finance these capital costs through a combination of current cash on hand, debt financing through a line of credit or similar debt instrument, one or more offerings of debt or equity, and from cash generated from estimated revenues from sales of oil and natural gas produced at the Company’s wells.

The Company currently estimates that the total cost to develop the Company’s probable undeveloped reserves of 12,212.7 MBbl of oil and 15,427.2 MMcf of natural gas as of September 30, 2024 is $134,328,500. The Company expects to finance these capital costs through a combination of joint ventures, farm-in agreements, direct participation programs, one or more offerings of equity, a debt offering or entering into a line of credit, and from cash generated from estimated revenues from sales of oil and natural gas produced at the Company’s wells.

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Drilling Activities

The Company drilled one well during the last three fiscal years. As at September 30, 2024, the Company had 78 gross wells and 5 net productive wells. The Company’s gross developed acreage totaled 5,177 and net developed acreage totaled 3,942 with the following property breakdown:

Property	Gross Developed Acreage		Net Developed Acreage		Gross Productive Wells		Net Productive Wells
Pittcock		818		664.63		0		0
Henshaw		1,880		1,353.60		0		0
Oxy Yates		680		489.60		0		0
Bullard		241		187.98		0		0
Breedlove		1,558		1,246.40		5		4.00
Royalty Interest Properties		-		-		73		0.01

The Company has 6,000 gross undeveloped acres and 4,800 net undeveloped acres. All of the Company’s undeveloped acreage is on the Company’s Breedlove property.

The Company’s leases are nearly entirely held by production in perpetuity. If a field/lease is undeveloped it typically has a 2, 3 or 5-year term of expiry. The Company has over 340 leases covering undeveloped acreage and less than 5% of these leases have an active expiry date that is less than two years from the date of this Report.

Results of Operations

Sales and Production

The average sales prices of the Company’s oil and gas products sold in the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025 and ~~2023~~2024, and the fiscal year ended September 30, 2024 was $6566.9390/Boe, $7172.8214/Boe, and $70.53/Boe, respectively. The average sales prices of the Company’s oil and gas products sold in the three months ended March 31, 2025 and 2024 was $67.91/Boe and $72.65/Boe, respectively.

The Company’s net production quantities by final product sold in the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025 and ~~2023~~2024, and the fiscal year ended September 30, 2024 was 24,~~450~~822.9215 Boe, ~~919~~1,470.94 20 Boe, and 1,963.82 Boe, respectively. The Company’s net production quantities by final product sold in the three months ended March 31, 2025 and 2024 was 2,371.23 Boe and 550.26 Boe, respectively.

The Company’s average production costs per unit for the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025 and ~~2023~~2024, and the fiscal year ended September 30, 2024, was $~~174~~98.7417/Boe, $99105.3935/Boe, and $100.02/Boe, respectively. The Company’s average production costs per unit for the three months ended March 31, 2025 and 2024 was $22.40/Boe and $115.31/Boe, respectively.

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The breakdown of production and prices between oil/condensate and natural gas was as follows:

Net Production Volumes

Three Months Ended ~~December~~March 31, ~~2024~~2025

Three Months Ended ~~December~~March 31, ~~2023~~2024

~~Fiscal~~Six ~~Year~~Months Ended ~~September~~March 3031, ~~2024~~2025

Six Months Ended March 31, 2024

Oil/Condensate (Bbl)

2,~~451~~371

~~920~~550

14,~~964~~822

1,470

Natural Gas (Mcf)

Average Sales Price	Three Months Ended ~~December~~March 31, ~~2024~~2025		Three Months Ended ~~December~~March 31, ~~2023~~2024		~~Fiscal~~Six ~~Year~~Months Ended ~~September~~March 3031, ~~2024~~2025		Six Months Ended March 31, 2024
Oil/Condensate ($/Bbl)		6567.9391		7172.8265		7066.5390		72.14
Natural Gas ($/Mcf)		-		-		-		-

The breakdown of the Company’s production quantities by individual product type for each of the Company’s fields that contain 15% or more of the Company’s total proved reserves expressed on an oil-equivalent-barrels basis was as follows:

