M&A - EON Resources Inc.

Form Type: 10-K

Filing Date: 2025-04-16

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025032248

Filing Summary: EON Resources, Inc., previously known as HNR Acquisition Corp, underwent a significant business transformation culminating in the purchase of Pogo Resources, LLC on November 15, 2023, referred to as the 'Purchase.' This transaction was made possible by an amended Membership Interest Purchase Agreement (MIPA) where EON acquired 100% of Pogo's membership interests. The acquisition involved a comprehensive restructuring that included renaming the company from HNR Acquisition Corp to EON Resources, Inc. and increasing the number of authorized shares. The closing of the transaction required stockholder approval at a special meeting held on November 13, 2023. Key financial aspects of the acquisition included a total aggregate consideration of approximately $31.07 million primarily in cash, along with the issuance of shares and units related to the stock structure post-acquisition. Following the completion of the acquisition, EON's operational status transformed as the company began trading under its new nomenclature 'EONR' on the NYSE American.

Form Type: 8-K

Filing Date: 2025-02-13

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025013184

Filing Summary: EON Resources Inc. reported on the acquisition of Pogo Resources, LLC, completed on November 15, 2023. The terms of the acquisition included significant financial exchanges, including the issuance of 2,000,000 Class B common units of OpCo and 2,000,000 shares of Class B common stock, as well as a promissory note of $15,000,000. Additionally, the company agreed to further purchase a 10% overriding royalty interest in certain oil and gas assets held by Pogo, and entered into a Purchase, Sale, Termination and Exchange Agreement on February 10, 2025, involving a cash payment of $14,000,000 and changes in the Seller Note. The company is waiting on several conditions to be met before the closing of the transactions, which must occur before June 3, 2025.

Form Type: SCHEDULE 13D/A

Filing Date: 2025-02-12

Corporate Action: Acquisition

Type: Update

Accession Number: 000121390025013140

Filing Summary: On February 10, 2025, EON Resources Inc. entered into a Purchase, Sale, Termination and Exchange Agreement, which involved the purchase of a 10% overriding royalty interest in oil and gas assets from Pogo Royalty for $14,000,000. This agreement stipulates cash payment at closing, waiver of outstanding interest on a prior Seller Note, and a reduction of its principal from $15,000,000 to $8,000,000. Furthermore, as part of the agreement, Pogo Royalty will transfer OpCo Preferred Units to OpCo in exchange for 3,000,000 shares of Class A Common Stock. The transaction's closing is contingent upon receiving necessary approvals and fulfilling various conditions, and if it does not occur by June 3, 2025, the agreement will terminate automatically.