HOUSTON, TX, Jan. 24, 2020 (GLOBE NEWSWIRE) -- via NEWMEDIAWIRE - Viking Energy Group, Inc. (OTCQB: . Viking is an independent exploration and production company focused on the acquisition and development of oil and natural gas properties in the Gulf Coast and Mid-Continent region. Combining Vikings business strategy and operational expertise with the Camber platform should create substantial value for Camber.. Dec 27, 2022. Advisory Group Services, Ltd. dba RHK Capital, of Westport, CT is advising Viking on the transaction. Completion of the Merger is subject to a number of conditions, as set out in the LOI, including but not limited to the following: (i) execution of the Definitive Agreement; (ii) Vikings subsidiary, Elysium Energy, LLC, closing the acquisition disclosed in the Current Reports on Form 8-K filed by Viking on October 11, 2019, and December 23, 2019, respectively (the New Acquisition); and (iii) receipt of all required regulatory, corporate and third party approvals, including the approval of the stockholders of each of Viking and Camber, and the fulfillment of all applicable regulatory requirements and conditions necessary to complete the Merger. 2020, regarding a proposed merger of Viking with Camber. The company owns oil and gas leases in Texas, Louisiana, Mississippi and Kansas. When the symbol you want to add appears, add it to Watchlist by selecting it and pressing Enter/Return. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the final joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the merger when they become available. Viking Energy Announces Notice of Allowance for Patent Covering Waste Treatment Technology. Information about Viking's directors and executive officers is available in Viking's Annual Report on Form 10-K for the year ended December 31, 2019. When expanded it provides a list of search options that will switch the search inputs to match . Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the merger when they become available. Completion of the Merger is subject to a number of conditions, including but not limited to receipt of all required regulatory, corporate and third-party approvals, including the approval of the stockholders of each of Viking and Camber, and the fulfillment of all applicable regulatory requirements. ", Louis G. Schott, Interim CEO of Camber, stated, "Camber is working with its auditors on finalizing the company's Annual Report for the fiscal year ended March 31, 2020, which we plan to file in the next week or so, prior to the SEC's required filing deadline, and we look forward to closing the merger by the end of the Summer after addressing SEC comments on the Form S-4, which are standard in transactions such as the merger.". When the symbol you want to add appears, add it to My Quotes by selecting it and pressing Enter/Return. Weitere Informationen ber die Verwendung Ihrer personenbezogenen Daten finden Sie in unserer Datenschutzerklrung und unserer Cookie-Richtlinie. Viking is an independent exploration and production company focused on the acquisition and development of oil and natural gas properties in the Gulf Coast and Mid-Continent region. Viking Energy Group Inc is an independent exploration and production company. Based in Houston, Texas, Camber Energy (NYSE American:CEI) is a growth-oriented, independent oil and gas company engaged in the development of crude oil, natural gas and natural gas liquids in Texas. Merger Prospectus/Communication. Viking targets undervalued assets with realistic appreciation potential. Camber already owns approximately 62% of Viking's issued and outstanding common shares, and the Merger Agreement contemplates, through a reverse triangular merger structure, Camber issuing newly-issued shares of common stock in exchange for the balance of Viking's common stock on a one-for-one basis. Camber plans to increase its authorized number of shares to complete the issuance of shares in the Merger set forth above. The company owns oil and gas leases in Texas, Louisiana, Mississippi and Kansas. Announces Earlier Effective Date for One-for-Fifty Reverse Stock Split . All subsequent written and oral forward-looking statements attributable to Viking, Camber or any person acting on behalf of either party are expressly qualified in their entirety by the cautionary statements referenced above. Based in Houston, Texas, Camber Energy (NYSE American:CEI) is a growth-oriented, independent oil and gas company engaged in the development of crude oil, natural gas and natural gas liquids in Texas. If you own common stock in Viking Energy Group, Inc. and wish to obtain additional information and protect your investments free of charge, please visit our website or contact Juan E. Monteverde . This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. *Estimate only. Viking Energy Group Inc is an independent exploration and production company. Viking is an independent exploration and production company focused on the acquisition and development of oil and natural gas properties in the Gulf Coast and Mid-Continent region. Other important factors that may cause actual results and outcomes to differ materially from those contained in the forward-looking statements included in this communication are described in the Form S-4, and Viking's and Camber's publicly filed reports, including Viking's Annual Report on Form 10-K for the year ended December 31, 2019, Camber's Annual Report on Form 10-K for the year ended March 31, 2019 and subsequently filed Quarterly