Breedlove

Net Production Volumes

Three Months Ended ~~December~~March 31, ~~2024~~2025

Three Months Ended ~~December~~March 31, ~~2023~~2024

~~Fiscal~~Six ~~Year~~Months Ended ~~September~~March 3031, ~~2024~~2025

Six Months Ended March 31, 2024

Oil/Condensate (Bbl)

2,~~451~~371

~~541~~194

14,~~229~~822

735

Natural Gas (Mcf)

Henshaw

Net Production Volumes	Three Months Ended ~~December~~March 31, ~~2024~~2025		Three Months Ended ~~December~~March 31, ~~2023~~2024		~~Fiscal~~Six ~~Year~~Months Ended ~~September~~March 3031, ~~2024~~2025		Six Months Ended March 31, 2024
Oil/Condensate (Bbl)		-		~~379~~356		~~735~~-		735
Natural Gas (Mcf)		-		-		-		-

Pittcock & Mary Bullard

Net Production Volumes

Three Months Ended ~~December~~March 31, ~~2024~~2025

Three Months Ended ~~December~~March 31, ~~2023~~2024

~~Fiscal~~Six ~~Year~~Months Ended ~~September~~March 3031, ~~2024~~2025

Six Months Ended March 31, 2024

Oil/Condensate (Bbl)

Natural Gas (Mcf)

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Operating Results

~~During the~~Three ~~three~~Months ~~months~~Ended ~~ended~~March ~~December~~ 31, ~~2024,~~2025 the Company reported a net loss of $1,828,721, compared to a net loss of $751,881 for the three months ended December 31, 2023. The net loss for the first quarter of the current fiscal year was mainly attributable to operating expenses of $1,576,277 compared to $806,294 in the corresponding quarter of the previous fiscal year, being partially offset by revenue from oil and ~~gas sales and royalty income totaling $126,781 up from $53,115 in the same quarter of fiscal~~ 2024.

~~The Company~~During ~~reported~~the ~~oil~~three ~~and~~months ~~gas~~ended ~~sales~~March ~~revenue~~31, ~~of $123~~2025,~~215~~ in the Company ~~first~~reported ~~quarter~~a ofnet ~~the~~loss ~~current~~of ~~fiscal~~$1,313,137 ~~year~~as compared to ~~$47,651~~a innet ~~the~~loss ~~same quarter~~ of ~~the~~$415,355 ~~last~~for ~~fiscal~~the ~~year.~~three ~~This~~months ~~increase~~ended ~~was~~March ~~largely~~31, ~~due~~2024 tomostly ~~the~~as ~~resumption~~a result of ~~oil~~higher ~~production~~general atand ~~the~~administrative ~~Breedlove~~expenses ~~field.~~and ~~Net~~interest ~~oil-equivalent production~~expenses ~~by final product sold~~ in the ~~current~~second quarter ~~averaged~~of ~~26.64~~fiscal ~~barrels~~2025 ~~per~~compared ~~day~~to in the ~~current~~same quarter~~, compared to 10 barrels~~ ~~per day~~ in ~~the~~fiscal ~~prior year’s first quarter~~2024.

The ~~lease~~ ~~operating~~Company ~~expense~~reported oil and gas sales revenue of $122,827 for the second quarter ~~ended~~of ~~December~~the ~~31,~~current ~~2024~~fiscal ~~was~~year ~~$428,268,~~ compared to $9127,~~435~~815 for the same quarter ~~ended~~of ~~December~~the ~~31, 2023~~last fiscal year. ~~The~~This increase is indue ~~lease~~to ~~operating~~the ~~expense~~resumption ~~was~~of ~~attributed~~oil toproduction ~~higher~~at the Breedlove field in October 2024. Net oil-equivalent production ~~levels~~by final product sold in the current quarter averaged 26.35 ~~Additionally~~barrels per day, ~~lease~~compared with 6.04 barrels per day in the same quarter of the previous fiscal year. ~~operating~~The ~~expenses~~Company’s average production costs per unit for the three months ended March 31, 2025 were $22.40 per Boe, a significantly ~~exceeded~~improvement from ~~oil~~$174.74 per Boe in the first quarter and ~~gas~~$115.31 ~~sales~~per ~~revenue~~Boe ~~due~~in tothe ~~extensive~~comparative ~~workover~~quarter ~~and~~of ~~maintenance~~fiscal ~~costs~~2024. ~~incurred~~During tothe three months ended ~~restart~~March 31, 2025, the ~~Breedlove~~Company ~~wells~~also reported $170,000 in fee revenue from an operator contract entered into during the quarter.

