GLND 10-K & 10-Q changes, risk factors and insider trading
Greenland Energy Co (also GLNDW) · Nasdaq · Drilling Oil & Gas Wells · CIK 2093507 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Comparison not available: Not available: fewer than two 10-K filings on EDGAR to compare..
What changed in the latest 10-Q
Risk Factors
Investing in our securities involves a high degree of risk. You should carefully consider the risks and uncertainties described under the heading “Risk Factors” in the Company’s Registration Statement on Form S-1, as amended, including the final prospectus filed with the Securities and Exchange Commission pursuant to Rule 424(b)(4) on April 28, 2026, together with all other information contained in this Quarterly Report on Form 10-Q and in our other filings with the SEC.
There have been no material changes to the risk factors previously disclosed in the Company’s Registration Statement on Form S-1, as amended, and the final prospectus filed pursuant to Rule 424(b)(4), except to the extent updated by the disclosures contained in this Quarterly Report on Form 10-Q. The risks described in such filings are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem immaterial may also materially and adversely affect our business, financial condition, results of operations, cash flows, liquidity, prospects and the trading price of our securities.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
New heading “Six Months Ended June 30, 2026 and 2025”
Largest changes
Significant estimates and judgments may include, but are not limited to, accounting for the Business Combination, classification and measurement of transaction costs, valuation of equity instruments and share-based compensation, income taxes and valuation allowances, accrued expenses, related partysee in full comparisonbalances,balances. The Company follows the full cost method of accounting for its oil and natural gas activities. Significant judgments include determining whether costs are directly associated with acquisition, exploration or development activities, whether unevaluated property costs should continue to be excluded from the depletion base, and whether facts and circumstances indicate impairment. The Company’s capitalized oil and natural gas properties are also subject to the quarterly full cost ceiling test. Changes in estimates, exploration plans, license status or drilling results could affect the classification, recoverability andclassificationcarrying amount ofexploration-relatedthesecosts and property and equipment.assets.
“Operating expenses for the six months ended June 30, 2026 were approximately $5.8 million, compared with approximately $0.4 million for the six months ended June 30, 2025. The increase primarily reflected public-company readiness activities, professional fees, exploration planning and preparation, administrative costs, approximately $0.5 million of noncash compensation associated with equity awards granted to officers and directors and approximately $0.3 million of noncash expense associated with common stock issued for vendor services.”see in full comparison
“For the six months ended June 30, 2026, operating cash flows reflected a net loss of approximately $5.7 million, adjusted for approximately $0.5 million of noncash stock-based compensation, approximately $0.3 million of noncash expense associated with common stock issued for vendor services, and depreciation expense. Cash used for prepaid expenses and other current assets was approximately $0.6 million, partially offset by an increase in accounts payable and accrued expenses of approximately $0.9 million.”see in full comparison
Operating expenses for the three months endedsee in full comparisonMarchJune31,30, 2026 were approximately$0.8$4.9million.million,Thesecomparedexpenseswith approximately $0.4 million for the three months ended June 30, 2025. The increase primarilyrelatedreflectedto public companypublic-company readiness activities, professional fees, explorationplanning,planning and preparation, administrative costs,andapproximatelyother$0.5costsmillionincurredofinnoncashconnectioncompensation associated withtheequityCompany’sawardsoperationsgranted to officers andthedirectorsBusinessandCombination.approximately $0.3 million of noncash expense associated with common stock issued for vendor services.
“For the six months ended June 30, 2026, financing cash flows consisted primarily of approximately $67.3 million of proceeds from the issuance of common stock and pre-funded warrants, approximately $11.0 million of proceeds received in connection with the Business Combination, and approximately $0.1 million from the collection of a subscription receivable, partially offset by approximately $7.8 million of transaction costs and approximately $0.8 million of payments to a related party.”see in full comparison
Full comparison: every changed paragraph (28)
Greenland Energy Company is an exploration-stage oil and gas company focused on the development and advancement of its exploration activities in Greenland. The Company has not generated revenue from oil and gas production to date. During the threesix months ended MarchJune 31,30, 2026, our activities were primarily focused on the completion of the Business Combination, transition to operating as a public company, planning and preparation for our exploration program, procurement and mobilization-related activities, and the establishment of public company infrastructure.
As of March 31, 2026, we had cash and cash equivalents
of approximately $3.1 million, total assets of approximately $7.1million, total liabilities of approximately $3.9 million, and total stockholders’
equity of approximately $3.2 million.
The recapitalization included Pelican net assets acquired of approximately $10.6 million, the net impacts of Greenland Exploration Limited and Pelican Holdco, Inc. of approximately $(0.3) million and $(0.1) million, respectively, and approximately $8.1 million of transaction costs ofattributable approximatelyto $8.0the millionBusiness Combination recorded as a reduction of additional paid-in capital. During the six months ended June 30, 2026, the Company paid approximately $11.3 million of aggregate transaction costs related to both the Business Combination and the April 2026 public offering.
