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We use a fiscal year that aligns with the calendar year, ending on December 31.
You can find all our reports, quarterly report, current reports and other SEC filings here SEC.gov | EDGAR Full Text Search.
Phoenix Energy maintains a record of ownership, including contact information, for a record holder of its corporate bonds, handles any title transfers, pays interest and otherwise handles communications to holders regarding their bonds.
DISCLAIMER
This website contains forward-looking statements, which are statements regarding all matters that are not historical facts. They appear in a number of places throughout this website and include statements regarding Phoenix Energy’s current views, hopes, intentions, beliefs, or expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, growth, strategies, and position in the markets and the industries in which its operates. These forward-looking statements are generally identifiable by forward looking terminology such as “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “will,” “approximately,” “predict,” “potential,” “may,” and “assume,” as well as variations of such words and similar expressions referring to the future.
Forward-looking statements are based on Phoenix Energy’s beliefs, assumptions, and expectations, taking into account currently known market conditions and other factors. Phoenix Energy’s ability to predict results or the actual effect of future events, actions, plans, or strategies is inherently uncertain and involves certain risks and uncertainties, many of which are beyond its control. Phoenix Energy’s actual results and performance could differ materially from those set forth or anticipated in its forward-looking statements. Factors that could cause Phoenix Energy’s actual results to differ materially from the expectations described in the forward-looking statements include, but are not limited to, the factors described in its Final Offering Circular entitled “Risk Factors.”. Oral information provided in connection with presentations or discussions with investors may similarly include forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in this website, the Final Offering Circular and Phoenix Energy’s other filings with the SEC. You are cautioned that the forward-looking statements included in this website are not guarantees of future performance, and there can be no assurance that such statements will be realized or that the forward-looking events and circumstances will occur. Any forward-looking statement made by Phoenix Energy speaks only as of the date on which it is made, and Phoenix Energy undertakes no obligation to publicly update any forward-looking statement except as may be required by law.
The Bonds are highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment is illiquid. The Preferred Shares are also highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment could be illiquid for an indefinite period of time. The Preferred Shares are listed on the NYSE American LLC (“NYSE American”) under the symbol “PHXE.P.” No assurance can be given that an active trading market for the Preferred Shares will develop. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale of any security, in any jurisdiction in which such offering, solicitation, or sale would be unlawful.
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Phoenix Energy may redeem the bonds issued pursuant to its Private Placement Offering and Registered Offering at the face value of the bond plus any accrued by unpaid interest.
No. We sell bonds directly to investors through our investor portal. We have a dedicated sales team that can assist you. Please contact [email protected]
Yes. We accept bond purchases through any domestic legal entity subject to verification of the organizational documentation, authority, and tax ID.
Of course. The investor relations team can be reached by phone (303) 376-9778 or email ([email protected]) anytime.
Absolutely. All of Phoenix’s investments are compatible with 401k accounts, Traditional IRAs, Roth IRAs, and Self-Directed IRAs. For specific questions about 401k or IRA eligibility, please contact [email protected].
Yes, Phoenix Energy provides a monthly statement and report to each bondholder. Your statement can be accessed and downloaded through the Phoenix Energy portal.
DISCLAIMER
This website contains forward-looking statements, which are statements regarding all matters that are not historical facts. They appear in a number of places throughout this website and include statements regarding Phoenix Energy’s current views, hopes, intentions, beliefs, or expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, growth, strategies, and position in the markets and the industries in which its operates. These forward-looking statements are generally identifiable by forward looking terminology such as “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “will,” “approximately,” “predict,” “potential,” “may,” and “assume,” as well as variations of such words and similar expressions referring to the future.
Forward-looking statements are based on Phoenix Energy’s beliefs, assumptions, and expectations, taking into account currently known market conditions and other factors. Phoenix Energy’s ability to predict results or the actual effect of future events, actions, plans, or strategies is inherently uncertain and involves certain risks and uncertainties, many of which are beyond its control. Phoenix Energy’s actual results and performance could differ materially from those set forth or anticipated in its forward-looking statements. Factors that could cause Phoenix Energy’s actual results to differ materially from the expectations described in the forward-looking statements include, but are not limited to, the factors described in its Final Offering Circular entitled “Risk Factors.”. Oral information provided in connection with presentations or discussions with investors may similarly include forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in this website, the Final Offering Circular and Phoenix Energy’s other filings with the SEC. You are cautioned that the forward-looking statements included in this website are not guarantees of future performance, and there can be no assurance that such statements will be realized or that the forward-looking events and circumstances will occur. Any forward-looking statement made by Phoenix Energy speaks only as of the date on which it is made, and Phoenix Energy undertakes no obligation to publicly update any forward-looking statement except as may be required by law.
