# Abundia Global Impact Group, Inc.: Form 10-Q for the period ended Jun 30, 2026

- Company: [Abundia Global Impact Group, Inc.](/companies/agig.md) (CIK 1156041)
- Form: 10-Q
- Filed: 2026-08-07
- Accepted by EDGAR: Aug 7, 2026, 09:10 ET
- Period: 2026-06-30
- Accession: 0001493152-26-036491
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1156041/000149315226036491/form10-q.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1156041/000149315226036491/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2026-06-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2026-04-01 to 2026-06-30 | $2.0m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Revenue | 6 months, 2026-01-01 to 2026-06-30 | $3.3m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2026-04-01 to 2026-06-30 | $1.4m | us-gaap:CostOfRevenue |
| Cost of revenue | 6 months, 2026-01-01 to 2026-06-30 | $2.1m | us-gaap:CostOfRevenue |
| Gross profit | 3 months, 2026-04-01 to 2026-06-30 | $601.6k | us-gaap:GrossProfit |
| Gross profit | 6 months, 2026-01-01 to 2026-06-30 | $1.2m | us-gaap:GrossProfit |
| Research and development | 3 months, 2026-04-01 to 2026-06-30 | $207.4k | us-gaap:ResearchAndDevelopmentExpense |
| Research and development | 6 months, 2026-01-01 to 2026-06-30 | $394.1k | us-gaap:ResearchAndDevelopmentExpense |
| Operating income | 3 months, 2026-04-01 to 2026-06-30 | −$3.4m | us-gaap:OperatingIncomeLoss |
| Operating income | 6 months, 2026-01-01 to 2026-06-30 | −$8.8m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2026-04-01 to 2026-06-30 | $99.7k | us-gaap:InterestExpense |
| Interest expense | 6 months, 2026-01-01 to 2026-06-30 | $198.4k | us-gaap:InterestExpense |
| Net income | 3 months, 2026-04-01 to 2026-06-30 | −$3.5m | us-gaap:NetIncomeLoss |
| Net income | 6 months, 2026-01-01 to 2026-06-30 | −$9.0m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2026-04-01 to 2026-06-30 | −$0.08 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months, 2026-01-01 to 2026-06-30 | −$0.21 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2026-04-01 to 2026-06-30 | −$0.08 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months, 2026-01-01 to 2026-06-30 | −$0.21 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2026-04-01 to 2026-06-30 | 43,996,142 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months, 2026-01-01 to 2026-06-30 | 42,015,403 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months, 2026-01-01 to 2026-06-30 | −$2.3m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 6 months, 2026-01-01 to 2026-06-30 | $5.8m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | at 2026-06-30 | $11.2m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2026-06-30 | $11.8m | us-gaap:AssetsCurrent |
| Total assets | at 2026-06-30 | $48.5m | us-gaap:Assets |
| Current liabilities | at 2026-06-30 | $19.9m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2026-06-30 | $20.1m | us-gaap:Liabilities |
| Long-term debt | at 2026-06-30 | $11.3m | us-gaap:LongTermDebt |
| Shareholders' equity | at 2026-06-30 | $28.4m | us-gaap:StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest |

## Management's discussion and analysis

As filed, 15,121 characters.

### Forward-Looking Information

This Quarterly Report on Form 10-Q of Abundia Global Impact Group, Inc. (the “Company”) for the quarterly period ended June 30, 2026 contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”), which are intended to be covered by the safe harbors created thereby. To the extent that there are statements that are not recitations of historical fact, such statements constitute forward-looking statements that, by definition, involve risks and uncertainties. In any forward-looking statement, where we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation or belief will be achieved or accomplished.

The actual results or events may differ materially from those anticipated and as reflected in forward-looking statements included herein. Factors that may cause actual results or events to differ from those anticipated in the forward-looking statements included herein include the Risk Factors described in Item 1A herein, in our Annual Report on Form 10-K for the year ended December 31, 2025.

