OTC: LRDC
Laredo Oil, Inc.CIK 0001442492 · SIC 1311 · Crude Petroleum & Natural Gas
We were incorporated under the laws of the State of Delaware on March 31, 2008 under the name of “Laredo Mining, Inc.” As of that date, we had 90,000,000 authorized shares of common stock at $0.0001 par value and 10,000,000 authorized shares of preferred stock at $0.0001 par value. On October 21,… About this business →
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Latest financial statements
From 10-K filed Sep 14, 2026 (period ending May 31, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.
Consolidated Statements of Operations
| Description | Year ended May 31, 2026 | Year ended May 31, 2025 |
|---|---|---|
| Revenue | 3,141 | 9,423 |
| Gross profit (loss) | 3,141 | 9,423 |
| Lease Operating Expense | 37,960 | 138,853 |
| General, selling and administrative expenses | 4,933,624 | 1,832,546 |
| Consulting and professional services | 1,729,594 | 603,682 |
| Impairment expense | 348,393 | 21,716 |
| Total Operating Expense | 7,049,571 | 2,596,797 |
| Operating loss | (7,046,430) | (2,587,374) |
| Other income/(expense) | ||
| Other non-operating income | 15,963 | 628,702 |
| Gain on sale of assets | - | |
| Interest expense, net | (888,864) | (489,918) |
| Net loss from continuing operations | (7,919,331) | (2,448,590) |
| Net loss from discontinued operations | 52,340 | 733,284 |
| Net loss | (7,971,671) | (3,181,874) |
| Net loss per share | ||
| Net loss per share from continuing operations, basic and diluted | (0.10) | (0.03) |
| Net loss per share from discontinued operations, basic and diluted | (0.00) | (0.01) |
| Net loss per share, basic and diluted | (0.10) | (0.04) |
| Weighted average number of basic and diluted common shares outstanding | 77,113,818 | 73,605,387 |
Consolidated Balance Sheets
| Description | May 31, 2026 | May 31, 2025 |
|---|---|---|
| ASSETS | ||
| Current Assets | ||
| Cash and cash equivalents and restricted cash | 420,676 | 249,409 |
| Receivables related party | 37,500 | - |
| Prepaid expenses and other current assets | 33,863 | 21,156 |
| Assets of discontinued operations | - | 27,958 |
| Total Current Assets | 492,039 | 298,523 |
| Property and Equipment | ||
| Oil and gas acquisition and drilling costs | - | 1,001,209 |
| Property and equipment, net | 67,172 | 108,286 |
| Total Property and Equipment, net | 67,172 | 1,109,495 |
| Investment in entity related party | 643,225 | - |
| Other assets | 10,000 | 30,000 |
| Non-current assets of discontinued operations | - | 10,000 |
| TOTAL ASSETS | 1,212,436 | 1,448,018 |
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||
| Current Liabilities | ||
| Accounts payable | 2,813,598 | 2,027,487 |
| Accounts payable and accrued liabilities related party | 604,243 | 402,344 |
| Accrued payroll liabilities | 3,719,601 | 3,752,527 |
| Accrued interest | 724,792 | 656,460 |
| Deferred well development costs | 2,549,260 | 2,799,260 |
| Convertible debt contributed for net working interest | 575,000 | 575,000 |
| Bridge securities, net of debt discount | 202,261 | 352,478 |
| Promissory note, net of debt discount | - | 181,349 |
| Revolving note | 1,060,061 | 1,060,061 |
| Note payable related party | 292,099 | 292,099 |
| Note payable Alleghany, net of debt discount | 617,934 | 617,934 |
| Note payable, current portion | 62,349 | 61,729 |
| Liabilities of discontinued operations | - | 130,812 |
| Total Current Liabilities | 13,221,198 | 12,909,540 |
| Asset retirement obligation | 157,394 | 157,394 |
| Long-term note, net of current portion | 763,352 | 825,701 |
| Liabilities of discontinued operations | - | 127,698 |
| Total Noncurrent Liabilities | 920,746 | 1,110,793 |
| TOTAL LIABILITIES | 14,141,944 | 14,020,333 |
| Commitments and Contingencies (Note 13) | ||
| Stockholders’ Deficit | ||
| Preferred stock: $0.0001 par value; 10,000,000 shares authorized; none issued and outstanding | - | |
| Common stock: $0.0001 par value; 120,000,000 and 120,000,000 shares authorized; 84,244,558 and 74,771,476 issued and outstanding as of May 31, 2026 and 2025, respectively | 8,424 | 7,477 |