The Bonds are highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment is illiquid. The Preferred Shares are also highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment could be illiquid for an indefinite period of time. The Preferred Shares are listed on the NYSE American LLC (“NYSE American”) under the symbol “PHXE.P.” No assurance can be given that an active trading market for the Preferred Shares will develop. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale of any security, in any jurisdiction in which such offering, solicitation, or sale would be unlawful.
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Yes, the Preferred Shares are listed on the NYSE American and trade under the symbol “PHXE.P”
Equity Stock Transfer
237 W 37th Street, Suite 602
New York, NY 10018
Main: 212.575.5757
Fax: 347.584.3644
DISCLAIMER
This website contains forward-looking statements, which are statements regarding all matters that are not historical facts. They appear in a number of places throughout this website and include statements regarding Phoenix Energy’s current views, hopes, intentions, beliefs, or expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, growth, strategies, and position in the markets and the industries in which its operates. These forward-looking statements are generally identifiable by forward looking terminology such as “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “will,” “approximately,” “predict,” “potential,” “may,” and “assume,” as well as variations of such words and similar expressions referring to the future.
Forward-looking statements are based on Phoenix Energy’s beliefs, assumptions, and expectations, taking into account currently known market conditions and other factors. Phoenix Energy’s ability to predict results or the actual effect of future events, actions, plans, or strategies is inherently uncertain and involves certain risks and uncertainties, many of which are beyond its control. Phoenix Energy’s actual results and performance could differ materially from those set forth or anticipated in its forward-looking statements. Factors that could cause Phoenix Energy’s actual results to differ materially from the expectations described in the forward-looking statements include, but are not limited to, the factors described in its Final Offering Circular entitled “Risk Factors.”. Oral information provided in connection with presentations or discussions with investors may similarly include forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in this website, the Final Offering Circular and Phoenix Energy’s other filings with the SEC. You are cautioned that the forward-looking statements included in this website are not guarantees of future performance, and there can be no assurance that such statements will be realized or that the forward-looking events and circumstances will occur. Any forward-looking statement made by Phoenix Energy speaks only as of the date on which it is made, and Phoenix Energy undertakes no obligation to publicly update any forward-looking statement except as may be required by law.
The Bonds are highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment is illiquid. The Preferred Shares are also highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment could be illiquid for an indefinite period of time. The Preferred Shares are listed on the NYSE American LLC (“NYSE American”) under the symbol “PHXE.P.” No assurance can be given that an active trading market for the Preferred Shares will develop. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale of any security, in any jurisdiction in which such offering, solicitation, or sale would be unlawful.
Phoenix Energy focuses on Mineral Interest, Leasehold Interest, Overriding Royalty Interests, and Perpetual Royalty Interests. For more information on these terms, click here or schedule a free consultation.
We launched, Phoenix Operating, a wholly-owned subsidiary of Phoenix Energy, in 2023. Phoenix Operating controls drilling operations on select acreage in the Williston, Powder River, and DJ Basins
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We use a fiscal year that aligns with the calendar year, ending on December 31.
You can find all our reports, quarterly report, current reports and other SEC filings here SEC.gov | EDGAR Full Text Search.
Phoenix Energy maintains a record of ownership, including contact information, for a record holder of its corporate bonds, handles any title transfers, pays interest and otherwise handles communications to holders regarding their bonds.
DISCLAIMER
This website contains forward-looking statements, which are statements regarding all matters that are not historical facts. They appear in a number of places throughout this website and include statements regarding Phoenix Energy’s current views, hopes, intentions, beliefs, or expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, growth, strategies, and position in the markets and the industries in which its operates. These forward-looking statements are generally identifiable by forward looking terminology such as “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “will,” “approximately,” “predict,” “potential,” “may,” and “assume,” as well as variations of such words and similar expressions referring to the future.