Reports on Form 10-Q. The wells are operated by Vikings subsidiary, Petrodome Operating, LLC, a licensed operator in Texas, Louisiana and Mississippi, and produce hydrocarbons from known reservoirs/sands in the on-shore Gulf Coast region, including the Hackberry, Yegua, Wilcox, Amphistegina and Robira. Viking Energy Group, Inc. is a Registered United States Trademark. Investors and security holders may obtain copies of these documents free of charge through the website maintained by the SEC at www.sec.gov or from Viking at its website, www.Viking.com, or from Camber at its website, www.Camber.com. In connection with the proposed merger, Camber will file with the SEC a registration statement on Form S-4 to register the shares of Camber's common stock to be issued in connection with the merger. Viking targets undervalued assets with realistic appreciation potential. The Merger Agreement also contemplates each outstanding share of Series C Preferred Stock of Viking being exchanged for one share of Series A Preferred Stock of Camber, which will have the characteristics as set out in the Merger Agreement. James Doris, President & CEO of Viking, stated, Our company is excited about the proposed merger. Bei der Nutzung unserer Websites und Apps verwenden wir, unsere Websites und Apps fr Sie bereitzustellen, Nutzer zu authentifizieren, Sicherheitsmanahmen anzuwenden und Spam und Missbrauch zu verhindern, und, Ihre Nutzung unserer Websites und Apps zu messen, personalisierte Werbung und Inhalte auf der Grundlage von Interessenprofilen anzuzeigen, die Effektivitt von personalisierten Anzeigen und Inhalten zu messen, sowie, unsere Produkte und Dienstleistungen zu entwickeln und zu verbessern. Through its majority-owned subsidiary, Viking Energy Group, Inc., Camber owns interests in oil and natural gas assets in the Gulf Coast and Mid-Continent regions. There is no guarantee items will be completed by such date, or at all. Information about Viking's directors and executive officers is available in Viking's Annual Report on Form 10-K for the year ended December 31, 2019. Viking and Camber caution that the foregoing list of important factors is not complete, and they do not undertake to update any forward-looking statements that either party may make except as required by applicable law. Camber to Increase its Interest in Viking to 100%. and the law firm of Kahn Swick & Foti, LLC ("KSF") are investigating the proposed merger. The SEC has advised Camber that they are reviewing the Form S-4, and Camber anticipates comments thereon within the next few weeks in accordance with the customary SEC review process. About Camber: Viking is an independent exploration and production company focused on the acquisition and development of oil and natural gas properties in the Gulf Coast and Mid-Continent region. Be the first to receive breaking news. Viking Energy Group, Inc. (OTCPK:VKIN) entered into a letter of intent to acquire Camber Energy, Inc. (AMEX:CEI) in a reverse merger transaction on January 23, 2020. The company has a market capitalization of C$3.07 billion, a PE ratio of 2.98, a price-to-earnings-growth ratio of 0. . Details regarding the planned merger, along with copies of the definitive Agreement and Plan of Merger and First Amendment to the Agreement and Plan of Merger signed by the parties on February 3, 2020 and May 27, 2020, respectively, were included in Viking's and Camber's Current Reports on Form 8-K filed with the Securities and Exchange Commission on February 5, 2020 and June 1, 2020, respectively, and are available under "Investors" - "SEC filings" at www.vikingenergygroup.com and www.camber.energy. For more information, please visit the company's website at www.vikingenergygroup.com. The company. Important factors that may cause actual results and outcomes to differ materially from those contained in such forward-looking statements include, without limitation, the occurrence of any event, change or other circumstances that could give rise to the parties failing to complete the merger on the terms disclosed, if at all, the right of one or both of Viking or Camber to terminate the merger agreement and the result of such termination; the outcome of any legal proceedings that may be instituted against Viking, Camber or their respective directors; the ability to obtain regulatory approvals and other consents, and meet other closing conditions to the merger on a timely basis or at all, including the risk that regulatory approvals or other consents required for the merger are not obtained on a timely basis or at all, or which are obtained subject to conditions that are not anticipated or that could adversely affect the combined company or the expected benefits of the transaction; the ability to obtain approval by Viking stockholders and Camber stockholders on the expected schedule; required closing conditions which may not be able to be met and/or consents which may not be able to be obtained; difficulties and delays in integrating Viking's and Camber's businesses; prevailing economic, market, regulatory or business conditions, or changes in such conditions, negatively affecting the parties, including, but not limited to, as a result of the recent volatility in oil and gas prices and the status of the economy (both US and global) due to the COVID-19 pandemic and actions taken to slow the spread of COVID-19; risks that the transaction disrupts Viking's or Camber's current plans and operations; failing to fully realize anticipated cost