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Transaction expected to close in fourth quarter with combined company to begin trading on the Nasdaq under the ticker "FUEL"
Vertically Integrated business model combines state-of-the-art power generation with oil & gas production to power Bitcoin mining operations
Post-Transaction combined entity expected to have an equity valuation range between US$220M-$343M
Innovation Beverage Group Ltd ("IBG" or the "Company") (NASDAQ:IBG), an innovative developer, manufacturer, and marketer of a growing beverage portfolio of 60 formulations across 13 alcoholic and non-alcoholic brands, today announced that it has entered into a definitive agreement for a reverse triangular merger transaction with BlockFuel Energy Inc., a Texas corporation ("BlockFuel" or "BFE") engaged in oil and gas exploration and state-of-the-art power generation to support Bitcoin mining operations and high-performance data centers across North America. IBG and BFE expect to close the transaction in the fourth quarter of 2025, subject to customary closing conditions and will trade on the Nasdaq under the ticker symbol "FUEL".
Under the terms of the definitive agreement, IBG will merge with BlockFuel through a reverse triangular merger, with a newly formed subsidiary of IBG formed for the transaction merging with and into BFE, with BFE as the surviving entity and becoming a wholly owned subsidiary. When the transaction closes, the owners of BFE are expected to own ordinary shares in IBG representing 90% of the total number of issued and outstanding ordinary shares of IBG on a post-transaction basis, subject to certain equitable adjustments for interim financings. As previously announced, Marshall & Stevens Transaction Advisory Services conducted an independent fairness analysis which concluded that the post-transaction combined company resulting from the merger of IBG and BFE is expected to have an equity valuation range between US$220 million to US$343 million. Shareholders of IBG will own 10% of the combined entity upon closing, equaling an implied post-transaction equity value for IBG in the range of US$22 million to US$34.3 million, compared to a pre-transaction valuation of US$2.9 million to US$6.3 million.
Posted In: IBG
