Camber Energy, Viking Energy sign a non-binding LOI to implement a reverse triangular merger
Camber Energy has proposed to acquire rival Texas-based oil and gas company Viking Energy Group in an all-stock arm’s length transaction.
In this connection, the two US oil and gas companies have entered into a non-binding letter of intent (LOI).
Viking Energy acquires and develops oil and natural gas assets in the US Gulf Coast and mid-continent region, covering the states of Texas, Mississippi, Louisiana, and Kansas.
The company, through one of its subsidiaries called Ichor Energy, has a working interest in nearly 58 conventional, producing oil and gas wells in Texas and Louisiana. It also has a stake in more than 30 salt water disposal wells.
Camber Energy is currently engaged in developing crude oil, natural gas and natural gas liquids in Texas.
The proposed merger will see Camber Energy issuing its newly-issued shares to Viking Energy’s equity holders, who would hold an 85% interest in the post-closing entity. This will be in exchange for 100% of Viking Energy’s outstanding equity securities through a reverse triangular merger.
Under the terms, a newly formed fully-owned subsidiary of Camber Energy will merge with Viking Energy, with the latter to be the surviving corporation. The resulting entity will become a fully-owned subsidiary of Camber Energy.
Viking Energy comments on the proposed deal with Camber Energy
Viking Energy president and CEO James Doris said: “Our company is excited about the proposed merger. We believe the transaction will help broaden our shareholder base, improve liquidity and provide increased visibility to the institutional investor community, which ultimately should contribute to increased shareholder value.”
Pursuant to the terms of the LOI, the companies plan to negotiate and sign a definitive agreement regarding the merger as soon as practicable and on or before mid-February 2020.
Camber Energy interim CEO Louis Schott said: “We are very pleased with this prospective merger. Viking has demonstrated an ability to transact and execute, in particular in a challenging environment.
“Combining Viking’s business strategy and operational expertise with the Camber platform should create substantial value for Camber.”
Apart from the signing of a definitive agreement, the transaction will be subject to various conditions, including approvals from shareholders of both the firms, regulatory approvals, and others.