| Additional paid in capital | 20,939,108 | 13,275,577 |
| Subscription paid in advance | - | 50,000 |
| Accumulated deficit | (33,877,040) | (25,905,369) |
| Total Stockholders’ Deficit | (12,929,508) | (12,572,315) |
| TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | 1,212,436 | 1,448,018 |
Consolidated Statements of Cash Flows
| Description | Year ended May 31, 2026 | Year ended May 31, 2025 |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Net loss from continuing operations | (7,919,331) | (2,448,590) |
| Net loss from discontinued operations | (52,340) | (733,284) |
| Net loss | (7,971,671) | (3,181,874) |
| Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities: | ||
| Stock based compensation expense | 2,287,282 | - |
| Issuance of stock in exchange for service | 100,000 | - |
| Amortization of debt discount | 272,764 | 83,733 |
| Impairment of equity investment | 5,094 | - |
| Impairment of long-term assets | 343,299 | 21,716 |
| Depreciation expense | 40,811 | 27,213 |
| Net loss on discontinued operations | - | 733,284 |
| Loss on disposal of assets | 303 | - |
| Loss on conversion | 591,919 | - |
| Changes in operating assets and liabilities: | ||
| Receivables | - | 8,346 |
| Receivables from related party | - | - |
| Prepaid expenses and other current assets | (12,707) | (3,815) |
| Bond | 20,000 | |
| Accounts payable and accrued liabilities | 1,017,601 | 88,347 |
| Accrued payroll | (32,926) | 587,385 |
| Accrued interest | 210,515 | 222,295 |
| NET CASH USED IN OPERATING ACTIVITIES | (3,127,716) | (1,413,370) |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Investment in equity method investment | (20,000) | - |
| Cash paid for acquisition of oil and gas assets | - | (794,521) |
| NET CASH USED IN INVESTING ACTIVITIES | (20,000) | (794,521) |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from sale of common stock | 2,634,800 | - |
| Proceeds from exercise of warrants | 5,436 | - |
| Repayment of convertible debt | - | (119,706) |
| Proceeds from promissory notes | 1,275,000 | 200,000 |
| Repayment of promissory notes | (99,750) | - |
| Proceeds from bridge notes | 200,000 | 384,000 |
| Repayment of bridge notes | (399,614) | (233,136) |
| PPP loan repayments | (61,729) | (66,682) |
| Proceeds from prefunded drilling costs | - | 2,250,000 |
| Repayment of prefunded drilling costs | (250,000) | (1,250,000) |
| CASH FLOWS PROVIDED BY FINANCING ACTIVITIES | 3,304,143 | 2,379,676 |
| Net increase/(decrease) in cash and cash equivalents from continuing operations | 156,427 | 171,785 |
| Cash and cash equivalents at beginning of period | 249,409 | 127,624 |
| Net cash provided by/(used in) discontinued operations | ||
| Cash provided by operating activities | 14,840 | 1,598,143 |
| Cash used for investing activities | - | (2,379,643) |
| Cash used in financing activities | - | 731,500 |
| Net cash provided by/(used in) discontinued operations | 14,840 | (50,000) |
| CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | 420,676 | 249,409 |
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
| Cash paid for interest expense | 299,370 | 83,002 |
| Cash paid for income taxes | - | - |
| SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES | ||
| Oil and gas acquisition costs in accounts payable | - | 73,598 |
| Transfer of oil and gas assets to investment in entity related party | 643,225 | - |
| Gain on sale of membership interest in HCC related party | 272,892 | - |
| Relative fair value of warrants granted with debt | 204,716 | 19,686 |
| Gain on investment in oil and gas properties related party | - | 510,800 |
| Initial asset retirement obligation and related liability | - | 124,024 |
| Reclassification of contingent liability to convertible debt | - | 648,317 |
| Exercise of warrant in exchange for debt and related interest repayment | 628,814 | - |
| Sale of stock in exchange for debt and related interest repayment | 888,619 | - |
| Issuance of common stock in exchange for note payable | - | 50,000 |
Amounts as printed on the EDGAR/iXBRL face. Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗
About Laredo Oil, Inc.
