DALLAS - Vivakor Inc. (NASDAQ:VIVK), a clean energy technology firm, announced today that it has entered into a definitive merger agreement with Empire Diversified Energy, Inc. (OTC Pink:MPIR). The merger, unanimously approved by both companies' boards, will result in Empire becoming a wholly-owned subsidiary of Vivakor.
Vivakor will acquire all outstanding shares of Empire's common and preferred stock for a net consideration of 67,200,000 shares of Vivakor common stock. Of these, 5,040,000 shares will be held in escrow for 12 months post-closing for indemnification purposes. Additionally, 65% of the shares will be subject to a 12-month lock-up agreement, with certain insider sales restrictions to follow. Empire is also required to have a minimum of $2.5 million in unrestricted cash at the time of closing.
The merger is subject to approval by the shareholders of each company, a satisfactory fairness opinion for Vivakor, and the effective registration of the consideration shares. The anticipated closing is by the end of the third fiscal quarter ending September 30, 2024.
Vivakor's Chairman and CEO, James Ballengee, expressed enthusiasm for the merger, stating it aligns with the company's vision to build a leading clean energy and remediation technologies company. Post-merger, Vivakor plans to construct its fourth Remediation Processing Center at The Port of West Virginia, where Empire operates, and to integrate its transportation and midstream assets.
Empire's operations at The Port of West Virginia include a trimodal terminal facility and a waste-to-energy pyrolysis plant, expected to come online in the second fiscal quarter of 2024. The plant aims to recycle 70 tons of plastics per day and produce salable byproducts. Additionally, Empire is part of a consortium selected to receive funding for a clean hydrogen project in the Appalachian region.
This merger is expected to create synergies that will facilitate Vivakor's expansion and accelerate revenue growth. The company also looks to leverage Empire's sustainable energy and logistics operations to enhance its clean energy technology portfolio.
The information contained in this article is based on a press release statement.
InvestingPro Insights
As Vivakor Inc. moves forward with its strategic merger with Empire Diversified Energy, Inc., investors and stakeholders are keenly observing the financial metrics that could influence the company's future performance. According to InvestingPro data, Vivakor's P/E Ratio, as of the last twelve months ending Q4 2023, stands at 28.81, indicating the level at which the market values every dollar of the company's earnings. Additionally, the company's PEG Ratio over the same period is 1.77, which may suggest expectations of future growth relative to the current earnings picture.
InvestingPro Tips highlight that Vivakor has been profitable over the last twelve months, which is an encouraging sign for investors looking for stability and growth potential in the clean energy sector. Moreover, the company has a track record of maintaining dividend payments for 32 consecutive years, offering a degree of income security for shareholders. This consistent performance is underscored by a dividend yield of 1.17% as of the latest data.
For those interested in a deeper analysis, InvestingPro offers additional tips on Vivakor, including insights on management's share buybacks, stock volatility, and liquidity. To access these insights and more, visit https://www.investing.com/pro/VIVK and remember to use coupon code PRONEWS24 to get an additional 10% off a yearly or biyearly Pro and Pro+ subscription. Currently, there are 5 more InvestingPro Tips available on the platform, providing a comprehensive look at Vivakor's financial health and market position.
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