Readers are cautioned not to place undue reliance on the forward-looking statements contained herein, which speak only as of the date hereof. We believe the information contained in this Form 10-Q to be accurate as of the date hereof. Changes may occur after that date, and we will not update that information except as required by law in the normal course of our public disclosure practices.

### Overview

On July 1, 2025, the Company, as HUSA, acquired all of the outstanding units of AGIG. Prior to the Share Exchange, the Company previously operated as an independent oil and gas company, focusing on the development, exploration, exploitation, acquisition, and production of natural gas and crude oil properties, with its principal properties and operations located in the U.S. Permian Basin and additional properties in the Louisiana U.S. Gulf Coast region. The Company intends to continue to maintain its legacy of oil and gas assets as well as AGIG LLC’s business.

For accounting purposes, the Share Exchange is treated as a reverse acquisition, with AGIG as the surviving entity. As such, the historical financial statements of the accounting acquirer, AGIG, became the historical consolidated financial statements of the Company.

The Company now primarily operates as a low-carbon energy solutions company. Through our subsidiary, AGIG LLC, the Company is focused on using waste products to decarbonize the energy, fuels, and chemicals sector by providing renewable alternatives. AGIG uses a combination of proprietary, licensed and commercialized technologies to produce a complete process that turns waste plastics and biomass into crude or drop-in alternatives to fossil derived energy, fuels and chemicals. AGIG’s holistic approach has brought together the complete commercial chain with feedstocks, technology, a diverse management team, and world class off-take partners for the growing suite of products in place. Demand for these low-carbon products continues to grow due to regulatory requirements and industry commitments to decarbonize supply chains.

On April 1, 2026, the Company acquired 100% of the membership interests of RPD Technologies Americas, LLC (“RPD”) from Abundia Financial, LLC (“Abundia Financial”), the Company’s controlling shareholder, pursuant to a Membership Interest Purchase Agreement. RPD is an engineering and technology services company that provides process development, pilot plant operations, engineering design and technology commercialization services to customers in the energy, refining, petrochemical, and renewable fuels industries. RPD assists clients with evaluation, development, scale-up, testing and commercialization of proprietary and third-party technologies.

The acquisition was completed for an aggregate consideration of $4.8 million. As both the Company and RPD were under common control of Abundia Financial immediately before the transaction, the acquisition was accounted for as a transaction between entities under common control. Accordingly, the assets and liabilities acquired were recorded at their historical values, and the Company’s consolidated financial statements have been adjusted retrospectively to reflect the combined operations of the entities for all periods presented, as applicable. Following the acquisition, RPD operates as a 87% owned subsidiary of the Company, and its financial position, results of operations and cashflows are included in the Company’s unaudited condensed consolidated financial statements

### Critical Accounting Estimates and Policies

This discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in conformity with accounting principles generally accepted in the United States of America. Certain accounting policies are particularly important to the understanding of our financial position and results of operations and require the application of significant judgment by our management or can be materially affected by changes from period to period in economic factors or conditions that are outside of our control. As a result, they are subject to an inherent degree of uncertainty. In applying these policies, management uses its judgment to determine the appropriate assumptions to be used in the determination of certain estimates, including but not limited to business combinations, valuation of warrants, oil and gas reserves, and impairment of long-lived assets. Those estimates are based on our historical operations, our future business plans and projected financial results, the terms of existing contracts, observance of trends in the industry, information provided by our customers, and information available from other outside sources, as appropriate. Actual results could materially differ from those estimates. For information regarding our critical accounting policies as well as recent accounting pronouncements, see Note 3 of our unaudited condensed consolidated financial statements.

There have been no changes to our critical accounting estimates from those reported in our Annual Report on 10-K for the fiscal year ended December 31, 2025.

