Welcome to our dedicated page for Houston American SEC filings (Ticker: HUSA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Houston American Energy Corp. amended its S-1 to register for resale up to 10,300,000 shares of common stock that may be issued under an equity line purchase agreement (the ELOC Purchase Agreement) with Tumim Stone Capital, providing the Company the ability to direct up to $100,000,000 of share sales over a 24-month term. Shares sold to Tumim would be priced at 96% of the lowest VWAP during a three-day measurement period and Tumim is subject to a 9.99% beneficial ownership cap. The Company controls the timing and amount of sales to Tumim. The Common Stock trades on NYSE American under HUSA and closed at $11.80 on July 29, 2025; a one-for-ten reverse split was effected on June 6, 2025.
The filing describes the Company’s strategic shift after completing the July 1, 2025 acquisition of Abundia Global Impact Group (AGIG) by issuing 31,778,032 shares equal to 94% of the combined equity at closing. AGIG brings a waste-to-renewable-fuels technology platform with a portfolio of 18 patents pending or granted and established off-take term sheets and partnerships. Material challenges disclosed include an accumulated deficit of $85,215,109 at December 31, 2024, an identified material weakness in internal controls, concentrated oil and gas operations with modest 2024 production (Reeves County: 3,468 barrels oil and 53,476 mcf gas; Yoakum County: 2,524 barrels oil), and substantial dilution and governance risks tied to the share issuances and AGIG unitholder control.
Houston American Energy Corp. completed a share exchange to acquire Abundia Global Impact Group (AGIG), adding a technology platform that converts waste plastics and biomass into renewable fuels and chemicals and asserting a backlog of development opportunities and off-take relationships. AGIG claims a commercially ready solution, a combination of proprietary and licensed technologies, and a portfolio of 18 patents pending or granted across multiple jurisdictions.
The Share Exchange issued 31,778,032 shares to the AGIG unitholders, representing approximately 94% of the combined company at closing, substantially diluting legacy HUSA holders. The company also registered up to 1,597,590 shares for resale by 3i, LP under a convertible note. HUSA is listed on NYSE American under HUSA and implemented a one-for-ten reverse stock split.
Material governance and financial concerns disclosed include an accumulated deficit of $85,215,109 as of December 31, 2024 and an identified material weakness in internal controls over financial reporting. The company notes limited employees and constrained funds adequate for current well expenses but not for a long-term drilling program.
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