Three Months Ended MarchJune 31,30, 2026 and 2025
For the three months ended March 31, 2026, the Company had no revenue. The Company has not commenced commercial production and does not currently generate revenue from oil and gas operations.
Operating expenses for the three months ended MarchJune 31,30, 2026 were approximately $0.8$4.9 million.million, Thesecompared expenseswith approximately $0.4 million for the three months ended June 30, 2025. The increase primarily relatedreflected to public companypublic-company readiness activities, professional fees, exploration planning,planning and preparation, administrative costs, andapproximately other$0.5 costsmillion incurredof innoncash connectioncompensation associated with theequity Company’sawards operationsgranted to officers and thedirectors Businessand Combination.approximately $0.3 million of noncash expense associated with common stock issued for vendor services.
Net loss for the three months ended MarchJune 31,30, 2026 was approximately $0.8$4.9 million, or $0.04$0.13 per basic and diluted share.share, Basiccompared with a net loss of approximately $0.4 million, or $0.06 per basic and diluted weighted-average common shares outstanding were 20,078,162share, for the three months ended MarchJune 31,30, 2026.2025.
Six Months Ended June 30, 2026 and 2025
Operating expenses for the six months ended June 30, 2026 were approximately $5.8 million, compared with approximately $0.4 million for the six months ended June 30, 2025. The increase primarily reflected public-company readiness activities, professional fees, exploration planning and preparation, administrative costs, approximately $0.5 million of noncash compensation associated with equity awards granted to officers and directors and approximately $0.3 million of noncash expense associated with common stock issued for vendor services.
Net loss for the six months ended June 30, 2026 was approximately $5.7 million, or $0.18 per basic and diluted share, compared with a net loss of approximately $0.4 million, or $0.06 per basic and diluted share, for the six months ended June 30, 2025.
Because the Company incurred a net loss for the period, diluted net loss per share was the same as basic net loss per share, as the effect of any potentially dilutive securities would have been anti-dilutive.
Our primary sources of liquidity during the threesix months ended MarchJune 31,30, 2026 were cash on hand, proceeds received in connection with the Business Combination and proceeds from the reverseApril recapitalization,2026 andpublic working capital generated through changes in operating assets and liabilities.offering.
As of MarchJune 31,30, 2026, we had cash and cash equivalents
of approximately $3.1$37.4 million, total assets of approximately $67.6 million, total liabilities of approximately $1.4 million and total currentstockholders’ assetsequity of approximately $6.5$66.2 million. Current assets consisted of cash and cash equivalents
of approximately $3.1 million, prepaid insurance of approximately $0.9 million, deposits on equipment of approximately $0.2 million, and
prepaid exploration costs of approximately $2.3 million.
As of MarchJune 31,30, 2026, accounts payable and accrued professional fees included amounts related to Business Combination transaction costs, public company costs, exploration-related activities and other professional services.
SubsequentDuring tothe March 31, 2026,quarter, the Company continued
activities related to its Registration Statement on Form S-1 and capital raising efforts. On April 27, 2026, the Registration Statement
was declared effective. On April 29, 2026, we completed an offering of 16,250,000 shares of common stock, 1,250,000 pre-funded warrants
and 17,500,000 common warrants. We received gross proceeds of approximately $70 million before deducting placement agent fees and offering
expenses. We expect to use the proceeds primarily for exploration activities, working capital, payment of outstanding obligations, public
company costs and general corporate purposes.
Net cash used in operating activities was approximately $4.6 million for the six months ended June 30, 2026, compared with approximately $0.1 million for the six months ended June 30, 2025.
For the six months ended June 30, 2026, operating cash flows reflected a net loss of approximately $5.7 million, adjusted for approximately $0.5 million of noncash stock-based compensation, approximately $0.3 million of noncash expense associated with common stock issued for vendor services, and depreciation expense. Cash used for prepaid expenses and other current assets was approximately $0.6 million, partially offset by an increase in accounts payable and accrued expenses of approximately $0.9 million.
For the six months ended June 30, 2025, operating cash flows reflected a net loss of approximately $0.4 million, partially offset by an increase in accounts payable and accrued expenses of approximately $0.4 million, resulting in net cash used in operating activities of approximately $0.1 million.
Net cash used in operating
activities was approximately $2.5 million for the three months ended March 31, 2026. This consisted primarily of a net loss of
approximately $0.8 million, cash used for prepaid expenses approximately $1.9 million partially offset by favorable changes in
working capital, including accounts payable of approximately $0.1 million.