Forward-looking statements are based on Phoenix Energy’s beliefs, assumptions, and expectations, taking into account currently known market conditions and other factors. Phoenix Energy’s ability to predict results or the actual effect of future events, actions, plans, or strategies is inherently uncertain and involves certain risks and uncertainties, many of which are beyond its control. Phoenix Energy’s actual results and performance could differ materially from those set forth or anticipated in its forward-looking statements. Factors that could cause Phoenix Energy’s actual results to differ materially from the expectations described in the forward-looking statements include, but are not limited to, the factors described in its Final Offering Circular entitled “Risk Factors.”. Oral information provided in connection with presentations or discussions with investors may similarly include forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in this website, the Final Offering Circular and Phoenix Energy’s other filings with the SEC. You are cautioned that the forward-looking statements included in this website are not guarantees of future performance, and there can be no assurance that such statements will be realized or that the forward-looking events and circumstances will occur. Any forward-looking statement made by Phoenix Energy speaks only as of the date on which it is made, and Phoenix Energy undertakes no obligation to publicly update any forward-looking statement except as may be required by law.
The Bonds are highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment is illiquid. The Preferred Shares are also highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment could be illiquid for an indefinite period of time. The Preferred Shares are listed on the NYSE American LLC (“NYSE American”) under the symbol “PHXE.P.” No assurance can be given that an active trading market for the Preferred Shares will develop. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale of any security, in any jurisdiction in which such offering, solicitation, or sale would be unlawful.
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Phoenix Energy may redeem the bonds issued pursuant to its Private Placement Offering and Registered Offering at the face value of the bond plus any accrued by unpaid interest.
No. We sell bonds directly to investors through our investor portal. We have a dedicated sales team that can assist you. Please contact [email protected]
Yes. We accept bond purchases through any domestic legal entity subject to verification of the organizational documentation, authority, and tax ID.
Of course. The investor relations team can be reached by phone (303) 376-9778 or email ([email protected]) anytime.
Absolutely. All of Phoenix’s investments are compatible with 401k accounts, Traditional IRAs, Roth IRAs, and Self-Directed IRAs. For specific questions about 401k or IRA eligibility, please contact [email protected].
Yes, Phoenix Energy provides a monthly statement and report to each bondholder. Your statement can be accessed and downloaded through the Phoenix Energy portal.
DISCLAIMER
This website contains forward-looking statements, which are statements regarding all matters that are not historical facts. They appear in a number of places throughout this website and include statements regarding Phoenix Energy’s current views, hopes, intentions, beliefs, or expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, growth, strategies, and position in the markets and the industries in which its operates. These forward-looking statements are generally identifiable by forward looking terminology such as “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “will,” “approximately,” “predict,” “potential,” “may,” and “assume,” as well as variations of such words and similar expressions referring to the future.
Forward-looking statements are based on Phoenix Energy’s beliefs, assumptions, and expectations, taking into account currently known market conditions and other factors. Phoenix Energy’s ability to predict results or the actual effect of future events, actions, plans, or strategies is inherently uncertain and involves certain risks and uncertainties, many of which are beyond its control. Phoenix Energy’s actual results and performance could differ materially from those set forth or anticipated in its forward-looking statements. Factors that could cause Phoenix Energy’s actual results to differ materially from the expectations described in the forward-looking statements include, but are not limited to, the factors described in its Final Offering Circular entitled “Risk Factors.”. Oral information provided in connection with presentations or discussions with investors may similarly include forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in this website, the Final Offering Circular and Phoenix Energy’s other filings with the SEC. You are cautioned that the forward-looking statements included in this website are not guarantees of future performance, and there can be no assurance that such statements will be realized or that the forward-looking events and circumstances will occur. Any forward-looking statement made by Phoenix Energy speaks only as of the date on which it is made, and Phoenix Energy undertakes no obligation to publicly update any forward-looking statement except as may be required by law.
The Bonds are highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment is illiquid. The Preferred Shares are also highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment could be illiquid for an indefinite period of time. The Preferred Shares are listed on the NYSE American LLC (“NYSE American”) under the symbol “PHXE.P.” No assurance can be given that an active trading market for the Preferred Shares will develop. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale of any security, in any jurisdiction in which such offering, solicitation, or sale would be unlawful.