### Results of Operations

The following discussion compares our results of operations for the three and six months ended June 30, 2026 and 2025. In July 2025, we completed the Share Exchange and transitioned from a legacy oil and gas company to a development-stage low-carbon energy solutions company. As set out in Note 5 – Acquisition, the Share Exchange was accounted for as a reverse acquisition under ASC 805, with AGIG treated as the accounting acquirer and HUSA treated as the acquired company for financial reporting purposes. On this basis the operating results of the legacy oil and gas segment were included in the consolidated results of operations from the date of the Share Exchange which means that there is no comparative financial information included for this segment.

*Revenue- Oil and Gas.* The Oil and Gas segment generates revenue from oil and gas operations whereas Renewables is in pre-revenue stage, primarily incurring research and development and start-up costs associated with its development of scalable technologies for converting plastic and biomass waste into renewable fuels and chemicals. Total revenue from the oil and gas segment was $143,031 for the three months ended June 30, 2026 and $275,996 for the six months ended June 30, 2026.

*Revenue-RPD.* The RPD segment generates revenue from engineering and process development services primarily in the energy, refining, petrochemical and renewables fuel industries. The revenue from the RPD segment increased by $1,329,110 during the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The revenue from the RPD segment increased by $2,540,857 during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase was primarily driven by the successful relocation of the Company’s facility. During 2025, the Company was in process of relocating operations and as a result, was operating at a limited capacity. Following the completion of the relocation the business returned to normal operating capacity resulting in higher revenue levels. The year-over-year increase is also impacted by the timing of the common control transaction. The statement of operations for the six months ended June 30, 2025 includes only three months of operating activity, which further contributes to the variance when compared to the six months ended June 30, 2026.

*Cost of revenue and gross margin.* Cost of revenue increased by $434,258 during three months ended June 30, 2026 compared to the three months ended June 30, 2025 and by $1,100,748 during the six months ended June 30, 2026 compared to the six months ended June 30, 2025. The increase was primarily driven by the relocation of the Company’s facility. During 2025, the Company was in the process of relocating operations and as a result, was operating at a limited capacity. Following the completion of the relocation the business returned to normal operating capacity resulting in higher revenue levels and related costs. The year-over-year increase is also impacted by the timing of the common control transaction. The statement of operations for the six months ended June 30, 2025 includes only three months of operating activity, which further contributes to the variance when compared to the six months ended June 30, 2026.

*General and Administrative Expenses.* General and administrative expense increased to $3,526,135 during the three months ended June 30, 2026 from $1,351,457 during the three months ended June 30, 2025. The change in general and administrative expense was attributable to increased accounting and compliance costs associated with being a public company and the RPD acquisition as well as increased spend on investor relations and legal costs. General and administrative expenses increased to $8,937,870 during the six months ended June 30, 2026 from $2,350,296 during the six months ended June 30 2025. The change in general and administrative expenses was attributable to increased compliance costs associated with being a public company as well as increased spend on investor relations and legal costs. Additionally, the Company incurred approximately $500,000 in costs during the first and second quarter of 2026 related to the relocation of the RPD site for incremental storage, disposals and assembly fees.

*Other Income (Expense).* Other income/expense, net, totaled ($139,668) and $(230,606) during the three and six months ended June 30, 2026, respectively, compared to $(24,962) and $(568,611) during the three and six months ended June 30, 2025. The change in other income/expense is primarily related to the end of the grant and the related income in 2025 with no similar income receivable in 2026.

### Financial Condition

*Liquidity and Capital Resources.* At June 30, 2026, we had a cash balance of $11,179,920 and working capital of $(8,088,583), compared to a cash balance of $4,618,621 and working capital of $(1,043,785) at December 31, 2025. This increase in cash was primarily due to the registered direct offering of shares of Common Stock to support working capital. The decline in working capital is driven by current debt coming due within the next year.

The Renewables segment of the Company is pre-revenue and will not generate revenue from product sales unless and until we successfully construct and commission the plastics recycling facility. In addition, we will likely incur significant expenses related to engineering and design services, product sales, marketing, and distribution activities.