The Company’s total operating expenses for the three months ended March 31, 2025 was $1,135,167 compared to $451,842 for the same period in 2024. Lease operating expenses amounted to $92,496, up from $63,449 in the comparative period due to increased production. General and administrative expenses for the three months ended March 31, 2025 were $977,543, compared to $361,219 for the comparable period of the prior fiscal year. The main differences in costs included: accounting and audit increased to $242,225 (2024 - $21,700); consulting fees increased to $202,791 (2024 - $33,950); insurance expenses increased to $42,702 (2024 - $18,805); and legal fees increased to $259,169 (2024 - $88,330). The increases were mainly due to increased corporate activities during the current quarter.

General and administrative expenses

	2024			2023
	Three Months Ended March 31, 2025			Three Months Ended March 31, 2024
Accounting and audit	$	~~262~~242,~~360~~225		$	~~122~~21,~~746~~701
Consulting		~~238~~202,~~187~~791			33,~~207~~950
Filing and transfer agent		3213,~~587~~250			1811,~~694~~471
Insurance		42,~~696~~702			4218,~~837~~805
Investor relations		2126,~~370~~356			589,~~696~~818
Legal fees		~~318~~259,~~032~~169			~~188~~88,~~730~~330
Marketing and promotion		1626,~~674~~460			2312,~~170~~546
Office and miscellaneous		4748,~~717~~557			4934,~~353~~794
Rent		6,~~006~~048			36,~~501~~562
Salaries and benefits		~~145~~95,~~352~~822			9087,~~138~~214
Stock-based compensation		135,237			-
Travel		14,693			6,028
Travel		8,306			19,611
Gain on settlement of trade payables		(530	)		-
	$	1977,~~274,524~~543		$	~~683~~361,~~683~~219

~~The general~~Six ~~and~~Months ~~administrative~~Ended ~~expenses~~March ~~for the three months ended December~~ 31, ~~2024~~2025 ~~were $1,274,524, a significant increase from $683,683 in the three months ended December 31, 2023. The increase was mainly due to increased property development~~ and ~~corporate activities during the current quarter. Specifically, the variance compared to the prior year’s quarter was mainly attributable to the following factors:~~2024

●During ~~Accounting~~the ~~and~~six ~~audit~~months ~~fees~~ended ofMarch ~~$262~~31,~~360,~~ ~~up from $122~~2025,~~746~~ in the ~~first~~Company reported ~~quarter~~a ofnet ~~the~~loss ~~previous fiscal year. The increase was largely due to the delayed start~~ of ~~the~~$3,141,858, ~~2024~~compared ~~quarterly review work and the costs associated with bringing the delinquent SEC filings up~~ to ~~date.~~a ●net ~~Consulting~~loss ~~fees~~ of $~~238~~1,~~187~~167,236 infor the ~~current~~six ~~quarter,~~months upended ~~significantly~~March ~~from $33~~31,~~207~~ in2024. ~~the~~The ~~same~~higher ~~quarter~~net ofloss for the ~~prior~~2025 ~~fiscal~~period ~~year. The increase~~ was ~~primarily~~mainly ~~due~~attributable to ~~the~~operating ~~engagement~~expenses of ~~three consultants to support potential acquisition activities~~$2, ~~financing efforts~~711,444 ~~and~~(2024 ~~corporate~~- ~~legal matters. The Company also retained contract consultants for geological~~$1, ~~project management~~258,136), ~~and~~interest ~~corporate~~expense ~~consulting work. ● Legal fees~~ of $~~318~~769,~~032~~637 in(2024 ~~the current quarter, up from~~ - $~~188~~1,~~730 in the comparative quarter. The fees were mainly related to the regulatory work associated with the Company’s financing~~026), ~~its~~and ~~proposed uplisting to~~ a ~~major~~loss ~~U.S.~~on ~~exchange,~~debt asextinguishment ~~well as compliance with the disclosure requirements under the Exchange Act in the United States. ● Salaries and benefits expenses~~ of $~~145~~105,~~352~~349 in(2024 ~~the~~- ~~current quarter, compared to~~ $~~90,138 in the same quarter of the prior year~~nil). ~~The~~These ~~increase~~increases ~~was~~were ~~primarily~~partially ~~due~~offset toby aoperating revenue totaling $50422,~~000~~687, ~~performance~~up ~~bonus~~from ~~paid pursuant to the Company’s Chief Executive Officer’s employment agreement. ● Share-based compensation expenses of~~ $~~135~~53,~~237~~115 ~~were recognized~~ in ~~connection with~~ the ~~65,000~~same ~~stock~~period ~~options granted to the Company’s directors and consultants. This amount represents a non-cash charge, reflecting the estimated fair value~~ of ~~the~~fiscal ~~stock options granted and vested during the period~~2024. ~~The Company used the Black-Scholes option pricing model for the fair value calculation.~~

