M&A - Vivakor, Inc.
Form Type: NT 10-K
Filing Date: 2025-03-31
Corporate Action: Acquisition
Type: New
Accession Number: 000182912625002236
Filing Summary: Vivakor, Inc. was unable to file its Annual Report on Form 10-K for the period ended December 31, 2024 by the filing date of March 31, 2025. The delay is due to difficulties in completing financial statements and required disclosures. The company is still gathering necessary information for the Annual Report and anticipates filing it no later than the fifteenth day after the due date. Additionally, significant changes in the financial results from the prior year are expected, mainly due to the acquisition of several entities, including Endeavor Crude, LLC and others. These acquisitions will likely result in noticeable variations in assets, liabilities, equity, revenue, and operating expenses.
Document Link: View Document
Additional details:
Address: 5220 Spring Valley Road, Suite 500, Dallas, TX 75242
Contact Person: James Ballengee
Contact Phone: 949-281-2606
Period Ended: 2024-12-31
Expectations For Changes: significant
Form Type: 8-K
Filing Date: 2025-02-14
Corporate Action: Acquisition
Type: New
Accession Number: 000182912625001020
Filing Summary: On February 10, 2025, Vivakor, Inc. reported the acquisition of the Endeavor Entities, which include several limited liability companies, for a total purchase price of $120 million. This amount may be adjusted based on post-closing factors like assumed debt. The transaction is expected to enhance Vivakor's business operations. Furthermore, as part of the acquisition adjustments, stock and preferred stock were issued to the sellers, which include the Chairman and CEO James Ballengee. A Consulting Agreement was established with WSGS, LLC to aid in managing this combined business, and amendments were made to the Employment Agreement of CFO Tyler Nelson and an Employment Agreement was executed with Andre Johnson, Vice President of Human Resources. The report includes details about equity compensation and bonuses tied to the acquisition completion and other corporate governance updates.
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Additional details:
Entry Into Material Definitive Agreement: Consulting Agreement with WSGS, LLC for up to $1.3M annually in common stock.
Side Letter: Amends Tyler Nelson’s Employment Agreement and Promissory Note, confirming obligations and payment terms.
Unregistered Sales Of Equity Securities: Acquired Endeavor Entities for $120M, issued additional shares of common stock and preferred stock.
Amendments To Articles Of Incorporation Or Bylaws: Filed a Certificate of Designation for Series A Preferred Stock on February 11, 2025.
Other Events: Issued shares to CEO James Ballengee and CFO Tyler Nelson as part of their compensation for services rendered and bonuses related to the acquisition.
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