We have evaluated whether the acquisition of RPD impacts the Company’s conclusion that there is substantial doubt about the Company’s ability to continue as a going concern. We have concluded RPD’s operating cashflows would not be sufficient to fund the capital expenditures and working capital requirements necessary to sustain and grow the overall business and therefore, the RPD acquisition has not impacted such conclusions.

As a result, we will need substantial additional funding to support our continuing operations and pursue our growth strategy. Until we can generate significant revenue from product sales, if ever, we expect to finance our operations through a combination of public or private equity offerings and debt financings and other sources, such as potential collaboration agreements, strategic alliances and product pre-sales. We may be unable to raise additional funds or enter into such other agreements or arrangements when needed on acceptable terms, or at all. Our failure to raise capital or enter into such agreements as and when needed could have a material adverse effect on our business, results of operations and financial condition. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in case of equity financing.

*Cash Flows.* Operating activities used cash of $2,299,926 during the six months ended June 30, 2026, compared to $2,241,502 used during the six months ended June 30, 2025. The change in cash flows from operating activities was primarily attributable to the increased activities of the combined business, including compliance costs, professional fees and increased staff costs.

*Investing*. Investing activities used cash of $8,368,859 during the six months ended June 30, 2026, compared to $296,658 used during the six months ended June 30, 2025. The change in cash used for investing activities was primarily attributable to the construction in progress at the Cedar Port Property, further investment in technology licenses and the acquisition of RPD.

*Financing*. Financing activities raised cash of $17,059,097 during the six months ended June 30, 2026, compared to $2,106,375 raised during the six months ended June 30, 2025. The change in cash received from financing activities was primarily attributable to the registered direct offering in February 2026.

*Long-Term Liabilities.* At June 30, 2026, we had long-term liabilities of $172,248 compared to $6,439,464 at December 31, 2025. This reflects the AGIG Convertible Note which matures on January 1, 2027, this means it is now due in less than one-year and recorded as a short-term liability.

### Off-Balance Sheet Arrangements

The Company had no off-balance sheet arrangements or guarantees of third-party obligations at June 30, 2026.

## Controls and procedures

As filed, 2,572 characters.

### Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including the Company’s Chief Financial Officer who also serves as our principal financial officer, we conducted an evaluation as of June 30, 2026 of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Exchange Act. Based on this evaluation, the Company’s Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of June 30, 2026.

This conclusion reflects the presence of material weaknesses in our internal control over financial reporting, including deficiencies in the formal control environment and control activities, such as incomplete risk assessments relating to segregation of duties and the risk of material misstatement. Management also identified a material weakness related to accounting for significant and non-standard transactions, which could result in errors or misstatements that may not be prevented or detected on a timely basis.

We have initiated remediation efforts designed to enhance our control environment, formalize risk assessment processes, and strengthen review and approval procedures for significant and non-standard transactions. These remediation activities are ongoing. Until such measures are fully implemented and operating effectively for a sufficient period, we cannot conclude that our disclosure controls and procedures are effective.

### Changes in Internal Control over Financial Reporting

On April 1, 2026, the Company acquired RPD Technologies Americas, LLC ("RPD"). The Company is currently integrating RPD's operations, processes, and internal control environment into its overall system of internal control over financial reporting. In accordance with applicable SEC guidance, management's evaluation of the effectiveness of the Company's internal control over financial reporting excludes the internal controls of RPD during the fiscal year of acquisition. Management is in the process of evaluating and integrating RPD's internal control framework and expects to implement any necessary changes to align RPD's controls with the Company's internal control environment. Other than the integration activities related to the acquisition of RPD there were no changes to the internal control over financial reporting of the company identified in connection with the Company’s evaluation referred to above that occurred during the quarter ended June 30, 2026.

## Risk factors

As filed, 5,522 characters.

Except as set forth below, there have been no material changes to the risk factors disclosed in part 1, Item 1A of our annual Report on Form 10-K for the fiscal year ended December 31, 2025.