The Company reported oil and gas sales revenue of $246,042 in the first six months of the current fiscal year compared to $75,466 in the same period of the last fiscal year. This increase was largely due to the resumption of oil production at the Breedlove field. Net oil-equivalent production by final product sold in the current quarter averaged 26.50 barrels per day in the first six months, compared to 8.03 barrels per day in the same period of the prior fiscal year. During the six months ended March 31, 2025, the Company also reported $170,000 in fee revenue from an operator contract entered into during the second quarter.

The lease operating expenses for the six months ended March 31, 2025 were $520,764, compared to $154,884 for the same period of fiscal 2024. The increase was attributed to higher production levels in the current period. Additionally, lease operating expenses significantly exceeded oil and gas sales revenue largely due to extensive workover and maintenance costs incurred to restart the Breedlove wells during the first quarter.

General and administrative expenses

	Six Months Ended March 31, 2025			Six Months Ended March 31, 2024

Accounting and audit	$	504,585		$	144,447
Consulting		440,979			67,157
Filing and transfer agent		45,837			30,165
Insurance		85,398			61,642
Investor relations		47,726			68,514
Legal fees		577,202			277,060
Marketing and promotion		43,134			35,716
Office and miscellaneous		96,274			84,147
Rent		12,054			73,063
Salaries and benefits		241,174			177,352
Stock-based compensation		135,237			-
Travel		22,999			25,639
Gain on settlement of trade payables		(13,648	)		-
	$	2,238,951		$	1,044,902

The general and administrative expenses for the six months ended March 31, 2025 were $2,238,951, a significant increase from $1,044,902 for the six months ended March 31, 2024. The increase was mainly due to increased property development and corporate activities during the fiscal 2025 period. Specifically, the variance compared to the prior comparative period was mainly attributable to the following factors:

●	Accounting and audit fees of $504,585, up from $144,447 in the first six months of the previous fiscal year. The increase was largely due to the delayed start of the 2024 quarterly review work and additional costs associated with registration statements and efforts to bring delinquent SEC filings up to date.

●	Consulting fees of $440,979, a significant increase from $67,157 in the same period of the prior fiscal year. The increase was primarily due to the engagement of three consultants to support potential acquisition activities, financing efforts, and corporate legal matters. The Company also retained additional contract consultants for geological, project management, and corporate consulting work in the 2025 period.

●	Legal fees of $577,202, up from $277,060 in the prior period. The increase was mainly related to the regulatory work associated with the Company’s financing activities, its proposed uplisting to a major U.S. exchange, as well as compliance with the disclosure requirements under the U.S. Exchange Act.

●	Salaries and benefits expenses of $241,174, compared to $177,352 in the same period of the prior year. The increase was primarily due to a $50,000 performance bonus paid pursuant to the Company’s Chief Executive Officer’s employment agreement.

●	Share-based compensation expenses of $135,237 (2024 - $nil) were recognized in connection with the 65,000 stock options granted to the Company’s directors and consultants. This amount represents a non-cash charge, reflecting the estimated fair value of the stock options granted and vested during the period. The Company used the Black-Scholes option pricing model for the fair value calculation.

