Digital Securities Backed by U.S. Energy Production
Operating under an executed joint development agreement with Comanche Exploration Company, LLC, an Oklahoma operator.
Contractual access
A standing contractual right to be offered working interests in new wells drilled by Comanche Exploration Company, on terms no less favorable than Comanche's other drilling partners.
Aligned economics
No markup, promote, or management fee payable to Comanche on well costs. Comanche is contractually required to retain a minimum working interest in every well the Fund participates in.
Compliance-first
Issued under a regulated digital securities framework with quarterly reporting.
What Black Gold Is
Black Gold is a U.S.-based digital securities issuer providing exposure to oil and gas working interests through a regulated framework.
In July 2026 the Fund executed a definitive joint development agreement with Comanche Exploration Company, LLC, an Oklahoma operator with an active drilling program. Under that agreement, and following the Fund's initial closing, the Fund holds a standing contractual right to be offered working interests in Comanche's new wells, on terms no less favorable than those offered to Comanche's other drilling partners.
Most energy investment vehicles source opportunities deal by deal. Black Gold's access to wells is contractual and continuing.
What It Is Not
Black Gold is not a cryptocurrency or speculative instrument. Interests are issued in compliance with securities laws to verified accredited investors.
Investment Philosophy
We focus on development drilling within proven fields alongside Comanche, which has an established record in its area of operation, seeking repeatable opportunities rather than one-off transactions.
All oil and gas investments involve substantial risk, including the potential loss of capital. See Disclosures.
The Operator Agreement
The Fund executed a definitive joint development agreement with Comanche Exploration Company, LLC, an Oklahoma operator, in July 2026. It is a definitive agreement, not a letter of intent or memorandum of understanding.
Standing participation right
Following the Fund's initial closing, Comanche is obligated to offer the Fund the opportunity to participate in the first horizontal well drilled in each unit during the term, where Comanche has working interest available. The Fund elects well by well at its sole discretion.
Equal economics
The Fund participates on terms identical to those offered to Comanche's other drilling partners. No markup, promote, or management fee is payable to Comanche on well costs beyond standard operating overhead under the governing joint operating agreement.
Operator alignment
Comanche is contractually required to retain a minimum working interest for its own account in every well the Fund participates in. Comanche's capital is at risk alongside the Fund's.
Verification rights
The Fund may examine Comanche's well proposals and cost records to confirm it has not been charged terms less favorable than other partners, with a contractual right to correction or refund if a discrepancy is found. The Fund may appoint an independent accountant to conduct that review.
Reporting
The Fund receives the same drilling, completion, production, and revenue reporting Comanche provides to its other working interest owners.
Reinvestment framework
The agreement contemplates the Fund reinvesting revenue from producing wells into additional working interests, with a continuing obligation on Comanche to offer participation as that capital becomes available. Reinvestment is at the Fund's discretion and subject to the governing documents.
Non-exclusive
The agreement does not restrict the Fund from acquiring interests from other operators or third parties, subject to limitations set out in the agreement.
A copy of the joint development agreement is available to prospective investors as part of the offering materials.
The Assets
Area of operation
Comanche Exploration Company's program is located in Major and Dewey Counties, Oklahoma, within the Anadarko Basin, an established oil-weighted producing region with extensive well history.
The Fund has not yet acquired assets. Asset-level information, including well names, working interests, and production data, will be provided following the initial closing and as properties are added.
Independent reserve engineering
The Fund is engaging an independent petroleum engineering firm to prepare reserve reports on the underlying assets. Reserve engineering will be updated on a recurring basis and used for asset valuation and investor reporting.
Diligence materials
Prospective investors receive operator production history, the executed joint development agreement, independent reserve engineering, and the full offering documents.
Contractual Access to U.S. Energy Production
A standing right to participate in Comanche Exploration Company's active Oklahoma drilling program, on the same economics as Comanche's other partners, under a definitive executed agreement.
Revenue & Distributions
The Fund has not commenced operations and has generated no revenue to date. The following describes the intended framework.
Revenue reporting
Net revenues from underlying assets will be reported periodically following accounting close, based on operator-provided statements.
Distributions
Distributions, if any, will be made in accordance with the governing documents, subject to operational performance and reserves. No distributions have been made and none are guaranteed.
Reinvestment
A portion of revenue may be reinvested into additional working interests in accordance with the governing documents. Reinvestment reduces amounts available for current distribution.