Net cash used in investing activities was approximately $0.6
$28.0 million for the threesix months ended MarchJune 31,30, 2026, consistingcompared ofwith purchasesapproximately of$0.9 propertymillion andfor equipment.the six months ended June 30, 2025.
Cash used in investing activities for the six months ended June 30, 2026 consisted primarily of approximately $17.5 million of additions to unevaluated oil and natural gas properties, approximately $10.5 million of prepaid exploration costs and deposits, and approximately $18,000 of purchases of property and equipment, all related to the Company’s planned exploration program.
For the six months ended June 30, 2025, investing cash flows consisted primarily of approximately $0.9 million of prepaid exploration costs and deposits related to the Company’s planned exploration activities.
Net cash provided by financing activities was
approximately $6.1$67.3 million for the threesix months ended MarchJune 31,30, 2026, consistingcompared ofwith cashapproximately proceeds$1.2 frommillion for the businesssix combinationmonths ofended
approximatelyJune $11.030, million, proceeds from issuance of common stock of approximately $0.6 million, collection of subscription receivable
of $0.1 million, partially offset by payment of transaction costs of approximately $5.6 million.2025.
For the six months ended June 30, 2026, financing cash flows consisted primarily of approximately $67.3 million of proceeds from the issuance of common stock and pre-funded warrants, approximately $11.0 million of proceeds received in connection with the Business Combination, and approximately $0.1 million from the collection of a subscription receivable, partially offset by approximately $7.8 million of transaction costs and approximately $0.8 million of payments to a related party.
For the six months ended June 30, 2025, financing cash flows consisted of approximately $1.2 million of proceeds from the issuance of common stock.
As
of MarchJune 31,30, 2026, the Company had accounts payable of approximately $2.8 million,and accrued professional fees of approximately
$0.04 million, and amounts due to related partiesexpenses of approximately $1.1$1.4 million. Accounts payable primarily consist of vendor
invoices and costs incurred in connection with the Company’s business combination, public company activities, and
pre-exploration-related activities. Accrued professional fees primarily consist of legal, accounting, audit, advisory and other
professional service costs incurred but not yet paid as of March 31, 2026.
Significant estimates and judgments may include, but are not limited to, accounting for the Business Combination, classification and measurement of transaction costs, valuation of equity instruments and share-based compensation, income taxes and valuation allowances, accrued expenses, related party balances,balances. The Company follows the full cost method of accounting for its oil and natural gas activities. Significant judgments include determining whether costs are directly associated with acquisition, exploration or development activities, whether unevaluated property costs should continue to be excluded from the depletion base, and whether facts and circumstances indicate impairment. The Company’s capitalized oil and natural gas properties are also subject to the quarterly full cost ceiling test. Changes in estimates, exploration plans, license status or drilling results could affect the classification, recoverability and classificationcarrying amount of exploration-relatedthese costs and property and equipment.assets.
As of MarchJune 31,30, 2026, we did not have any off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on our financial condition, results of operations, liquidity, capital expenditures, or capital resources.
GLND insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 9 Form 4 filings (3 insiders, 8 trade dates, 238,330 shares, about $689.5K) and open-market sales in 0 filings. Net open-market shares: 238,330 (purchases minus sales); net value about $689.5K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-09-28 | Swets Larry G Jr |
Other | 5,000 | — | — |
| 2026-09-28 | Swets Larry G Jr |
Other | 120,000 | — | — |
| 2026-09-28 | Baqar Hassan |
Other | 75,000 | — | — |
| 2026-06-25 | Swets Larry G Jr |
Open-market purchase | 15,000 | $2.56 | $38.4K |
| 2026-06-08 | Swets Larry G Jr |
Open-market purchase | 10,000 | $2.77 | $27.7K |
| 2026-06-02 | Swets Larry G Jr |
Open-market purchase | 15,000 | $3.05 | $45.8K |
| 2026-05-21 | Swets Larry G Jr |
Open-market purchase | 20,000 | $2.66 | $53.2K |
| 2026-05-13 | Swets Larry G Jr |
Open-market purchase | 25,000 | $2.98 | $74.5K |
| 2026-05-08 | Furlan Melanie Sue |
Open-market purchase | 33,330 | $3.02 | $100.7K |
| 2026-05-06 | Swets Larry G Jr |
Open-market purchase | 25,000 | $2.79 | $69.8K |
| 2026-05-04 | Baqar Hassan |
Open-market purchase | 45,000 | $2.90 | $130.5K |
| 2026-05-04 | Swets Larry G Jr |
Open-market purchase | 50,000 | $2.98 | $149.0K |
| 2026-03-25 | Baqar Hassan |
Conversion | 3,000 | — | — |
Well-known investors holding GLND (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 2,659,781 | $2.3M | 0.0% | New position |
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 41,888 | $92.2K | 0.0% | New position |