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Update on Use of Proceeds

~~During the~~In ~~three~~November ~~months ended December 31,~~ 2024, the Company completed a private placement of convertible debenture units for gross proceeds of $4,276,389, of which $601,601 was received during the first quarter, $2,250,000 was received as subscriptions as of September 30, 2024, and $1,424,788 was issued in exchange for the outstanding debentures comprising $1,365,000 in principal and $59,788 in accrued interest. The ~~remaining~~cash proceeds of $2,851,601 were intended for potential acquisitions, drilling and development, and general working capital purposes. As of the date of this Report, the Company has spent $~~188~~190,~~040~~619 on property development, $1674,~~383~~834 on potential acquisitions, and approximately $2,~~250~~500,000 on operating activities.

Liquidity and Capital Resources

As of ~~December~~March 31, ~~2024~~2025, the Company had a cash balance of $~~690~~253,~~798~~349, a decrease of $~~822~~1,~~793~~260,242 from the cash balance of $1,513,591 on September 30, 2024. During the ~~three~~six months ended ~~December~~March 31, ~~2024,~~ the Company used $1,~~236~~671,~~354~~224 in operating activities, primarily for accounting, consulting, insurance, legal, salaries, and lease operating expenses. The Company received $601,601 in proceeds from debenture financing and spent $~~188~~190,~~040~~619 on its oil and gas property development.

The Company had a working capital deficiency of $57,~~934~~228,~~270~~ 821 as of ~~December~~March 31, ~~2024~~2025, compared to a working capital deficiency of $5,857,870 as of September 30, 2024. The Company will need substantial additional funding to pay the outstanding payables and bring the operated assets back to full production. This raises substantial doubt about the Company’s ability to continue as a going concern. The Company has decreased its activity to a minimal level to limit increases in the Company’s working capital deficiency. The Company has also limited its ongoing commitments and account demands going forward. Additionally, the Company is actively engaging with its trade partners to remedy its current working capital deficiency through all means available to it including but not limited to financing arrangements, payment plans, and principal reductions.

Management has budgeted approximately $32 million in operating expenses and $6.5 million in capital expenditures for the next 12 months, which the Company plans to finance principally from one or more equity or debt financings. The purpose of these funds will be to resume full field operations, reduce the working capital deficit, as well as invest in additional oil and gas production activities across the Company’s assets. The amount and timing of capital expenditures will depend on several factors including, but not limited to, the speed with which the Company is able to bring its wells to production, its ability to complete an equity financing or to secure a suitable line of credit, commodity prices, supply/demand considerations and attractive rates of return. There are no guarantees that the Company will be able to acquire the necessary funds to meet its budgeted capital expenditures, and any postponement of its planned development of its proved undeveloped reserves could ~~materially~~ materially affect its business, financial condition and results of operations.

Although the Company has budgeted investments of additional capital in the continued development of its oil and gas operations, it currently does not have any material commitments for capital expenditures. As of the date of this report, the Company does not have sufficient working capital to meet its anticipated operating and capital requirements over the next 12 months. The Company continues to monitor the current economic and financial market conditions and is actively evaluating its financing options.

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Critical Accounting Estimates

The preparation of financial statements in accordance with US GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Management evaluates these estimates and judgments on an ongoing basis and bases its estimates on experience, current and expected future conditions, third-party evaluations and various other assumptions that management believes are reasonable under the circumstances. We believe the following discussions of critical accounting estimates address all important accounting areas where the nature of accounting estimates or assumptions is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change.

Oil and natural gas reserves

Crude oil and natural gas reserves are estimates of future production that impact certain asset and expense accounts included in the consolidated financial statements. Proved reserves are the estimated quantities of oil and gas that geoscience and engineering data demonstrate with reasonable certainty to be economically producible in the future under existing economic conditions, operating methods and government regulations. Proved reserves include both developed and undeveloped volumes. Proved developed reserves represent volumes expected to be recovered through existing wells with existing equipment and operating methods. Proved undeveloped reserves are volumes expected to be recovered from new wells on undrilled proved acreage, or from existing wells where a relatively major expenditure is required for recompletion. Variables impacting the Company’s estimated volumes of crude oil and natural gas reserves include field performance, available technology, commodity prices, and development, production and carbon costs.

