Ryan Smith
Analyst · Johnson Rice
Thank you, Mason, and good morning, everyone. Thank you for joining U.S. Energy's First Quarter 2026 Earnings Call. I appreciate your time. And more importantly, I appreciate the engagement we've had with so many of you over the past few months as our story has come into clearer focus. I want to start by framing what this quarter actually represents because the context matters for how investors should evaluate our reported results. The first quarter reflects a company in the middle of a deliberate transition. We've intentionally divested noncore legacy oil and gas assets. We have intentionally redirected the proceeds into the largest organic development project in our company's history. And we've intentionally accepted near-term financial optics that don't reflect the legacy E&P business because the U.S. Energy of 2027 and beyond is not a legacy E&P. It's an integrated industrial gas, energy and carbon management platform anchored by one of the most distinctive geologic assets in the country. So while the headline numbers reflect the company in the build phase, we believe the business is more clearly positioned around Big Sky than at any point in this transition. In the past 90 days alone, we have reached final investment decision on our Big Sky Carbon Hub processing facility, executed a fixed-scope EPC contract with CANUSA, completed our Phase 1 cap stack through a March equity offering and an expanded senior secured credit facility, formally suspended our equity line of credit and signed a 5-year 100% take-or-pay helium offtake agreement with an investment-grade global industrial gas counterparty. Each of these on its own would be a meaningful catalyst. Together, they materially advance U.S. Energy's transition from a legacy E&P company toward an integrated industrial gas, energy and carbon management platform. I'd like to walk through this morning in four parts. First, the operational and strategic progress at Big Sky; second, the helium offtake and what the broader industrial gas and carbon market backdrop means for us; third, our capital structure, where Mark will take a few minutes; and fourth, the path from here, near-term catalysts, Phase 2 and the value creation opportunity ahead. Let me start with operational progress because this is where the work gets done. On March 18, we announced final investment decision on the Phase 1 processing facility at the Big Sky Carbon Hub and executed a fixed scope engineering, procurement and construction agreement with CANUSA EPC, an experienced engineering firm with a track record in gas processing and energy infrastructure. This was the pivotal milestone that moves us from a development stage project to a project under construction. Capital is now flowing into the project. Long lead equipment is on order. The plant is designed for approximately 8 million cubic feet per day of inlet capacity, targeting roughly 14 million cubic feet of high-purity helium and approximately 125,000 metric tons of refined CO2 per year at initial operations. Commercial operations remain targeted for the first quarter of 2027. I want to be very specific about what FID actually means at U.S. Energy because in our part of the market, the term is sometimes used very loosely. For us, FID was supported by completed engineering, completed permitting, a fixed scope EPC contract with a credible counterparty, a fully funded Phase 1 cap stack and a contracted helium offtake. That is the institutional standard, and we hold ourselves to it. On the field side, drilling and completions wrapped in August of 2025 with 3 successful drilled wells plus 2 that we acquired. Two Class II permitted injection wells, which are the standard wells used for CO2 injection in oilfield operations are operational. Gathering infrastructure installation is scheduled for this summer with facility commissioning targeted for the third quarter and first gas through the plant in the first quarter of 2027. The modular plant design materially limits on-site complexity, which is one of the reasons we have confidence in our schedule and budget. On the regulatory side, both of our monitoring, reporting and verification submissions at Big Rose and Cut Bank are in active EPA review. Based on our interactions to date, we have not identified any material issues, and we continue to expect approvals during the summer of 2026. These approvals are required to access the Section 45Q tax credit framework that underpins approximately $130 million of credit value over the first 12 years of Phase 1 operations alone. I want to pause on that number for a moment, $130 million in federal tax credits from a single Phase 1 facility for a company with a market capitalization that is a fraction of that figure. That represents a policy-backed commodity independent revenue stream that sits underneath everything else that we're building. And under the Inflation Reduction Act, the 45Q credit at $85 per metric ton has bipartisan support and is currently available for 12 years for projects that begin construction before the year 2033. Our base case uses today's rate and any future enhancement is pure upside. With that foundation in place, I'd like to now turn to our recent helium commercial agreements, which underpins our initial revenue profile. On April 27, we announced the execution of a 5-year helium sales agreement with an investment-grade global industrial gas company, a leading helium distributor, for the sale of contained helium produced at Big Sky. The contract is structured as 100% take-or-pay over a 5-year initial term. Phase 1 capacity is up to 1.2 million cubic feet per month or roughly 14.4 million cubic feet per year at a fixed plant gate price of $285 per Mcf with CPI-linked escalation beginning March 1, 2028, and a year-3 pricing redetermination that preserves upside. I want to be very direct about what this contract does. It eliminates volume risk, it eliminates demand risk and it establishes helium as the initial contracted day 1 revenue stream of our multi-revenue platform, and it converts what was until April, a commercial assumption into a signed agreement with an investment-grade counterparty. It also says something about how the broader market views our asset. Investment-grade industrial gas companies do not sign 5-year 100% take-or-pay agreements with development-stage projects without extensive technical and commercial diligence. This is, in effect, a third-party validation of the Big Sky resource, the development plan and our ability to execute. Now let me put this in the context of the broader market because the macro backdrop for what we are building has gotten more favorable since we set out on this path. Global helium supply remains structurally constrained. Geopolitical disruption, including ongoing instability in the Middle East and uncertainty around long-term supply from Russia, Algeria and Qatar has tightened an already tight market. Helium is a nonsubstitutable critical input for semiconductors, MRI machines, fiber optics, aerospace and the entire AI data center build-out. Demand is inelastic and domestic supply is limited. Our pricing of $285 per Mcf, while excellent, is, in our view, conservative relative to current market dynamics, which is why we incorporated a potential 3-year reprice into our offtake agreement. And crucially, U.S. Energy is an American domestic producer of a critical industrial gas with all the policy tailwinds that implies. Beyond helium, the carbon management side of our business is equally important. Section 45Q has bipartisan support and was reaffirmed and extended under the IRA. The market for carbon management services is forecast to grow more than 145x from 2023 captured volumes to 2050. Today, there are roughly 20 operational CCUS projects in the United States. We will be the 17th largest by capacity. And uniquely, we are the first U.S. project that does not depend on natural gas processing, ethanol fermentation, ammonia, power generation or direct air capture as the source of CO2. Our CO2 is the byproduct of helium extraction. There is no combustion, there's no fermentation. There's no energy-intensive capture step. That is a structural cost advantage that very few projects in the world can claim. And that in turn connects directly to how we're approaching the remaining oil business. Cut Bank continues to provide low decline established cash flow that supports the platform build-out. But more importantly, Cut Bank has approximately 70 million barrels of incremental recovery potential through phased CO2 enhanced oil recovery with feedstock supplied internally by Big Sky, eliminating third-party CO2 supply risk. Our 170-plus permitted Class II injection wells provide a low incremental CapEx path to a multi-decade production tail. We have approached the oil business with discipline. We're not adding incremental rigs or chasing growth for growth's sake. We're using Cut Bank as the captive CO2 outlet that completes our integrated value chain. With that operational and commercial picture in place, I'd like to turn it over to Mark to walk through the capital structure, where we've made significant progress this quarter.