AZURE Holding Group ($AZRH) Announces Accelerated Share Repurchase Program

Rhea-AI Summary

AZURE Holding Group (OTC PINK:AZRH) has announced a treasury share repurchase (TSR) program to buy back up to 5 million shares of common stock over the next 12 months, starting March 3, 2025. The program could potentially retire up to 35.9% of the company's free trading market cap held at DTC.

The buyback initiative comes as the company expects significant scaling of free cash flows in 2025. The total number of repurchased shares will be based on the volume-weighted average price on specified dates during the TSR agreement term. The transactions are scheduled for completion during Q2-Q4 2025, aligning with AZURE's goals to uplist to OTCQX and NASDAQ.

Positive

• Potential retirement of 35.9% of free trading market cap
• Expected significant increase in free cash flows
• Strategic alignment with OTCQX and NASDAQ uplisting plans
• Management confidence in company's undervaluation

Negative

• Significant capital expenditure required for share repurchase
• Reduced cash availability for operational growth

WEATHERFORD, TEXAS / ACCESS Newswire / February 24, 2025 / AZURE Holding Group Corp. (OTC PINK:$AZRH) today announced that it has initiated a treasury share repurchase ("TSR") program to repurchase up to 5,000,000 shares of AZURE common stock over the next 12 months, beginning as early as March 3, 2025.

"We are entering 2025 with considerable momentum and expect to continue scaling our free cash flows significantly, enabling us to return meaningful capital to shareholders while still investing heavily in growth," said Josh Watson and Josh Cohen. "Our stock is undervalued relative to the strength of our business, and we plan to initiate and accelerate our buybacks under this program. This TSR represents a value-enhancing deployment of capital, buying back with the potential to retire up to 35.9% of our free trading market cap held at DTC." (Note that the company's restricted shares currently outstanding are held only by officers of the company, all of which have agreed to a longer hold / restricted time than required by the SEC and Rule 144).

The total number of shares to be repurchased by AZURE pursuant to the TSR agreement will be based on the volume-weighted average price of AZURE common stock on specified dates during the term of the TSR agreement.

The transactions under the TSR agreement are expected to be completed during the second, third and fourth quarters of 2025 in preparation for the company's OTCQX and NASDAQ uplist goals.

About Azure Holding Group

Azure Holding Group Corp. is an acquisition corporation focused on Oil Field Services and Construction, Oil & Gas Exploration & Production, and Oil & Gas Distribution. Azure Holding Group Corp. has completed Reverse Mergers with the following companies: American Industries, Freedom Well Testing, and CST Drilling Fluids. The Company has completed a Joint Venture with Coil Tubing Technologies. The Company is currently evaluating mergers with Button Energy, Bullzeye Wireline, Oil Field Services AI, and several other companies. The Company is currently evaluating a joint venture Drilling Program with Mountain V Oil & Gas.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements about Azure's expectations, beliefs, plans or forecasts. All statements other than statements of historical fact are "forward-looking statements" for purposes of federal and state securities laws, including, but not limited to: any projections of earnings, revenue or other financial items or future financial position or sources of financing; any statements of the plans, strategies and objectives of management for future operations or business strategy; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. Words such as "estimate," "project," "predict," "will," "would," "should," "could," "may," "might," "anticipate," "plan," "intend," "believe," "expect," "aim," "goal," "target," "objective," "commit," "advance," "likely" or similar expressions that convey the prospective nature of events or outcomes are generally indicative of forward-looking statements. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release unless an earlier date is specified. Unless legally required, Azure does not undertake any obligation to update, modify or withdraw any forward-looking statements as a result of new information, future events or otherwise.

