Camber Energy Announces Execution of Asset Purchase Agreement in Connection with Asset Disposition and Assignment of Debt

Source Press Release
Company Camber Energy, Inc.N&B Energy, LLC 
Tags Asset Deals, Deals, Upstream Activities
Date July 13, 2018

Camber Energy, Inc. (NYSE American: CEI) (the ''Company'' or ''Camber''), based in San Antonio, Texas, a growth-oriented, independent oil and gas company engaged in the development of crude oil, natural gas and natural gas liquids, announced the execution of an Asset PurchaseAgreement with  N&B Energy, LLC dated July 12, 2018, in connection with the planned disposition of a substantial portion of its assets in exchange for the buyer's assumption of all of Camber's senior debt with International Bank of Commerce ("IBC"). The proposed buyer pursuant to the letter of intent is a party affiliated with Richard N. Azar II, Camber's former Chief Executive Officer and former director who resigned on June 21, 2018, and Donnie B. Seay, a former director who resigned on July 10, 2018.

The closing of the transaction is subject to customary closing conditions including final approval of IBC and approval of the Company's shareholders, among others.

In the event the transaction is approved by the Company's shareholders and closes, the Company will retain its assets in Glasscock County and Hutchinson Counties, Texas and will also retain a 12.5% production payment (subject to a maximum of $2.5 million) and a 3% overriding royalty interest in its existing Okfuskee County, Oklahoma asset. In addition, Camber will be retaining an overriding royalty interest on certain undeveloped leasehold interests. Camber is also evaluating additional acquisition opportunities which will further enhance the Company's growth plans, fundingpermitting.

Additionally, if the closing occurs, it will extinguish all of the Company's existing bank debt, which will significantly enhance the Company's balance sheet and cash flow by eliminating the current required monthly debt service payments of $425,000 per month. The Company is currently negotiating a forbearance agreement with IBC while shareholder approval for the transaction is sought, which forbearance it hopes to complete within the next ten days.

The Interim CEO of Camber, Louis G. Schott, noted, "This transaction is a major step towards improving the Company's balance sheet and regaining compliance with the continued listing standards of the NYSE American.''

Mr. Schott continued, ''This should also position the Company for growth through acquisition and development opportunities.''

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