The estimation of proved reserves is important to the consolidated statements of operations because the proved reserve estimate for a field serves as the denominator in the unit-of-production calculation of the depletion of the capitalized costs for that asset. If the estimates of proved reserves used in the unit-of-production calculations had been lower by 10 percent across all calculations, the depletion in the first ~~quarter~~six months of fiscal 2025 would have increased by approximately $611,000.

Impairment

The Company tests long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Individual assets are grouped for impairment purposes at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets, generally on a field-by-field basis for oil and gas assets. Because there usually is a lack of quoted market prices for long-lived assets, the fair value of impaired assets is typically determined based on the present values of expected future cash flows using discount rates and prices believed to be consistent with those used by principal market participants. The expected future cash flows used for impairment reviews and related fair value calculations are based on estimated future production volumes, commodity prices, operating costs and capital decisions, considering all available evidence at the date of review. Differing assumptions could affect the timing and the amount of an impairment in any period.

Asset retirement obligations

The Company is subject to retirement obligations for certain assets. The fair values of these obligations are recorded as liabilities on a discounted basis, which is typically at the time the assets are installed. In the estimation of fair value, the Corporation uses assumptions and judgments regarding such factors as the existence of a legal obligation for an asset retirement obligation, technical assessments of the assets, estimated amounts and timing of settlements, discount rates, and inflation rates.

A sensitivity analysis of the ARO impact on earnings is not practicable, given the broad range of the company’s long-lived assets and the number of assumptions involved in the estimates. Favorable changes to some assumptions would have reduced estimated future obligations, thereby lowering accretion expense and amortization costs, whereas unfavorable changes would have the opposite effect.

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JOBS Act

On April 5, 2012, the Jumpstart Our Business Startups Act (the “JOBS Act”) was enacted. Section 107 of the JOBS Act provides that an “emerging growth company” can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In other words, an “emerging growth company” can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies.

We have chosen to take advantage of the extended transition periods available to emerging growth companies under the JOBS Act for complying with new or revised accounting standards until those standards would otherwise apply to private companies provided under the JOBS Act. As a result, our financial statements may not be comparable to those of companies that comply with public company effective dates for complying with new or revised accounting standards.

Subject to certain conditions set forth in the JOBS Act, as an “emerging growth company,” we intend to rely on certain of these exemptions, including, without limitation, (i) providing an auditor’s attestation report on our system of internal controls over financial reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act and (ii) complying with any requirement that may be adopted by the Public Company Accounting Oversight Board regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements, known as the auditor discussion and analysis. We will remain an “emerging growth company” until the earliest of (i) the last day of the fiscal year in which we have total annual gross revenues of $1.235 billion or more; (ii) the last day of our fiscal year following the fifth anniversary of the date of our initial public offering; (iii) the date on which we have issued more than $1 billion in nonconvertible debt during the previous three years; or (iv) the date on which we are deemed to be a large accelerated filer under the rules of the SEC.

ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company is not required to provide the information required by this Item as it is a “smaller reporting company,” as defined in Rule 12b-2 of the Exchange Act.

ITEM 4.

CONTROLS AND PROCEDURES.

Evaluation of disclosure controls and procedures

We maintain disclosure controls and procedures (as such terms are defined under Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that the information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Management, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(b) as of the end of the period covered by this Report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of ~~December~~March 31, ~~2024~~2025, due to the material weaknesses in our internal control over financial reporting.

The following control deficiencies constitute material weaknesses in internal control over financial reporting:

	●	Insufficient resources resulting in inadequate segregation of duties in certain accounting functions, the processing and approval of transactions, due to the size of the accounting department.
	●	Ineffective controls over inputs used in the valuation of the Asset Retirement Obligation.
	●	Ineffective controls over the depletion calculation and the preparation of the oil and gas reserve report.
	●	Ineffective controls on the accounting and the valuation of complex financial instruments.
	●	Ineffective review of the financial statements due to the limited financial and reporting resources.
	●	Ineffective information technology general controls in the areas of user access and program change-management over certain information technology systems that support the Company’s financial reporting processes.
	●	Ineffective controls over the evaluation of the impact of debt amendments.