Source: Item 1 (Business) from the 10-K filed September 14, 2026. Description as filed by the company with the SEC.
Item
1. Business
We
were incorporated under the laws of the State of Delaware on March 31, 2008 under the name of “Laredo Mining, Inc.” As of
that date, we had 90,000,000 authorized shares of common stock at $0.0001 par value and 10,000,000 authorized shares of preferred stock
at $0.0001 par value. On October 21, 2009 our name was changed to “Laredo Oil, Inc.” During May of 2023, our board of directors
voted to increase the authorized shares of our common stock to 120,000,000 shares at $0.0001 par value, which increase was approved by
the holders of a majority of the shares of our common stock then outstanding.
We
are an oil exploration and production company, primarily engaged in acquisition and exploration efforts to find mineral reserves on various
properties. From our inception in March 2008 through October 2009, we were primarily engaged in acquisition and exploration efforts for
mineral properties. Beginning in October 2009, we shifted our focus to locating mature oil fields with the intention of acquiring those
oil fields and recovering “stranded” oil reserves using proprietary enhanced recovery methods known as underground gravity
drainage, or UGD. UGD opportunities are global in nature and we pursue projects internationally.
The
original UGD method uses conventional mining processes to establish a drilling chamber underneath an existing oil field from which closely
spaced wellbores are drilled directionally up into the reservoir, using residual radial pressure and gravity to then drain the targeted
reservoir through the wellbores. As we gained experience through practical application of the processes involved in oil recovery, we
have developed and evaluated variations of the UGD concept. We believe that the UGD method is applicable to mature oil fields that have
very specific geological and reservoir characteristics. We have done extensive research and have identified oil fields within the United
States and globally that we believe are applicable for UGD recovery methods. Our primary business and focus is now to pursue and recover
stranded oil from selected mature fields as necessary funds become available.
Read full description ↓
We
believe the costs of implementing the UGD method are significantly lower than those presently experienced by other commonly used Enhanced
Oil Recovery (“EOR”) methods. We also estimate that we can materially increase the field oil production rate from prior periods
and recover amounts of oil equal to or greater than amounts previously recovered from selected mature fields. We intend to implement
the UGD method in oil fields with a minimum of 25 million barrels of estimated recoverable oil.
When
we acquire a targeted oil field, we will continue to operate the producing field and expect to generate revenue from doing so. Once we
have developed the underground chamber and the UGD method is prepared for operation, we will cap the conventional wells and begin UGD
production. We believe the effect of such operations should result in minimal disruption of oil production from our field investments.
On
June 14, 2011, we entered into several exclusive licensing and management agreements with Stranded Oil Resources Corporation, or SORC,
a wholly owned subsidiary of Alleghany Corporation, or Alleghany. to manage the acquisition and operation of mature oil fields in Kansas,
Wyoming and Louisiana, focused on the recovery of “stranded” oil from those mature fields primarily using UGD. We performed
those management services in exchange for a carried interest in SORC, a quarterly management fee and reimbursement from SORC for our
employee-related expenses. Such fees and reimbursements were effectively all of our revenues prior to our acquisition of SORC pursuant
to the closing of the Securities Purchase Agreement with Alleghany described below.
