Forward-Looking Information

This Form 10-Q quarterly report of Houston American Energy Corp. (the "Company") for the nine months ended September 30, 2022, 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, 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 and in our Form 10-K for the year ended December 31, 2021.

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.

Additionally, the following discussion regarding our financial condition and results of operations should be read in conjunction with the financial statements and related notes contained in Item 1 of Part 1 of this Form 10-Q, as well as the Risk Factors in Item 1A and the financial statements in Item 7 of Part II of our Form 10-K for the fiscal year ended December 31, 2021.

Critical Accounting Policies

The discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. We believe certain critical accounting policies affect the more significant judgments and estimates used in the preparation of our financial statements. A description of our critical accounting policies is set forth in our Form 10-K for the year ended December 31, 2021. As of, and for the nine months ended, September 30, 2022, there have been no material changes or updates to our critical accounting policies.

Unevaluated Oil and Gas Properties

Unevaluated oil and gas properties not subject to amortization, include the following at September 30, 2022:



                                    September 30, 2022
Acquisition costs                  $            143,847
Development and evaluation costs              2,199,279
Total                              $          2,343,126



The carrying value of unevaluated oil and gas prospects above was primarily attributable to properties in the South American country of Colombia. We are maintaining our interest in these properties.

Recent Developments

Equity Investment

In 2019, we acquired a 2% interest in Hupecol Meta, LLC ("Hupecol Meta") (the "Hupecol Meta Acquisition"), which interest was subsequently increased on multiple occasions, including the acquisition, during the nine months ended September 30, 2022, of an additional interest (1%) in Hupecol Meta for $100,000.



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Hupecol Meta holds a working interest in the 639,405 gross acre CPO-11 block in the Llanos Basin in Colombia, comprised of the 69,128 acre Venus Exploration Area and 570,277 acres, which was 50% farmed out by Hupecol Meta. As of September 30, 2022, through our ownership interest in Hupecol Meta, we held an approximately 11% interest in the Venus Exploration Area and approximately 5.5% interest in the remainder of the block.

Drilling Activity

During the nine months ended September 30, 2022, Hupecol Meta drilled and completed two wells, the Bugalu 1 and the Saturno ST1, in the Venus Exploration Area of the CPO-11 block in Colombia. A third well, the Caonabo, commenced drilling in late September 2022.

The Saturno ST1, was briefly put on production and then shut-in pending receipt of a permit to inject produced water in an old well. A water injection permit was issued in November 2022. With the permit issued, we anticipate bringing the Saturno ST1 well, and the legacy Venus 2A well, on production during November 2022. The Bugalu 1 is awaiting testing. The Caonabo was determined to be a dry hole.

No drilling operations were conducted on our U.S. properties during the nine months ended September 30, 2022.

During the nine months ended September, 30, 2022, our capital investment expenditures totaled $795,311, principally relating to final expenses associated with the plugging and abandonment of the Lou Brock well ($14,160) and investments in our cost method investment in Hupecol Meta ($681,155) (excluding $100,000 investment to increase our equity interest in Hupecol Meta).

Colombian Elections

In June 2022, Colombia elected as its President, leftist candidate, Gustavo Petro. President-elect Petro has publicly vowed to wind down fossil fuel production in Colombia and end fracking in Colombia as part of a plan to transition to renewable green energy. While the President-elect's proclamations are openly hostile to the oil and gas industry and appear to bar grants of future oil and gas contracts, those proclamations appear to honor existing oil and gas contracts. Moreover, the President-elect's proclamations do not appear to be supported by the Colombian lawmakers which may make it difficult for the President-elect to effectively carry out his proclamations. Nonetheless, hostility from the executive branch may make the climate for drilling wells on existing acreage more challenging than is already the case.

Results of Operations

Oil and Gas Revenues. Total oil and gas revenues increased 47% in the three months ended September 30, 2022, compared to $290,375 in the three months ended September 30, 2021. Oil and gas revenues increased 42% in the nine months ended September 30, 2022, compared to $922,862 in the nine months ended September 30, 2021.