Changes in internal controls

There were no changes in our internal controls over financial reporting during the three months ended ~~December~~March 31, ~~2024~~2025 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

Limitations on Effectiveness of Controls and Procedures

In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

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PART II – OTHER INFORMATION

ITEM 1.

LEGAL PROCEEDINGS

The Company from time to time may be involved with disputes, claims and litigation related to the conduct of its business. The following are the material legal proceedings pending to which the Company is a party or to which any of its property is subject.

1. Atlas Tubular, LLC filed a suit against the Company on October 10, 2023 in the 14th Judicial District Court of Dallas, County, Texas, seeking damages of at least $172,981 for unpaid invoices. The Company made a payment of $100,000 to Atlas Tubular in June 2024 towards this alleged debt. The remaining balance of $72,981 is included in the Company’s trade payables as at ~~December~~March 31, ~~2024~~2025.

2. Foundation Energy Services, LLC filed a suit against the Company on September 7, 2023 in the 160th Judicial District Court, Dallas County, Texas, seeking damages of at least $66,074 for unpaid invoices. This amount is included in the Company’s trade payables as at ~~December~~March 31, ~~2024~~2025. Foundation Energy Services, LLC was awarded a judgment for the amount owed, plus attorney’s fees of $11,055, court costs of $485, 5% interest, and $10,000 in post judgment attorney’s fees for collection efforts.

3. Premier Energy Services, LLC filed a suit against the Company on August 7, 2023 in the 118th Judicial District Court of Martin County, Texas, seeking damages of at least $104,205 for unpaid invoices. Of this amount, $95,541 is included in the Company’s trade payables as at ~~December~~March 31, ~~2024~~2025. The Company disputes the remaining $8,664 of the claimed damages.

4. BJ ~~Pipe~~Hudson &Pumping ~~Supply~~Inc. ~~LLC~~ filed a suit against the Company on ~~September~~December 112, 2024 in the ~~5th~~118th Judicial District, ~~Eddy County~~Court ~~New~~of ~~Mexico~~Martin County, Texas, seeking damages of at least $7560,~~951~~050 for unpaid invoices. OfThis ~~this~~ amount, ~~$52,520.65~~ is included in the Company’s trade ~~payable~~payables as ofat ~~December~~March 31, ~~2024~~2025. ~~The Company and BJ Pipe & Supply LLC have reached an agreement to settle the lawsuit.~~

5. ~~Hudson~~ ~~Pumping~~Cudd Energy Services, Inc. filed a suit against the Company and Mehran Ehsan on ~~December~~July 217, 2024, in the 118th Judicial District Court of Martin County, Texas, seeking damages of at least $60130,~~050~~224 for unpaid invoices. ~~This~~Of this amount, $115,936 is included in the Company’s ~~trade~~loan ~~payables~~payable as at ~~December~~ March 31, ~~2024~~2025.

6. ~~Cudd~~ ~~Energy~~Q2 Artificial Lift Services, (SOA) Inc. filed a suit against the Company ~~and Mehran Ehsan~~ on ~~July~~February 175, 2024, in the ~~118th~~192nd Judicial District Court, ofDallas ~~Martin~~ County, Texas, seeking damages of at least $~~130~~125,~~224~~102 for unpaid invoices. OfThis ~~this~~ amount, ~~$115,936~~ is included in the Company’s ~~loan~~trade ~~payable~~payables as at ~~December~~March 31, ~~2024~~2025.

7. Q2 ~~Artificial~~R&B ~~Lift~~Oilfield Services, ~~(SOA) Inc~~LLC. filed a suit against the Company on ~~February~~November 56, 2024, in the ~~192nd~~ Judicial District Court~~, Dallas~~ of Midland County, Texas, seeking damages of at least $~~125~~36,~~102~~ 020 for unpaid invoices. This amount is included in the Company’s trade payables as at ~~December~~March 31, ~~2024~~2025.

8. ~~R&B~~ ~~Oilfield~~Omega ~~Services,~~Treating ~~LLC~~Chemicals Inc. filed a suit against the Company on ~~November~~September 63, 2024, in the Judicial District Court of ~~Midland~~ Dallas, County, Texas, seeking damages of at least $36111,~~020~~ 000 for unpaid invoices. This amount is included in the Company’s trade payables as at ~~December~~March 31, ~~2024~~2025. Omega Treating Chemicals Inc. was awarded a judgment for $111,777, plus attorney’s fees of $1,200.

