Amended Quarterly Report (10-q/a)
01 Junho 2023 - 6:10PM
Edgar (US Regulatory)
Exhibit
31.1
CERTIFICATION
OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT
TO SECTION 302 OF THE
SARBANES-OXLEY
ACT OF 2002
I,
Edward Kovalik, certify that:
1.
I have reviewed this quarterly report on Form 10-Q/A of Prairie Operating Co.;
2.
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect
to the period covered by this quarterly report;
3.
Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in
all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented
in this quarterly report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a) |
designed such disclosure
controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material
information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly for the period in which this quarterly report is being prepared; |
|
|
|
|
b) |
designed such internal
control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision,
to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles; |
|
|
|
|
c) |
evaluated the effectiveness
of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; |
|
|
|
|
d) |
disclosed in this report
any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent
fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control
over financial reporting; |
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant’s
auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
|
a) |
all significant deficiencies
in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize
and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and |
|
|
|
|
b) |
any fraud, whether or not
material, that involves management or other employees who have a significant role in the registrant’s internal controls over
financial reporting. |
Date:
June 1, 2023 |
By: |
/s/
Edward Kovalik |
|
|
Edward
Kovalik
Principal
Executive Officer |
Exhibit
31.2
CERTIFICATION
OF PRINCIPAL FINANCIAL OFFICER
PURSUANT
TO SECTION 302 OF THE
SARBANES-OXLEY
ACT OF 2002
I,
Craig Owen, certify that:
1.
I have reviewed this quarterly report on Form 10-Q/A of Prairie Operating Co.;
2.
Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect
to the period covered by this quarterly report;
3.
Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in
all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented
in this quarterly report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act
Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a) |
designed such disclosure
controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material
information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities,
particularly for the period in which this quarterly report is being prepared; |
|
|
|
|
b) |
designed such internal
control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision,
to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles; |
|
|
|
|
c) |
evaluated the effectiveness
of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; |
|
|
|
|
d) |
disclosed in this report
any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent
fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control
over financial reporting; |
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant’s
auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
|
a) |
all significant deficiencies
in the design or operation of internal controls which could adversely affect the registrant’s ability to record, process, summarize
and report financial data and have identified for the registrant’s auditors any material weaknesses in internal controls; and |
|
|
|
|
b) |
any fraud, whether or not
material, that involves management or other employees who have a significant role in the registrant’s internal controls over
financial reporting. |
Date:
June 1, 2023 |
By: |
/s/
Craig Owen |
|
|
Craig
Owen
Principal
Financial and Accounting Officer |
EXHIBIT
32.1
CERTIFICATION
PURSUANT TO
18
U.S.C. SECTION 1350,
AS
ADOPTED PURSUANT TO SECTION 906 OF
THE
SARBANES-OXLEY ACT OF 2002
In connection with this Quarterly Report of Prairie
Operating Co. (the “Company”), on Form 10-Q/A for the period ended March 31, 2023, as filed with the U.S. Securities and Exchange
Commission on the date hereof, I, Edward Kovalik, Principal Executive Officer of the Company, certify to the best of my knowledge, pursuant
to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:
|
(1) |
Such Quarterly Report on
Form 10-Q/A for the period ended March 31, 2023, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange
Act of 1934; and |
|
|
|
|
(2) |
The information contained
in such Quarterly Report on Form 10-Q/A for the period March 31, 2023, fairly presents, in all material respects, the financial condition
and results of operations of the Company. |
Date:
June 1, 2023 |
By: |
/s/
Edward Kovalik |
|
|
Edward Kovalik |
|
|
Principal Executive Officer |
EXHIBIT
32.2
CERTIFICATION
PURSUANT TO
18
U.S.C. SECTION 1350,
AS
ADOPTED PURSUANT TO SECTION 906 OF
THE
SARBANES-OXLEY ACT OF 2002
In connection with this Quarterly Report of Prairie
Operating Co. (the “Company”), on Form 10-Q/A for the period ended March 31, 2023, as filed with the U.S. Securities and Exchange
Commission on the date hereof, I, Craig Owen, Principal Financial and Accounting Officer of the Company, certify to the best of my knowledge,
pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:
|
(1) |
Such Quarterly Report on
Form 10-Q/A for the period ended March 31, 2023, fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange
Act of 1934; and |
|
|
|
|
(2) |
The information contained
in such Quarterly Report on Form 10-Q/A for the period ended March 31, 2023, fairly presents, in all material respects, the financial
condition and results of operations of the Company. |
Date:
June 1, 2023 |
By: |
/s/
Craig Owen |
|
|
Craig
Owen
Principal
Financial and Accounting Officer |
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