Forward-looking statements involve estimates, expectations, projections, goals, forecasts, assumptions, risks and uncertainties. Actual outcomes or results may differ from anticipated results, sometimes materially. Factors that could cause results to differ from those projected or assumed in any forward-looking statement include, but are not limited to: general economic conditions, including slowdowns and recessions, domestically or internationally; Azure's indebtedness and other payment obligations, including the need to generate sufficient cash flows to fund operations; Azure's ability to successfully monetize select assets and repay or refinance debt and the impact of changes in Azure's credit ratings or future increases in interest rates; assumptions about energy markets; global and local commodity and commodity-futures pricing fluctuations and volatility; supply and demand considerations for, and the prices of, Azure's products and services; actions by the Organization of the Petroleum Exporting Countries (OPEC) and non-OPEC oil producing countries; results from operations and competitive conditions; future impairments of Azure's proved and unproved oil and gas properties or equity investments, or write-downs of productive assets, causing charges to earnings; unexpected changes in costs; inflation, its impact on markets and economic activity and related monetary policy actions by governments in response to inflation; availability of capital resources, levels of capital expenditures and contractual obligations; the regulatory approval environment, including Azure's ability to timely obtain or maintain permits or other government approvals, including those necessary for drilling and/or development projects; Azure's ability to successfully complete, or any material delay of, field developments, expansion projects, capital expenditures, efficiency projects, acquisitions or divestitures; risks associated with acquisitions (including our anticipated acquisition of Button Energy), mergers and joint ventures, such as difficulties integrating businesses, uncertainty associated with financial projections, projected synergies, restructuring, increased costs and adverse tax consequences; uncertainties and liabilities associated with acquired and divested properties and businesses; uncertainties about the estimated quantities of oil, NGL and natural gas reserves; lower-than-expected production from development projects or acquisitions; Azure's ability to realize the anticipated benefits from prior or future streamlining actions to reduce fixed costs, simplify or improve processes and improve Azure's competitiveness; exploration, drilling and other operational risks; disruptions to, capacity constraints in, or other limitations on the pipeline systems that deliver Azure's oil and natural gas and other processing and transportation considerations; volatility in the securities, capital or credit markets, including capital market disruptions and instability of financial institutions; government actions, war (including the Russia-Ukraine war and conflicts in the Middle East) and political conditions and events; health, safety and environmental (HSE) risks, costs and liability under existing or future federal, regional, state, provincial, tribal, local and international HSE laws, regulations and litigation (including related to climate change or remedial actions or assessments); legislative or regulatory changes, including changes relating to hydraulic fracturing or other oil and natural gas operations, retroactive royalty or production tax regimes, and deep-water and onshore drilling and permitting regulations; Azure's ability to recognize intended benefits from its business strategies and initiatives, such as Azure's low-carbon ventures businesses or announced greenhouse gas emissions reduction targets or net-zero goals; potential liability resulting from pending or future litigation, government investigations and other proceedings; disruption or interruption of production or manufacturing or facility damage due to accidents, chemical releases, labor unrest, weather, power outages, natural disasters, cyber-attacks, terrorist acts or insurgent activity; the scope and duration of global or regional health pandemics or epidemics, and actions taken by government authorities and other third parties in connection therewith; the creditworthiness and performance of Azure's counterparties, including financial institutions, operating partners and other parties; failure of risk management; Azure's ability to retain and hire key personnel; supply, transportation and labor constraints; reorganization or restructuring of Azure's operations; changes in state, federal or international tax rates; and actions by third parties that are beyond Azure's control.

Contact:

josh@controlleddev.com
(917) 584-7042

SOURCE: Azure Holding Group Corp.

View the original press release on ACCESS Newswire

FAQ

How many shares will AZRH repurchase in its 2025 buyback program?

AZURE Holding Group plans to repurchase up to 5 million shares of common stock over a 12-month period starting March 3, 2025.

What percentage of AZRH's free float will the 2025 buyback program affect?

The share repurchase program has the potential to retire up to 35.9% of AZURE's free trading market cap held at DTC.

When will AZRH complete its 2025 share repurchase program?

The transactions under the TSR agreement are expected to be completed during the second, third, and fourth quarters of 2025.

What are AZRH's goals following the 2025 share repurchase program?

Following the share repurchase program, AZURE aims to uplist to OTCQX and subsequently to NASDAQ.

How will AZRH determine the share repurchase price?

The number of shares to be repurchased will be based on the volume-weighted average price of AZURE common stock on specified dates during the TSR agreement term.