The increase in revenue was due to (i) increased natural gas production volumes, up 150% and 34% for the three and nine-month periods, respectively, partially offset by a change in oil production, increased by 84% and decreased 29% for the three and nine-month periods, respectively, and (ii) improved commodity pricing, including 33% and 47% increases in crude oil prices and natural gas prices, respectively, realized during the three-month period and 60% and 53% increases in crude oil prices and natural gas prices, respectively, realized during the nine-month period.

The following table sets forth the gross and net producing wells, net oil and gas production volumes and average hydrocarbon sales prices for the quarter and nine months ended September 30, 2022 and 2021:



                                    Nine Months Ended                Three Months Ended
                                       September 30                    September 30,
                                   2022            2021             2022            2021
Gross producing wells                     4               4                4               4
Net producing wells                    0.68            0.68             0.68            0.68
Net oil production (Bbl)              8,140          11,391            5,702           3,096
Net gas production (Mcf)             53,339          39,765           35,089          14,027
Average sales price - oil
(per barrel)                   $      96.88     $     60.51     $      91,97     $     68.96
Average sales price -
natural gas (per Mcf)          $       5.83     $      3.82     $       5.44     $      3.71

The change in production volumes was primarily due to natural declines in production, partially offset by our Reeves County wells being put on gas lift in late 2021. With the issuance of a water injection permit relating to the CPO-11 block, well counts and production are anticipated to increase with the resumption of production of the Saturno ST1 and Venus 2A wells in Colombia.



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The change in average oil sales price realized reflects a spike in global energy prices attributable to global supply uncertainty arising from the Russian invasion of Ukraine.



Oil and gas sales revenues by region for the nine months ended September 30,
2022 were as follows:

                           Colombia        U.S.          Total
2022 First Nine Months
Oil sales                  $       -     $ 788,619     $ 788,619
Natural gas sales                  -       310,850       310,850
Natural gas liquid sales           -       214,596       214,596
2021 First Nine Months
Oil sales                  $       -     $ 689,296     $ 689,296
Natural gas sales                  -       151,808       151,808
Natural gas liquid sales           -        81,758        81,758


Lease Operating Expenses. Lease operating expenses increased 0% to $184,488 during the three months ended September 30, 2022, from $184,869 during the three months ended September 30, 2021. Lease operating expenses increased 12% to $496,245 during the nine months ended September 30, 2022, from $443,614 during the nine months ended September 30, 2021.

The change in lease operating expenses was principally attributable to increased severance taxes associated with the increase in revenues, non-recurring water disposal and operating costs incurred on the Lou Brock well during.

Depreciation and Depletion Expense. Depreciation and depletion expense was $50,755 and $21,045 for the three months ended September 30, 2022 and 2021, respectively, and $160,495 and $79,680 for the nine months ended September, 30, 2022 and 2021, respectively. The change in depreciation and depletion was due to an increase in the depletable base during 2022.

General and Administrative Expenses (excluding stock-based compensation). General and administrative expense increased by 85% to $498,876 during the three months ended September 30, 2022 from $269,264 during the three months ended September 30, 2021, and increased by 14% to $1,016,867 during the nine months ended September 30, 2022 from $894,243 during the nine months ended September 30, 2021. The increase in general and administrative expense for the three and nine-month periods was primarily attributable to payment of a bonus to our CEO in the amount of $200,000 during the 2022 three-month period. Future general and administrative expenses are expected to increase to reflect an increase in the base salary of our CEO from $120,000 to $180,000 annually.

Stock-Based Compensation. Stock-based compensation decreased to $95,205 during the three months ended September 30, 2022 from $167,040 during the three months ended September 30, 2021, and increased 13% to $206,210 during the nine months ended September 30, 2022 from $182,149 during the nine months ended September 30, 2021. The change was attributable to the amortization of stock options granted during 2022 and 2021.

Other Income (Expense). Other income/expense, net, totaled $10,788 of income during the three months ended September 30, 2022, compared to $968 of income during the three months ended September 30, 2021, and totaled $13,277 of income during the nine months ended September 30, 2022, compared to $12,129 of income during the nine months ended September 30, 2021. Other income for all periods consisted of interest earned on cash balances.