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Yes, the Preferred Shares are listed on the NYSE American and trade under the symbol “PHXE.P”
Equity Stock Transfer
237 W 37th Street, Suite 602
New York, NY 10018
Main: 212.575.5757
Fax: 347.584.3644
DISCLAIMER
This website contains forward-looking statements, which are statements regarding all matters that are not historical facts. They appear in a number of places throughout this website and include statements regarding Phoenix Energy’s current views, hopes, intentions, beliefs, or expectations concerning, among other things, its results of operations, financial condition, liquidity, prospects, growth, strategies, and position in the markets and the industries in which its operates. These forward-looking statements are generally identifiable by forward looking terminology such as “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “will,” “approximately,” “predict,” “potential,” “may,” and “assume,” as well as variations of such words and similar expressions referring to the future.
Forward-looking statements are based on Phoenix Energy’s beliefs, assumptions, and expectations, taking into account currently known market conditions and other factors. Phoenix Energy’s ability to predict results or the actual effect of future events, actions, plans, or strategies is inherently uncertain and involves certain risks and uncertainties, many of which are beyond its control. Phoenix Energy’s actual results and performance could differ materially from those set forth or anticipated in its forward-looking statements. Factors that could cause Phoenix Energy’s actual results to differ materially from the expectations described in the forward-looking statements include, but are not limited to, the factors described in its Final Offering Circular entitled “Risk Factors.”. Oral information provided in connection with presentations or discussions with investors may similarly include forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in this website, the Final Offering Circular and Phoenix Energy’s other filings with the SEC. You are cautioned that the forward-looking statements included in this website are not guarantees of future performance, and there can be no assurance that such statements will be realized or that the forward-looking events and circumstances will occur. Any forward-looking statement made by Phoenix Energy speaks only as of the date on which it is made, and Phoenix Energy undertakes no obligation to publicly update any forward-looking statement except as may be required by law.
The Bonds are highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment is illiquid. The Preferred Shares are also highly speculative. Investing in these securities involves significant risks. The investment is suitable only for investors who can afford to lose their entire investment. Investors must understand that such investment could be illiquid for an indefinite period of time. The Preferred Shares are listed on the NYSE American LLC (“NYSE American”) under the symbol “PHXE.P.” No assurance can be given that an active trading market for the Preferred Shares will develop. This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation, or sale of any security, in any jurisdiction in which such offering, solicitation, or sale would be unlawful.
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We cover all custodial account fees—they don’t come out of your investment.
Yes. Custodians like PTC and IRA Club require you to keep $500 in cash in the account.
Example: To invest $100,000, move $100,500.
Excellent! We’ll send them our offering documents directly.
Reach out to us – we’ll connect you with the right team at Advanta IRA or IRA Club and guide you through every step.
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Contact our Capital Markets team to book a meeting. phxcapital.group/Adamantium-Meeting
Absolutely. You can invest in Adamantium through any self-directed IRA. For specific questions regarding IRA eligibility, please contact your dedicated Capital Markets representative.
Absolutely, you can invest into Adamantium through a Trust or LLC. For specific questions about entity investments, please contact your dedicated Capital Markets representative.
Once your investment is finalized, an online portal account will be created for you. From there, you can log in to the portal to view and manage your investment. You can access your portal at this link: https://invest.phoenixenergy.com/sign-in
An investor can reset their password by following the “Forgot Password” link. An investor will be prompted to input the email address associated with their account and a secure link will be emailed with instructions on how to complete the password reset.
Dalmore is the broker-dealer responsible for overseeing Phoenix Energy’s offerings. There are no additional fees associated with this partnership for the investors and Phoenix Energy remains the direct contact for sales and support of its corporate bonds.
If you have any questions regarding the beneficiary form, please reach out to your representative for further information.
A copy of an investor’s fully executed Subscription Agreement is available for download directly through the investor portal dashboard by scrolling to the right end of the row and clicking “Download”.
Yes, all non-IRA investments will receive a 1099 directly from Phoenix Energy after each fiscal year. All 1099s will be mailed to the address provided in the investor portal and will also be available electronically under the “Documents” tab in the investor portal.
Upon maturity, an investor will have the option to either roll over the principal investment into a new bond term or elect to have the principal investment sent back via their preferred payment method.
To complete a new investment, please contact your Capital Markets representative. Your investment team will be able to assist you through the new investment and answer any questions regarding your new investment.
