SYDNEY, Feb. 11, 2026 (GLOBE NEWSWIRE) -- 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 provided an update regarding its proposed merger with BlockFuel Energy Inc., a Texas corporation (“BFE”), including operational, financial, and strategic milestones that position the combined transaction parties as a capital-efficient energy pro ...

Core Insights - The article discusses the strategic advancements of Innovation Beverage Group Ltd (IBG) and BlockFuel Energy Inc. (BlockFuel) as they work towards completing their proposed merger, which is expected to close by the end of Q1 2026 pending Nasdaq listing approval [1][14]. Group 1: Merger and Strategic Developments - The merger between IBG and BlockFuel aims to create a publicly traded platform that combines energy production and digital infrastructure [2][15]. - Both companies have made significant progress in executing their strategy, including energy asset acquisitions and digital asset development [2][15]. Group 2: Acquisition of Oklahoma Assets - BlockFuel has completed the acquisition of oil and gas production assets in Oklahoma for a total purchase price of $12.5 million, which includes cash, seller-financed considerations, and shares [3][4]. - The acquired portfolio consists of 46 previously producing horizontal oil and gas wells and 8 saltwater disposal wells across approximately 30,000 acres, with BlockFuel owning approximately 86% working interest and 70% net revenue interest in the wells [3][4]. Group 3: Operational Control and Production - Following the acquisition, BlockFuel assumed operational control of the assets and has initiated the process of restoring production, with initial oil sales already underway [5]. - The revenue generated from these sales is expected to support BlockFuel's energy-backed digital infrastructure initiatives [5]. Group 4: Digital Asset Mining Initiative - BlockFuel is planning to integrate natural gas-fueled power generation with digital asset mining operations at its Oklahoma asset base, evaluating the phased commissioning of approximately 6 megawatts of modular generation capacity [6][7]. - This strategy aims to monetize natural gas through on-site power generation, potentially allowing for the mining of up to approximately 4.5 bitcoin per month [7]. Group 5: Joint Venture in UAE - BlockFuel has entered a memorandum of understanding with Greenbelt Industries to develop a digital asset mining facility in Sharjah, UAE, forming a joint venture with a 50.75% ownership for Greenbelt and 49.25% for BlockFuel [8][10][11]. - The joint venture will leverage Greenbelt's regulatory licenses and biofuel-based power generation systems alongside BlockFuel's mining equipment and expertise [10][11]. Group 6: Equity Financing - BlockFuel has completed an equity financing led by Aegis Capital Corp., providing $2.0 million in working capital to support its operational and strategic initiatives [12].

Core Viewpoint - Innovation Beverage Group Ltd ("IBG") has received a notice from Nasdaq regarding non-compliance due to not holding an annual meeting of shareholders within the required timeframe [1][2] Group 1: Compliance and Regulatory Issues - IBG did not hold its annual meeting of shareholders within twelve months of the end of its fiscal year on December 31, 2024, leading to non-compliance with Nasdaq Listing Rules [1] - The company has 45 calendar days to submit a compliance plan to regain compliance, with the possibility of an extension of up to 180 calendar days if the plan is accepted [2] Group 2: Company Overview - IBG is a developer, manufacturer, and marketer of a beverage portfolio consisting of 60 formulations across 13 brands, both alcoholic and non-alcoholic [3] - The company focuses on premium and super premium brands, aiming to disrupt established brands in the market [3] - Established in 2018, IBG's headquarters and manufacturing center are located in Sydney, Australia, with a U.S. sales office in California [3]

Core Viewpoint - Innovation Beverage Group Ltd (IBG) has entered into a definitive agreement for a reverse triangular merger with BlockFuel Energy Inc (BFE), aiming to leverage BFE's energy innovation and Bitcoin mining capabilities, with the transaction expected to close in Q4 2025 and the combined entity to trade on Nasdaq under the ticker "FUEL" [1][2][5] Group 1: Transaction Details - The merger will result in BFE becoming a wholly owned subsidiary of IBG, with BFE's owners expected to hold 90% of the post-transaction ordinary shares of IBG [2] - The post-transaction combined entity is projected to have an equity valuation between US$220 million and US$343 million, significantly increasing IBG's implied post-transaction equity value from US$2.9 million to US$6.3 million to a range of US$22 million to US$34.3 million [2][5] Group 2: Leadership Changes - Upon closing, Daniel Lanskey, the current President and CEO of BFE, will become the Chairman and CEO of the new combined entity, while Sahil Beri, the current CEO of IBG, will transition to President of a newly formed beverage subsidiary [4] Group 3: Strategic Importance - The merger is seen as a pivotal milestone for IBG, providing a public vehicle for BFE to access capital markets and enhancing IBG's growth potential as a subsidiary of BlockFuel [5][6] - The integration of IBG's market presence with BFE's energy and Bitcoin mining technologies is expected to create long-term value and opportunities in the digital asset and energy sectors [6]