On
December 31, 2020, we entered into a Securities Purchase Agreement with Alleghany. Under that agreement, we purchased all of the issued
and outstanding shares of SORC. As consideration for the SORC shares, we paid Alleghany $72,678 in cash and agreed to pay Alleghany a
seven-year royalty of 5.0% of our future revenues and net profits from our oil, gas, gas liquids and all other hydrocarbon operations,
subject to certain adjustments. Currently, SORC is a wholly owned subsidiary of Laredo and is not conducting any ongoing operations. All
intellectual property generated by SORC prior to December 31, 2020, transferred with the stock purchase.
Secondary
to pursuing UGD projects is drilling conventional oil wells in Montana. Prior to purchasing the shares of SORC, while implementing UGD
projects for Allegheny, we gained specialized know-how, intellectual property and operational experience in evaluating, acquiring, operating
and developing oil and gas properties, as well as expertise in designing, drilling and producing conventional oil wells. Based upon that
know-how, we identified and acquired 45,246 gross acres, and 37,932 net acres, of mineral property interests in the State of Montana
in the Lustre and Midfork fields and the West Fork area. To develop our acquired mineral property acreage, we established relationships
with several organizations and investment groups, including the following entities: (1) Olfert 11-4 Holdings, LLC, (2) Texakoma Exploration
and Production, LLC, or Texakoma, (3) Erehwon Oil & Gas, LLC, or Erehwon, (4) an independent investor group through Hell Creek Crude
LLC, or HCC, and (5) West Fork Resources, LLC, or WFR. As of May 31, 2026, we and Texakoma have drilled five wells in the Lustre and
Midfork fields. None of these wells have been economically successful due primarily to encountering excess water due to lack of 3D seismic
information to which we now have access. Although we are continually attempting to raise additional funds to develop our other mineral
property interests that we have purchased in the area, our priority is seeking UGD projects globally and have abandoned most of the leased
mineral property interests acquired. We also disposed of our ownership in Hell Creek Crude LLC on November 15, 2025 and have terminated
any further drilling projects in the area. As of September 14, 2026, we have 2,945 net acres of mineral property interests located in
Montana.
4
We
also have a 50% interest in the Cat Creek oil field, located west of our mineral rights described above, which is recorded with no value
on our financial statements.
Competition
Our
operating results are largely impacted by competition from other exploration and production companies in all areas of operation, including
the acquisition of mature fields. Our competitors include large, well-established companies with substantially more capital resources
than us.
Oil
and Gas Price Volatility
For
the last two years beginning on June 1, 2024, market prices for oil and gas have fluctuated broadly as oil and gas prices remain volatile.
Operating
Hazards and Uninsured Risks
Oil
and gas drilling activities are subject to many risks, including, but not limited to, the risk that those activities will not produce
commercially viable oil and gas reserves. The cost and timing of drilling, completing and operating wells is often uncertain and drilling
operations may be curtailed, delayed or canceled as a result of numerous factors, including low oil and gas prices, title problems, reservoir
characteristics, weather conditions, equipment failures, delays imposed by project participants, compliance with governmental requirements,
shortages or delays in the delivery of equipment and services and increases in the cost for such equipment and services. Our future oil
recovery activities may not be successful. If so, such failure may have a material adverse effect on our business, financial condition,
results of operations and cash flows.
Our
operations are subject to hazards and risks inherent in drilling for and producing and transporting petroleum products, including fires,
natural disasters, explosions, encountering formations with abnormal pressures, blowouts, craterings, and pipeline ruptures and spills.
Any of these events may result in the loss of hydrocarbons, environmental pollution, personal injury claims and other damage to our properties
and those of others. We maintain insurance against some, but not all, of the risks described above. In particular, the insurance we maintain
does not cover claims relating to failure of title to oil leases, loss of surface equipment at well locations, business interruption,
loss of revenue due to low commodity prices or loss of revenues due to well failure. The occurrence of any such event that is not covered,
or not fully covered, by insurance that we maintain or may acquire, could have a material adverse effect on our operations.
