Next Bridge Clears SEC Hurdle, Pivots to Louisiana Amidst Challenges

MIDLAND, TX – December 11, 2025 – Next Bridge Hydrocarbons, an energy company operating under a unique and challenging corporate structure, has announced the successful completion of a lengthy financial restatement process, resolving all outstanding comments from the U.S. Securities and Exchange Commission (SEC). The milestone, which clears a significant regulatory cloud, comes as the company simultaneously executes a major strategic pivot in its drilling operations, shifting its focus to new prospects in Louisiana.

In a statement, Next Bridge Chairman and CEO Greg McCabe acknowledged the difficulty of the recent period. "I take great pleasure in informing our extremely patient shareholders that this lengthy chapter of restating prior years' financials is behind us," he stated. "It has taken a tremendous expenditure of time, effort, and money to get us here, but we are now able to move on to our other highly important endeavors. And move on we will."

The dual announcements mark a potential turning point for the company, which is an SEC-reporting entity but whose shares are not traded on any public stock exchange. While the resolution with the SEC allows management to refocus on operations, the company still faces significant financial headwinds and a complex relationship with a shareholder base grappling with an illiquid investment.

A Costly Path to Compliance

The completion of the SEC-mandated restatements for fiscal years 2023 and 2024 is a critical achievement for Next Bridge. The company recently filed amended Quarterly Reports on Form 10-Q/A for the first three quarters of 2024, followed by its Annual Report on Form 10-K for the year ending December 31, 2024. This flurry of filings officially closes a chapter of intense regulatory scrutiny that had delayed corporate progress and frustrated investors.

The restatement process was initiated partly due to a change in independent accounting firms and subsequent SEC actions against the company's former accountant. This required a full reaudit of its 2022 financial statements and led to disagreements with the SEC over accounting treatments, most notably the timing of a major impairment charge on its Orogrande property in West Texas. The effort to amend two years' worth of annual and quarterly reports was a significant drain on corporate resources.

However, clearing this regulatory hurdle does not erase the underlying financial challenges. The newly filed amended reports contain a stark "Going Concern" warning. As of September 30, 2024, Next Bridge reported a net loss of over $1.4 million for the first nine months of the year and a working capital deficit exceeding $50 million. These figures, the company acknowledges, "raise substantial doubt about the Company’s ability to continue as a going concern." Management has stated its plan to address the shortfall includes seeking new debt or equity financing, obtaining loans, or entering into joint venture transactions.

From Panther to Valentine: A Strategic Shift South

With the financial restatements in the rearview mirror, Next Bridge is aggressively pursuing a new operational direction. The company announced it has ceased drilling activities at its Panther Prospect in Louisiana after geologic logging data revealed "minimal output potential." This marks a decisive pivot away from an asset the company had previously raised $6 million in debt to develop.

The company's focus now shifts to the Valentine Prospect, located in Louisiana's historically prolific La Fourche Parish. This region is a vital hub for the U.S. energy sector, home to Port Fourchon—a critical service base for the Gulf of Mexico—and ranks among the top oil and gas producing areas in the state. The potential prize at Valentine is substantial; a third-party assessment by engineering firm DeGolyer & McNaughton estimated prospective reserves at 511.7 billion cubic feet of natural gas and 15.2 million barrels of condensate.

Next Bridge is not going it alone. The company has structured deals that spread risk while retaining upside. White Rhino Energy has acquired a 25% working interest in the prospect, and Magnetar Exploration has acquired leasehold interests, with Next Bridge retaining a right to participate for up to a one-third interest in each well. While Next Bridge sold its direct ownership in the prospect, it crucially retained deep rights below 19,500 feet and is set to receive a $240,000 "spud fee" on the first well drilled. This strategic shift into what CEO Greg McCabe calls its "focus area" in Louisiana represents the company's primary path toward generating future value.

The 'Untraded Public' Paradox

Looming over Next Bridge’s operational and regulatory developments is its unusual corporate status and the profound implications for its shareholders. The company originated from a controversial spin-off from Meta Materials, Inc. (MMAT) in December 2022, which distributed Next Bridge shares to holders of MMAT's preferred stock, known by the ticker MMTLP. Days before the distribution, the Financial Industry Regulatory Authority (FINRA) executed a "U3" halt on MMTLP trading, preventing shareholders from selling their positions.

The halt trapped investors in their MMTLP shares, which were then converted into shares of the non-traded Next Bridge. This has created a significant and unresolved issue for shareholders, who widely believe a large number of uncovered short positions were never closed and have created a "shareholder imbalance" in Next Bridge's stock ledger. The company itself has acknowledged its data suggests an imbalance far exceeding official short interest figures, fueling ongoing shareholder activism and calls for regulatory intervention.

This situation is compounded by the company's structure. As a public reporting entity, Next Bridge bears the costly burden of SEC compliance—as evidenced by the recent restatements—providing a level of transparency akin to a company on the NYSE or Nasdaq. Yet, its shareholders are left with the primary disadvantage of a private investment: a complete lack of liquidity. There is no open market to buy or sell shares, making it nearly impossible for investors to realize value or exit their positions.

This frustration has boiled over into the legal arena, with multiple class-action lawsuits filed against the company and its executives. The suits allege that the registration documents for the spin-off contained misleading information, particularly regarding the valuation of its oil and gas assets. Plaintiffs claim the Orogrande property, once valued at over $47 million, was essentially worthless, a claim bolstered by its subsequent impairment to zero. While the company contests these claims, the legal battles highlight the deep chasm of distrust and the complex challenges facing Next Bridge as it attempts to move forward. Having now satisfied the SEC's reporting requirements, the company's next major test will be proving the value of its Louisiana strategy to its uniquely captive and long-suffering shareholder base.