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ITEM 1A

RISK FACTORS

There have been no material changes to the factors disclosed in Item 1A. Risk Factors in our annual report on Form 10-K for the fiscal year ended September 30, 2024.

There is currently a limited U.S. public market for our Common Shares, the stock price of our Common Shares may be volatile or may decline regardless of our operating performance and you may not be able to resell your Common Shares at or above the price you acquired such Common Shares.

Due to our prior delinquency in filing our periodic reports, the Form 211 originally filed with, and cleared by, the Financial Industry Regulatory Authority (“FINRA”) pursuant to Rule 15c2-11 of the Exchange Act covering our Common Shares was revoked by FINRA. Consequently, until a new Form 211 is filed with, and cleared by FINRA, our Common Shares will not be eligible for proprietary broker-dealer quotations on the OTC Pink Sheets and all quotes in our Common Shares on the OTC Pink Sheets will only reflect unsolicited customer orders. Unsolicited-Only stocks have a higher risk of wider spreads, increased volatility, and price dislocations. A holder may have difficulty selling its Common Shares in the United States and a holder may not be able to sell its Common Shares quickly or at the market price it feels our Common Shares are worth until a new Form 211 is filed with and cleared by FINRA under Rule 15c2-11 of the Exchange Act.

Further, having a limited trading market in the United States may also impair our ability to raise capital by selling our Common Shares and may impair our ability to enter into strategic collaborations or acquire companies or products by using our Common Shares as consideration.

Our obligations to holders of our debentures are secured by security interests in our assets, so if we default on those obligations, these debenture holders could foreclose on some or all of our assets.

Our obligations to holders of our debentures are secured by security interests in our assets. As of the date of this prospectus, approximately $4.4 million was owed to such secured debenture holders. If we default on our obligations under these debentures, our secured creditors could foreclose on their security interests and liquidate some or all of these assets, which would harm our financial condition and results of operations and would require us to reduce or cease operations and possibly seek bankruptcy protection.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

ITEM 5 OTHER INFORMATION

During the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025, no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “Non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408(a) of Regulation S-K.

ITEM 6.

EXHIBITS

Exhibit No.		Description
3.1		Articles of Permex Petroleum Corporation (Incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 29, 2022)
3.2		Amendment to the Articles of Permex Petroleum Corporation (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on September 29, 2023)
3.3		Amendment to the Articles of Permex Petroleum Corporation (Incorporated by reference to Exhibit 3.3 to the Company’s Annual Report on Form 10-K filed with the SEC on January 14, 2025)
3.4		Amendment to the Articles of Permex Petroleum Corporation (Incorporated by reference to Exhibit 3.4 to the Company’s Registration Statement on Form S-1 filed with the SEC on January 22, 2025)
4.1		Form of Debenture (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 7, 2024
4.2		Form of Warrant (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the SEC on November 7, 2024
10.1		Form of Security Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 7, 2024
10.2		Form of Registration Rights Agreement (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on November 7, 2024
10.3		Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on October 28, 2024
31.1*		Certification of Principal Executive Officer, pursuant to Rules 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of Principal Financial Officer, pursuant to Rules 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		Inline XBRL Instance 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 - the cover page from the Registrant’s Quarterly Report on Form 10-Q for the quarter ended ~~December~~March 31, ~~2024~~2025 is formatted in Inline XBRL

* Filed herewith.

** Furnished herewith.

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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 thereunto duly authorized.

	PERMEX PETROLEUM CORPORATION
Date: February 14, 2025	By:	/s/ Bradley Taillon
Date: May 15, 2025	By:	/s/ Bradley Taillon
		Bradley Taillon
		Chief Executive Officer

	PERMEX PETROLEUM CORPORATION
Date: February 14, 2025	By:	/s/ Gregory Montgomery
Date: May 15, 2025	By:	/s/ Bradley Taillon
		Gregory Montgomery
		Bradley Taillon
		Chief Financial Officer (Principal Financial and Accounting Officer)

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