Investor information can be changed through the investor portal under the “Profile” tab.
Distribution payments are paid monthly on the 10th of every month. An investor will receive their first distribution on the 10th of the following month from when they invested. Next distribution payment dates can also be tracked through the investor portal dashboard.
Monthly statements can be downloaded directly from the investor portal dashboard by selecting the blue icon “Download Statement.” Account statements are updated after distribution payments are processed and are available for download after the 10th of every month.
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As a leading oil and gas non-operated working interest enterprise, we are able to assume a degree of additional risk that most mineral owners are unwilling or unable to take on. The strength of our oil and gas development portfolio allows us (and our clients) to reap the rewards of this valuable yet volatile asset class.
By taking a working interest in wells, we are doing more than simply leasing your acreage – we take on all the risks associated with the investment rather than simply collecting royalties.
In many cases, the answer is yes. If you have inherited a portion of an estate’s mineral rights you can sell or lease this to a 3rd party without the consent of other heirs. An exception to this is when you and others are named as equal trustees in a family estate.
Absolutely. When you sell already-leased mineral rights to a third party, they simply assume the terms of the existing lease.
You are under no obligation to sell your mineral rights in their entirety. In many cases, people opt to sell or lease a portion of the mineral rights and maintain ownership of the rest.
Phoenix Capital Group focuses on Mineral Interest, Leasehold Interest, Overriding Royalty Interests, and Perpetual Royalty Interests. For more information on these terms, click here or schedule a free consutation.
There can be. As mentioned above, the proceeds from a mineral rights sale will be taxed as capital gains rather than ordinary income. Compared to the taxes on royalties, sale proceeds are taxed at a much lower rate. Another potential tax advantage is the ability to make a strategically planned installment sale and/or defer payments.
An installment sale allows you to sell an asset and receive payments spread across subsequent years. This IRS-approved tactic allows you to strategically claim capital gains taxes across multiple tax years while also collecting interest on the deferred portions of the sale.
The specific timeframe varies on a case-by-case basis, but the answer is always ‘not forever’. Oil production declines steeply at the start of a well’s life and then continues to slowly decline. Eventually, the cost of extraction will be greater than the value of the minerals.
We launched Phoenix Operating, a wholly-owned subsidiary of Phoenix Energy (formerly Phoenix Capital Group), in 2023. Phoenix Operating controls drilling operations on select acreage in the Williston, Powder River, and DJ Basins
Phoenix Energy One, LLC (“Phoenix Energy” or the “Company”) conducts offerings of debt securities pursuant to (i) an exemption from registration under Rule 506(c) of Regulation D (“Private Placement Offerings”) of the Securities Act of 1933, as amended (the “Securities Act”) and (ii) an effective registration statement on Form S-1 under the Securities Act (including a prospectus) filed with the SEC (the “Registered Offering”). In addition, Adamantium Capital, LLC (“Adamantium”), a wholly owned financing subsidiary of the Company, conducts offerings of debt securities pursuant to the exemption from registration provided by Rule 506(c) of Regulation D and loans the proceeds of such offerings to Phoenix Energy (the “Adamantium Offering, and together with the Registered Offering and the Private Placement Offerings, the “Offerings”). The Company is the sponsor of the Adamantium Offering.
THIS COMMUNICATION DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES, AND SHALL NOT CONSTITUTE AN OFFER, SOLICITATION, OR SALE OF ANY SECURITY, IN ANY JURISDICTION IN WHICH SUCH OFFERING, SOLICITATION, OR SALE WOULD BE UNLAWFUL.
The Private Placement Offerings and the Adamantium Offering are exempt from the registration requirements of the Securities Act and only “accredited investors”, as such term is defined in Rule 501 of Regulation D, may invest in such offerings. For more details, you can review accreditation requirements here. The Company has posted a private placement memorandum (together with any related amendments and supplements thereto, the “private placement memorandum”) on its website, which can be accessed via the following link: https://PHXOfferings.com. You may only obtain the private placement memorandum for the Adamantium Offering directly from the Company upon request or accessed via the following link https://adamantium.phoenixenergy.com/offerings.