Governmental
Regulation
Oil
and natural gas exploration, production, transportation and marketing activities are subject to extensive laws, rules and regulations
promulgated by federal and state legislatures and agencies, including but not limited to the Mine Safety and Health Administration, or
MSHA, the Federal Energy Regulatory Commission, or FERC, the Environmental Protection Agency, or EPA, the Bureau of Land Management,
BLM, and various other federal or state regulatory agencies. Our failure to comply with any such laws, rules and regulations may result
in substantial penalties, including the delay or prohibition of our operations. The legislative and regulatory burden on the oil industry
described above increases our cost of doing business.
State
regulatory agencies, as well as the federal government when we operate on federal or Indian lands, require permits for drilling operations,
drilling bonds and reports, and impose other requirements relating to the exploration and production of oil and gas. There are also statutes
or regulations addressing conservation matters, including provisions for the unitization or pooling of oil and natural gas properties,
the establishment of maximum rates of production from wells and the regulation of spacing, plugging and abandonment of such wells. In
each jurisdiction, we may need exceptions to some applicable regulations requiring regulatory approval. All of these matters could affect
our operations.
Environmental
Matters
The
oil industry is subject to extensive and changing federal, state and local laws and regulations relating to environmental protection,
including the generation, storage, handling, emission, transportation and discharge of materials into the environment, as well as safety
and health. The recent trend in environmental legislation and regulation is generally toward stricter standards, and this trend is likely
to continue. These laws and regulations may require a permit or other authorization before construction or drilling commences, and for
certain other activities, limit or prohibit access, seismic acquisition, construction, drilling and other activities on certain lands
lying within wilderness and other protected areas, impose substantial liabilities for pollution resulting from its operations, and require
the reclamation of certain lands.
The
permits that are required for oil and gas operations are subject to revocation, modification and renewal by issuing authorities.
5
Federal
regulations require certain owners or operators of facilities that store or otherwise handle petroleum products to prepare and implement
spill prevention, control countermeasures and response plans relating to the possible discharge of oil into surface waters. The Oil Pollution
Act of 1990, or OPA, contains numerous requirements relating to the prevention of and response to oil spills into waters of the United
States. For onshore and offshore facilities that may affect waters of the United States, the OPA requires the operator to demonstrate
the financial ability to respond to discharges. Regulations are currently being developed under federal and state laws concerning oil
pollution prevention and other matters that may impose additional regulatory burdens on participants in the oil and gas industry. In
addition, the Clean Water Act and analogous state laws require permits to be obtained to authorize discharge into surface waters or to
construct facilities in wetland areas. The Clean Air Act of 1970 and its subsequent amendments impose permit requirements and necessitate
certain restrictions on point source emissions of volatile organic carbons (nitrogen oxides and sulfur dioxide) and particulates with
respect to certain of our operations. The EPA and designated state agencies have in place regulations concerning discharges of storm
water runoff and stationary sources of air emissions. These programs require covered facilities to obtain individual permits, participate
in a covered group or seek coverage under an EPA general permit. A number of agencies, including but not limited to MSHA, the EPA, the
BLM, and similar state commissions, have adopted regulatory guidance in consideration of the operational limitations on oil and gas facilities
and their potential to emit pollutants.
Facilities
Our
principal executive office is located at 2021 Guadalupe Street, Ste. 260, Austin, Texas 78705.
Personnel
As
of May 31, 2026, we had seven full-time employees and no part-time employees.
Website
Access
We
make available on our web site our annual reports on Form 10-K, our quarterly reports on Form 10-Q, our current reports on Form 8-K,
and all amendments to those reports, as soon as reasonably practicable after we file such reports electronically with the Securities
and Exchange Commission. Information on our website is not included as part of this report.