CAMBER ENERGY, INC. 8K

The 8-K reports that TT Power Group Inc. and its shareholders, including Viking Energy Group, Inc., entered into a Unanimous Shareholders Agreement effective June 1, 2026, establishing governance rights and detailed redemption, payment, and protective terms for Viking’s C$5.75 million Class A Preference Share investment in the company.

The Form 8-K includes as an exhibit a Unanimous Shareholders Agreement for TT Power Group Inc., effective June 1, 2026, which restructures the governance and shareholder rights of the Canadian subsidiary and formalizes Viking Energy Group, Inc.’s economic interest via 5,750,000 Class A Preference Shares. The agreement centralizes control with director/officer Tyler Van Dyke (including sole signing authority and banking control), denies Viking any board appointment rights, and imposes detailed restrictions on share transfers, information rights, dispute resolution, confidentiality, and non‑competition. Critically, it sets out the economic terms for Viking’s preferred equity: a base aggregate redemption price of C$5.75 million by March 31, 2028 with prescribed timing of payment, automatic escalation to C$7.75 million if not redeemed by that date, and a further optional “Retraction Right” allowing Viking to force redemption at the increased or a deferred higher price under specified triggers (missed redemption date, material breach of the agreement, sale of substantially all assets, insolvency events, or the death/permanent incapacity of Van Dyke), subject to certain downward price adjustments in some scenarios. Viking is also granted a Monthly Payment right of C$15,000 (and catch‑up payments) that are credited against the ultimate redemption amount, a conditional 8% cumulative dividend that only accrues upon a breach of the preferred share protections or failure to redeem by the Redemption Date, and extensive set‑off mechanisms allowing the corporation to reduce the redemption amount for specified indemnifiable damages and pre‑existing environmental liabilities tied to a particular operating site; collectively, the agreement defines the capital structure, priorities, and exit economics between Viking and the other shareholders of TT Power Group Inc.

Filing Facts

CIK

1309082

Ticker

-

Form

8K

Source Type

sec

Accession

0001477932-26-003650

Alert Tier

6