The Registered Offering is being made pursuant to an effective registration statement and prospectus, filed, or registered with the U.S. Securities and Exchange Commission (“SEC”) and appropriate state regulatory agencies. For the Registered Offering only investors meeting certain criteria, including the financial suitability requirements, may invest in the Registered Offering. The eligibility requirements may be found in the offering documentation, including the prospectus, that the Company has filed on EDGAR with the SEC and can be found at www.sec.gov, where you can obtain a free copy of the prospectus. Alternatively, Phoenix Energy or a registered representative of Dalmore will supply additional materials when requested. Call 303.376.9778 or email [email protected] to place a request.
Before you invest, you should read the offering documentation for the relevant Offering, including, with respect to the Registered Offering, the prospectus, and other documents that the Company has filed with the SEC.
While the Company may use general solicitation and general advertising with respect to the Offerings, which may be conducted through a number of different means, including, among others, the internet, social media, seminars/webinars, and print, the Company will take reasonable steps to verify that the purchasers investing in such offerings meet the applicability suitability standards criteria, including being an “accredited investor” if purchasing securities pursuant to our Private Placement Offerings. To that end, investors wishing to purchase securities in such offerings will be required to provide certain supporting materials and other information to the Company for the purpose of verifying “accredited investor” status. Any investment decision will be made only based on the information included in, and for the debt securities described in, the related offering documents.
Certain of Phoenix Energy’s non-executive personnel are licensed registered representatives of Dalmore Group, LLC. These registered representatives conduct securities business through Dalmore, a registered broker-dealer and member of FINRA/SIPC. Dalmore and Phoenix Energy are not affiliated entities.
Investing is subject to risks and should be made only by persons or entities able to bear the risk of and to withstand the total loss of their investment. Investors should always conduct their own due diligence and consult with a reputable financial advisor, attorney, accountant, and any other professional that can help them to understand and assess the risks associated with any investment opportunity. Major risks, including those related to the potential loss of some or all principal, are disclosed in the private placement memorandum and prospectus for the Offerings. The Offerings are speculative and illiquid, and unsecured. Past performance is not indicative of future results.
The materials set forth on the Company’s website and presentations were prepared by the Company and the analyses contained therein are based, in part, on certain assumptions made by and information obtained from the Company and/or from other sources. The information may not be comprehensive and has not been subject to any independent audit or review. The Company’s internal estimates have not been verified by an external expert, and we cannot guarantee that a third party using different methods would obtain or generate the same results. The Company does not make any representation or warranty, express or implied, in relation to the fairness, reasonableness, adequacy, accuracy or completeness of the information, statements or opinions, whichever their source, contained in such materials or any oral information provided in connection with its presentations or discussions with investors, or any data it generates, and accepts no responsibility, obligation or liability (whether direct or indirect, in contract, tort or otherwise) in relation to any of such information. The information and opinions contained in the materials are provided as of the date specified therein, are subject to change without notice and do not purport to contain all information that may be required to evaluate the Company. The Company and its affiliates, officers, employees, and agents expressly disclaim any and all liability which may be based on the materials and any errors therein or omissions therefrom. Neither the Company nor any of its affiliates, officers, employees or agents makes any representation or warranty, express or implied, that any transaction has been or may be affected on the terms or in the manner stated in the materials, or as to the achievement or reasonableness of estimates, prospects or returns, if any. You are cautioned not to give undue weight to such estimates. Numerical figures in the materials have been subject to rounding adjustments. Accordingly, numerical figures shown as totals in various tables may not be arithmetic aggregations of the figures that precede them.
The materials include forward looking statements that reflect the Company’s current views with respect to, among other things, the Company’s growth, operations, and financial performance. Forward looking statements include all statements that are not historical facts. These forward-looking statements relate to matters such as the Company’s industry, business strategy, goals, and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity, and capital resources and other financial and operating information. These forward-looking statements are generally identifiable by forward looking terminology such as “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “will,” “approximately,” “predict,” “potential,” “may,” and “assume,” as well as variations of such words and similar expressions referring to the future. Oral information provided in connection with the Company’s presentations or discussions with investors may similarly include forward looking statements.
The forward-looking statements contained in the materials, including but not limited to any outlook, targets, or projections, are based on management’s current expectations and are not guarantees of future performance. The forward-looking statements are subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. For example, projections included in the materials assume the Company has continued access to adequate sources of capital to fund operations. The Company’s expectations, beliefs, and projections are expressed in good faith, and the Company’s management believes there is a reasonable basis for them. However, there can be no assurance that management’s expectations, beliefs, and projections will result or be achieved.