Core Viewpoint - Innovation Beverage Group Ltd (IBG) has announced a non-binding letter of intent for a merger with BlockFuel Energy Inc (BFE), aiming to combine beverage development with energy solutions for bitcoin mining and data centers [1][2]. Group 1: Merger Details - The merger will be structured as a reverse triangular merger, with a newly formed subsidiary of IBG merging into BFE, making BFE the surviving entity [2]. - BFE's owners will receive IBG common stock equal to 90% of the total issued shares of IBG post-transaction [2]. - Daniel Joseph Lanskey, current President and CEO of BFE, is expected to become Chairman and CEO of IBG, while Sahil Beri will transition to President of a new Australian beverage subsidiary [2]. Group 2: Valuation and Financial Implications - The post-merger equity valuation of the combined company is projected to be between US$220 million and US$343 million [3]. - Shareholders of IBG will own 10% of the combined entity, implying a post-transaction equity value for IBG 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 [3]. Group 3: Strategic Partnerships - BFE has engaged Needham & Company as its investment banking partner for the merger [4]. Group 4: Company Backgrounds - IBG is a developer and marketer of a diverse beverage portfolio with 60 formulations across 13 brands, focusing on premium products [7]. - BFE specializes in oil and gas exploration, utilizing natural gas for power generation to support bitcoin mining and data centers, aiming to innovate within the energy sector [9].

Core Viewpoint - Innovation Beverage Group Ltd (IBG) has announced a non-binding letter of intent for a merger with BlockFuel Energy Inc (BFE), which combines oil and gas exploration with power generation for bitcoin mining and data centers [1][2]. Company Overview - IBG is a developer, manufacturer, and marketer of a beverage portfolio with 60 formulations across 13 brands, focusing on premium and super premium categories [8]. - BFE specializes in oil field exploration and development, utilizing natural gas for power generation to support bitcoin mining and high-performance data centers [9]. Merger Structure - The merger will be structured as a reverse triangular merger, with IBG's newly formed subsidiary merging into BFE, making BFE the surviving entity [2]. - BFE's owners will receive IBG common stock equal to 90% of the total issued shares post-transaction [2]. Leadership Changes - Upon closing, Daniel Joseph Lanskey, current President and CEO of BFE, is expected to become Chairman and CEO of IBG, while Sahil Beri will transition to President of a new Australian beverage subsidiary [2]. Valuation Insights - The post-merger equity valuation for the combined company is projected to be between US$220 million and US$343 million, implying an equity value for IBG of US$22 million to US$34.3 million, compared to its pre-transaction valuation of US$2.9 million to US$6.3 million [3]. Investment Banking Partnership - BFE has engaged Needham & Company as its investment banking partner for the transaction [5]. Transaction Conditions - The letter of intent is non-binding and subject to due diligence, regulatory approvals, and stockholder approvals from both companies [6].

Company Overview - Innovation Beverage Group Ltd (IBG) is an innovative developer, manufacturer, and marketer of a beverage portfolio consisting of 60 formulations across 13 alcoholic and non-alcoholic brands [5] - The company focuses on premium and super premium brands, aiming to disrupt established market leaders, with its most successful brand being Australian Bitters [5] - IBG was established in 2018 and is headquartered in Sydney, Australia, with a U.S. sales office in California [5] Reverse Stock Split Announcement - IBG announced a five-for-one reverse stock split of its ordinary shares, effective at 12:01 a.m. Eastern Time on September 26, 2025 [2] - Following the reverse stock split, the number of ordinary shares will decrease from 11,613,489 to 2,322,698 [2] Nasdaq Compliance Issues - On August 29, 2025, IBG received a Nasdaq Staff Delisting Determination Letter indicating non-compliance with Nasdaq Listing Rule 5550(a)(2) [3] - The company has requested a hearing before the Nasdaq Hearings Panel, which is scheduled for October 2025, and this request has stayed any suspension or delisting actions pending the hearing outcome [3]