Fee structure
The Manager's fee is calculated on revenue net of royalties, taxes, and operating and drilling costs. The Manager is compensated on net operating results rather than gross proceeds.
Structure & Governance
Black Gold operates through a structured framework separating issuance, asset ownership, and operations.
Issuer entityDelaware limited liability company
Management entitySeparate manager entity
OperatorOklahoma oil and gas operator under executed agreement
Independent reserve engineeringThird-party petroleum engineering firm
Independent accountingThird-party CPA firm for tax and reporting
Investor protections in the operator agreement
Amendment, waiver, or termination of the joint development agreement by the Fund requires the consent of a specified interest of Class A holders. That requirement is for the benefit of investors and may not be waived by the Manager.
Related-party disclosure
The Fund's Manager and the operator are controlled by related persons. The agreement was not negotiated at arm's length, and its economic terms are drawn from the terms the operator offers unaffiliated drilling partners. This relationship, and the protections addressing it, are disclosed in full in the Private Placement Memorandum.
Disclosures
This material is provided solely in connection with a private offering of securities pursuant to Rule 506(c) of Regulation D under the United States Securities Act of 1933, as amended. The securities may also be offered outside the United States to non-US persons in offshore transactions pursuant to Regulation S under the Securities Act. The securities are offered exclusively to accredited investors. Any investment will be made only pursuant to definitive offering documents, including a Private Placement Memorandum, subscription agreement, and related materials.
This material is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities. Any such offer will be made solely by means of the Private Placement Memorandum and related definitive documentation. In the event of any inconsistency, the Private Placement Memorandum shall control.
The securities described herein have not been registered under the United States Securities Act of 1933, as amended, or under any state securities laws. The securities are being offered and sold in reliance on exemptions from registration provided by applicable securities laws.
This material contains forward-looking statements, including statements regarding projected returns, operational plans, drilling timelines, expected production, and future distributions. These statements are based on current assumptions and expectations and involve risks and uncertainties that may cause actual results to differ materially. Prospective investors should carefully review the risk factors set forth in the Private Placement Memorandum.
Past performance and projected performance are not guarantees of future results.
An investment involves a high degree of risk, including the possible loss of the entire investment. Oil and gas operations are subject to commodity price volatility, operational risks, geological uncertainty, regulatory changes, environmental liabilities, counterparty risk, and market conditions. There is no assurance of liquidity or the existence of a secondary market for the securities.
Investors should review the full discussion of risk factors in the Private Placement Memorandum before making any investment decision.
The Fund's initial access to working interests depends on a single operator. The operator retains sole discretion over the timing, structure, and scope of its drilling program and is under no obligation to drill on any schedule. There is no assurance the operator will drill wells, offer participation, or that any wells drilled will be productive. The Fund's ability to deploy capital may be limited by the operator's activity level.
The Fund's Manager and the operator are controlled by related persons and the operator agreement was not negotiated at arm's length. Additional related-party arrangements are disclosed in the Private Placement Memorandum. Contractual protections have been included, but they do not eliminate the risks of a related-party structure.
Certain provisions of the operator agreement permit termination of the reinvestment obligation in defined circumstances, including on a change of control of the Manager. Termination of that obligation would materially affect the Fund's ability to reinvest revenue into additional working interests. See the Private Placement Memorandum for full detail.
Reinvestment of revenue reduces amounts available for current distribution and does not assure improved returns. Reinvested capital is subject to the same drilling, geological, and commodity price risks as initial capital.
The Fund may conduct additional closings. There is no assurance additional capital will be raised or that the operator will offer participation with respect to capital raised in subsequent offerings.
The offering is directed exclusively to accredited investors as defined in Rule 501(a) of Regulation D. In accordance with Rule 506(c), accredited investor status will be verified prior to the acceptance of any investment. No investment will be accepted unless the investor has been properly verified.
This material does not constitute an offer to sell or a solicitation of an offer to buy securities in any jurisdiction where such offer or solicitation would be unlawful. Persons accessing this material are responsible for ensuring that they are permitted to do so under the laws applicable to them.
Nothing contained herein constitutes legal, tax, accounting, or investment advice. Prospective investors should consult their own advisors before making any investment decision.
An investment in the Company may result in U.S. federal and state tax consequences, including the allocation of income, losses, and deductions.
Prospective investors should consult their own tax advisors regarding the specific tax implications of an investment.