Actual results may differ materially from these expectations due to changes in global, regional, or local economic, business, competitive, market, regulatory, and other factors, many of which are beyond our control. Management believes that these factors include but are not limited to the risk factors the Company has identified in its offering documents under “Risk Factors.” Risk Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. The Company may not actually achieve the plans, intentions or expectations disclosed in such forward-looking statements and you should not place undue reliance on the Company’s forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether because of new information, future developments or otherwise, except as may be required by any applicable securities laws.
The SEC generally permits oil and gas companies, in filings made with the SEC, to disclose proved reserves, which are reserve estimates that geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known reservoirs under existing economic and operating conditions, and certain probable and possible reserves that meet the SEC’s definitions for such terms. The Company discloses estimated proved reserves and estimated probable reserves in its filings with the SEC. The Company’s estimated reserves are prepared by the Company’s internal reservoir engineer and comply with definitions promulgated by the SEC. These estimated reserves are not audited by an independent petroleum engineering firm. Additional information on the Company’s estimated reserves is contained in the Company’s filings with the SEC. In these materials, the Company may use the terms “resources,” “resource potential” or “potential resources,” which SEC guidelines prohibit issuers from including in filings with the SEC. “Resources,” “resource potential” or “potential resources” refer to the Company’s internal estimates of hydrocarbon quantities that may be potentially discovered through exploratory drilling or recovered with additional drilling or recovery techniques. Such terms do not constitute reserves within the meaning of the Standards Pertaining to the Estimating and Auditing of Oil and Gas Reserves Information promulgated by the Society of Petroleum Engineers or SEC rules and do not include any proved reserves. Actual quantities that may be ultimately recovered will differ substantially. Factors affecting ultimate recovery include the scope of drilling programs, which will be directly affected by the availability of capital, drilling and production costs, availability of drilling services and equipment, drilling results, lease expirations, transportation constraints, regulatory approvals and other factors and actual drilling results, including geological and mechanical factors affecting recovery rates. Estimates may change significantly as development of properties provides additional data. In addition, our production forecasts and expectations for future periods are dependent upon many assumptions, including estimates of production, decline rates from existing wells and the undertaking and outcome of future drilling activity, which may be affected by significant commodity price declines or drilling cost increases. Estimated proved reserves and estimated probable reserves do not represent or measure the fair value of the respective properties or the fair market value at which a property or properties could be sold. In the event of any such sale, proceeds to the Company may be significantly less than the value of the estimated reserves.
Certain materials contain “non-GAAP financial measures” that are financial measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with accounting principles generally accepted in the United States (“GAAP”). Specifically, the Company presents “EBITDA” as a supplemental measure of financial performance that is not required by, or presented in accordance with, GAAP. The Company believes this measure can assist investors in comparing the Company’s operating performance across reporting periods on a consistent basis by excluding items that it does not believe are indicative of its core operating performance. Management believes these non-GAAP measures are useful in highlighting trends in the Company’s operating performance, while other measures can differ significantly depending on long term strategic decisions regarding capital structure, capital investments, etc. Management uses these non-GAAP measures to supplement GAAP measures of performance in the evaluation of the effectiveness of the Company’s business strategies and to make budgeting decisions. Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone provide. However, this measure should not be considered as an alternative to net income (loss) as a measure of financial performance or cash provided by operating activities as a measure of liquidity, or any other performance measure derived in accordance with GAAP. The presentation of this measure has limitations as an analytical tool and should not be considered in isolation, or as a substitute for the Company’s results as reported under GAAP.
The Phoenix Energy designed logo, and our other registered or common law trademarks, service marks, or trade names appearing in the materials are the property of the Company. Solely for convenience, trademarks, tradenames, and service marks referred to in the materials appear without the ®, TM, and SM symbols, but those references are not intended to indicate, in any way, that the Company will not assert, to the fullest extent under applicable law, its rights to these trademarks, tradenames, and service marks. The materials may contain additional trademarks, tradenames, and service marks of other companies that are the property of their respective owners. The Company does not intend our use or display of other companies’ trademarks, trade names, or service marks to imply relationships with, or endorsement or sponsorship of the Company by, these other companies.
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