Financial Condition

Liquidity and Capital Resources. At September 30, 2022, we had a cash balance of $3,896,362 and working capital of $4,072,422, compared to a cash balance of $4,894,577 and working capital of $5,052,685 at December 31, 2021.

Cash Flows. Operating activities used $202,900 during the nine months ended September 30, 2022, compared to $648,816 used during the nine months ended September 30, 2021. The change in operating cash flow was primarily attributable to increased revenues and a resulting decrease in net loss during the nine-months ended September 30, 2022.

Investing activities used $795,315 during the nine months ended September 30, 2022, compared to $221,451 used during the nine months ended September 30, 2021. The change in funds used by investing activities is principally attributable to higher investments in Hupecol Meta LLC and investments in plugging and abandonment of our Lou Brock well.



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Financing activities provided $0 during the nine months ended September 30, 2022, compared to $4,570,888 provided during the nine months ended September 30, 2021. Cash provided by financing activities during the nine months ended September 30, 2021 was attributable to funds received from two at-the-market common stock offerings ($6,575,889), partially offset by cash used to pay dividends on preferred stock ($37,201) and to redeem all remaining outstanding shares of preferred stock ($1,967,800)

Long-Term Liabilities. At September 30, 2022, we had long-term liabilities of $235,538, compared to $279,953 at December 31, 2021. Long-term liabilities at September 30, 2022 and December 31, 2021, consisted of a reserve for plugging costs and the long-term lease liability.

Capital and Exploration Expenditures and Commitments. Our principal capital and exploration expenditures relate to ongoing efforts to acquire, drill and complete prospects, in particular our Permian Basin acreage and our CPO-11 Colombian acreage. Hupecol Meta drilled two vertical wells in the Venus Exploration Area on the CPO-11 block, and commenced drilling on a non-Venus CPO-11 well, during the nine months ended September 30, 2022. The actual timing and number of well operations undertaken during 2022, in Colombia and the Permian Basin, will be principally controlled by the operators of our acreage, based on a number of factors, including but not limited to availability of financing, performance of existing wells on the subject acreage, energy prices and industry condition and outlook, costs of drilling and completion services and equipment, ability to secure necessary permits and other factors beyond our control or that of our operators.

In addition to possible operations on our existing acreage holdings, we continue to evaluate drilling prospects in which may acquire an interest and participate.

During the nine months ended September 30, 2022, we invested $795,315 for the acquisition and development of oil and gas properties, consisting of drilling and development operations in the U.S ($14,160), principally relating to final expenses related to the plugging and abandonment of the Lou Brock well, and investments in Hupecol Meta ($781,155), including $100,000 paid to increase our ownership interest in Hupecol Meta. The $14,160 invested in U.S. operations was capitalized to oil and gas properties subject to amortization. The $781,155 invested in Hupecol Meta was capitalized to our investment in Hupecol Meta.

As our allocable share of well costs will vary depending on the timing and number of wells drilled as well as our working interest in each such well and the level of participation of other interest owners, we have not established a drilling budget but will budget on a well-by-well basis as our operators propose wells.

We believe that we have the ability, through our cash on-hand, to fund operations and our cost for all planned wells expected to be drilled during the twelve months following this report.

In the event that we pursue additional acreage acquisitions or expand our drilling plans, we may be required to secure additional funding beyond our resources on hand. While we may, among other efforts, seek additional funding from "at-the-market" sales of common stock, and private sales of equity and debt securities, we presently have less than 1 million authorized shares of common stock available for issuance to support equity capital raises and we have no commitments to provide additional funding, and there can be no assurance that we can secure the necessary capital to fund our share of drilling, acquisition or other costs on acceptable terms or at all. If, for any reason, we are unable to fund our share of drilling and completion costs and fail to satisfy commitments relative to our interest in our acreage, we may be subject to penalties or to the possible loss of some of our rights and interests in prospects with respect to which we fail to satisfy funding commitments and we may be required to curtail operations and forego opportunities.

Off-Balance Sheet Arrangements

We had no off-balance sheet arrangements or guarantees of third party obligations at September 30, 2022.

Inflation

We believe that inflation has not had a significant impact on operations since inception.

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