savings and other anticipated benefits of the merger when expected or at all; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the merger; debt of Viking and Camber and the dates such debts come due; the ability of Viking or Camber to retain and hire key personnel; the diversion of management's attention from ongoing business operations; uncertainty as to the long-term value of the common stock of the combined company following the merger; the continued availability of capital and financing, prior to, and following, the Merger; the business, economic and political conditions in the markets in which Viking and Camber operate; and the fact that Viking's and Camber's reported earnings and financial position may be adversely affected by tax and other factors. An updated, estimated timeline of the closing of the merger is disclosed below: Viking to file its Annual Report on Form 10-K for Viking's December 31, 2019 fiscal year-end, Viking to file Current Report on Form 8-K/A including financial statements related to its February 3, 2020 acquisition, Camber to file Registration Statement on Form S-4 with preliminary joint proxy statement with the Securities and Exchange Commission, Camber and Viking to receive Fairness Opinions regarding the planned Merger, Camber to file its Annual Report on Form 10-K for Camber's March 31, 2020 fiscal year end, Camber and Viking to receive Shareholder Approval, Camber to receive Stock Exchange Approval for the Merger. Important factors that may cause actual results and outcomes to differ materially from those contained in such forward-looking statements include, without limitation, the occurrence of any event, change or other circumstances that could give rise to the parties never entering into a definitive merger agreement, the right of one or both of Viking or Camber to terminate the merger agreement even if entered into; the outcome of any legal proceedings that may be instituted against Viking, Camber or their respective directors; the ability to obtain regulatory approvals and meet other closing conditions to the merger on a timely basis or at all, including the risk that regulatory approvals required for the merger are not obtained on a timely basis or at all, or are obtained subject to conditions that are not anticipated or that could adversely affect the combined company or the expected benefits of the transaction; the ability to obtain approval by Viking stockholders and Camber stockholders on the expected schedule; required closing conditions which may not be able to be met; difficulties and delays in integrating Vikings and Cambers businesses; prevailing economic, market, regulatory or business conditions, or changes in such conditions, negatively affecting the parties; risks that the transaction disrupts Vikings or Cambers current plans and operations; failing to fully realize anticipated cost savings and other anticipated benefits of the merger when expected or at all; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the merger; the ability of Camber to redeem or otherwise extinguish all of its existing Series C Preferred Stock, or come to an understanding/agreement with its Series C Preferred Stock holder to fix the number of shares of common stock issued or issuable to such Series C Preferred Stock holder; the ability of Viking or Camber to retain and hire key personnel; the diversion of managements attention from ongoing business operations; uncertainty as to the long-term value of the common stock of the combined company following the merger; the continued availability of capital and financing following the merger; the business, economic and political conditions in the markets in which Viking and Camber operate; and the fact that Vikings and Cambers reported earnings and financial position may be adversely affected by tax and other factors. Viking Energy Announces Grant of U. S. Patent Covering Waste Treatment Technology. Documents filed with the SEC by Viking will be available free of charge by accessing Viking's website at www.vikingenergygroup.com under the heading "Investors" - "SEC Filings", or, alternatively . Additional Information and Where to Find It. Based in Houston, Texas, Camber Energy (NYSE American: CEI) is a growth-oriented energy company. About the company Risk Analysis Earnings have declined by 37.7% per year over past 5 years Has less than 1 year of cash runway Highly volatile share price over the past 3 months Such a timeline may also need to be extended in connection with delays caused by the Covid-19 pandemic and governmental responses to such pandemic, the SEC's review of the registration statement, or other matters outside of the control of the parties. 8-K: Current Report. If the closing of the Merger occurs (the "Closing"), the Viking equity holders prior to the Merger will own approximately 80% of Camber's issued and outstanding common stock immediately after the Merger, and the Camber equity holders prior to the Merger shall own approximately 20% of Camber's issued and outstanding common stock immediately after the Merger, subject to adjustment mechanisms set out in the Merger Agreement, as amended, and in each case on a fully-diluted, as-converted basis as of immediately prior to the Closing (including options, warrants and other rights to acquire equity securities of Viking or Camber), but without taking into account any shares of common stock issuable to the holder of Camber's Series C Preferred Stock upon conversion of the Series C Preferred Stock.