### Company and Business Risks- RPD Technologies

***RPD success depends on its ability to successfully execute complex, first-of-a kind pilot demonstration projects for customers.***

RPD’s business depends on its ability to successfully design, engineer, fabricate, commission and operate pilot plants, demonstration units and process validation programs for customers developing new and emerging technologies. Such projects are inherently complex and often involve first-of-a-kind processes, evolving engineering requirements, changing technical specifications and operational uncertainties. There can be no assurance that RPD will successfully execute all projects within expected budgets, schedules or performance requirements, or that customers will continue to fund, modify or complete projects. Delays, changes in project scope, technical challenges or the suspension or cancellation of customer projects could adversely affect RPD’s revenues, profitability and operating results.

***Demand for RPD’s services depends on customer capital spending and technology commercialization activity.***

Demand for RPD’s engineering, fabrication, pilot plant and process validation services is influenced by capital spending, research and development budgets and commercialization activity across the energy, petrochemical, chemical, renewable fuels and industrial sectors. Reductions in customer capital expenditures, delays or cancellations of technology development programs, adverse economic conditions, lower commodity prices, changes in government policies or incentives, or a customer’s inability to obtain or maintain project financing could reduce demand for RPD’s services and adversely affect its business, financial condition and results of operations.

***RPD’s business depends on availability of skilled personnel and timely procurement of equipment and materials.***

RPD’s business depends on the availability of skilled engineering, fabrication, commissioning and operations personnel, as well as the timely procurement of equipment, fabricated components and specialized materials used in customer projects. Labor shortages, increased competition for technical personnel, supply chain disruptions, vendor delays, cost inflation or the inability to source critical equipment may increase project costs, delay project execution or reduce operating margins. In addition, because many customer projects are custom-engineered and fixed in scope, RPD may have limited ability to recover unexpected cost increases.

***RPDs revenue is concentrated in a limited number of projects, delays or cancellations of projects will affect operating results and cashflows.***

RPD generates revenue from a limited number of engineering and pilot-scale projects, many of which are highly specific and specialized. Customer projects may be delayed, suspended, modified or terminated due to changes in funding availability, corporate priorities, technical results, permitting, market conditions or other factors outside of RPD’s control. Because project revenues are often recognized over the duration of individual contracts, the delay, cancellation or postponement of one or more significant projects could materially affect RPD’s revenues, operating results and cash flows during a particular reporting period.

### Risks Related to the Company’s Legal, Regulatory, and Environmental, Health and Safety Matters

***RPD’s operations involve the handling of hazardous materials and are subject to environmental laws and regulations, violations of which could result in fines, remediation costs, or operational interruptions.***

RPD’s operations involve the handling, storage, testing and processing of feedstocks, chemicals and process streams that may be hazardous, flammable, toxic or otherwise regulated. RPD is subject to federal, state and local laws and regulations governing the generation, use, handling, storage, transportation, treatment and disposal of hazardous and non-hazardous materials and wastes. Any failure to comply with these requirements, or any release, spill, contamination event or other environmental incident, could result in fines, penalties, remediation obligations, operational interruptions, third-party claims and increased compliance costs, any of which could materially adversely affect our business, financial condition and results of operations.

***Changes in environmental regulations, permits or incentive programs applicable to renewable fuels and low carbon technologies could reduce demand for RPDs services.***

RPD’s business and the businesses of our customers may depend in part on the availability of federal, state and local permits, approvals and regulatory incentives applicable to renewable fuels, low-carbon fuels, recycling, waste-to-value technologies and related environmental attributes. Changes in laws, regulations, permit requirements, agency interpretations or the availability or value of credits, incentives or environmental attributes, including programs such as the Renewable Fuel Standard or state low-carbon fuel programs, could adversely affect the economics of customer projects, reduce the availability of project funding, delay or cancel customer investments, or otherwise reduce demand for our engineering, fabrication, pilot plant and process validation services.

Filed Aug 7, 2026.
Source: SEC EDGAR, the filing index for accession 0001493152-26-036491. Last ingested by Listed: Nov 6, 2026, 12:03 ET. No prices; not investment advice.