FAQ

On March 23, 2021 (the “Effective Date”), we entered into agreements with Promise Energy Madisonville, LLC (“Promise Energy”), which provide amongst other things, that Promise Energy will re-open the gas processing facility and return the Madisonville Project located in Madison County, Texas to production.

The Company has contributed its Madisonville assets in exchange for the following:

1. Promise Energy has assumed from the Company and shall pay and perform the following:
   1. all Liabilities that arise out of or are attributable to the ownership or operation of the Madisonville Project, to the extent arising after the Effective Date; and
   2. GeoPetro’s obligations with respect to:
      1. any outstanding county and state property taxes,
      2. the eventual plugging and abandonment of the Magness #1 well, Fannin # 1 well, Mitchell # 1 well, Wilson # 1 well, and the acid gas disposal well, and the eventual decommissioning and abandonment of the sour gas processing plant; and
      3. all obligations with respect to gas production and sales, whether attributable to periods prior to, on or after the Effective Date.
   3. certain other past due claims and indebtedness of the Company; and
   4. funding and carrying out a Work Program in a timely and expeditious manner by Promise Energy which will consist of the following:
      1. Obtain new mineral leases covering the Madisonville Gas Field area. The new leases will include the Rodessa Formation and all additional depths above and below that can be reasonably leased from the mineral owners.
      2. Operate the Madisonville Gas Field for production and sale of natural gas from the new leases, including assuming liability for operation of the four existing gas wells and the sour gas injection well previously operated by Redwood Energy Production, L.P., plus any new wells drilled on the new leases.
      3. Evaluate and undertake a work program for the repair and restoration of the Madisonville Project to operation, production and sale of natural gas.
2. GeoPetro will receive and enjoy a carried interest in the Madisonville Project, as follows:
   1. a twenty percent (20.0%) Net Profits Interest from Hydrocarbon Projects of Promise Energy; and
   2. a twelve and one-half percent (12.5%) Net Profits Interest from Data Center Projects of Promise Energy, if such a project is undertaken.