BKV Corporation Successfully Closes Acquisition of Control Position in BKV-BPP Power Joint Venture

Key Terms

ercot technical

The Electric Reliability Council of Texas (ERCOT) is the organization that operates and balances the bulk electric grid for most of Texas, acting like an air-traffic controller that matches electricity supply and demand across the state and runs the wholesale power market. Investors care because ERCOT’s decisions, grid reliability, and market prices directly affect the revenues, costs, and risk exposure of utilities, energy producers, large consumers, and companies whose operations depend on stable, affordable power.

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reserve-based lending agreement financial

A reserve-based lending agreement is a loan where the lender uses a company’s proven oil and gas reserves as collateral and sets borrowing limits based on the estimated value and expected production of those reserves. It matters to investors because it provides companies with flexible cash tied to the health of their resource base—like a home equity line that shrinks or grows with your house value—affecting liquidity, debt risk, and the ability to fund operations or development.

form s-3 regulatory

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

rule 16b-3 regulatory

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

schedule 14c regulatory

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rsus financial

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

s-3asr regulatory

A Form S-3ASR is a pre-approved registration that lets an eligible public company load a shelf of securities it may sell later without repeating a full regulatory review each time. Think of it like a pre-authorized credit line for issuing stocks or bonds: it gives the company fast, flexible access to raise money, which matters to investors because it can signal financial readiness but also means potential share dilution or swift changes in capital structure.

Strategic acquisition increases BKV Corp. Power Joint Venture ownership stake to 75% and positions Power Joint Venture for power sector expansion

DENVER--(BUSINESS WIRE)-- BKV Corporation (“BKV” or the “Company”) (NYSE: BKV) today announced the successful completion of its acquisition of one-half of Banpu Power US Corporation’s (“BPPUS”) interest in BKV-BPP Power, LLC (“BKV-BPP Power” or the “Power JV”) for approximately $115.1 million in cash and 5,315,390 shares of newly issued BKV common stock, increasing BKV’s ownership stake of the Power JV to 75% from 50%. The increased ownership stake by BKV in the Power JV reflects a streamlined structure and enhanced strategic focus of BKV’s power operations.

The transaction, originally announced on October 29, 2025, marks a significant milestone in advancing BKV’s closed loop energy strategy by providing the Company with majority ownership and control of the Power JV. The Power JV encompasses the Temple I and II plants strategically positioning the company to take advantage of significant power demand growth in the ERCOT market, driven by advancements in artificial intelligence and data center technology and the related demand for reliable power.

“The successful closing of this transaction represents a critical step forward for BKV’s power business,” said Chris Kalnin, Chief Executive Officer of BKV. “BKV’s majority stake in the Power JV enhances our strategic flexibility and strengthens our ability to capture and fully capitalize on the exceptional growth opportunities we see in the Texas power market. This consolidated platform will serve as our foundation for expanding our power asset portfolio while maintaining our strong partnership with BPPUS.”

The increased ownership position allows BKV to consolidate the Power JV’s financial results with BKV’s consolidated financial results, providing enhanced visibility into the business’s cash flow generation and enabling investors to better recognize the value of the power business within BKV’s portfolio. The updated governance structure strengthens BKV’s ability to align power operations with its long-term growth strategy while supporting continued reliability of the Temple facilities.

About BKV Corporation

BKV Corporation (NYSE: BKV) is a forward-thinking, growth-driven energy company focused on the sustainable development and delivery of low-carbon energy solutions and baseload power. As the largest natural gas producer by gross operated volume in the Barnett Shale, BKV is strategically expanding an end-to-end value chain that leverages its assets in upstream production, midstream infrastructure, natural gas-fired power generation and carbon capture, utilization and storage (CCUS). Through this innovative, closed-loop approach, BKV solves customers’ toughest energy challenges, meeting growing power demand and enabling sustainable growth for the future. Headquartered in Denver, Colorado, BKV is committed to driving long-term, risk adjusted shareholder value by optimizing and scaling our closed-loop energy platform for a carbon neutral future. For more information, visit the BKV website at www.bkv.com.

About the BKV-BPP Power Joint Venture

BKV-BPP Power, a joint venture between BKV and BPPUS, owns the Temple I and Temple II plants, modern combined cycle gas and steam turbine power plants located in the Electric Reliability Council of Texas (“ERCOT”) North Zone in Temple, Texas. Temple I and Temple II have annual average power generation capacities of 752 MW and 747 MW, respectively, and each power plant delivers power to customers on the ERCOT power network in Texas. Temple I and Temple II have baseload design heat rates of approximately 6,904 Btu/kWh and 6,950 Btu/kWh, respectively.

Forward-Looking Statements

The information in this press release includes “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements, which are not historical facts, include statements regarding BKV’s strategy, future operations, prospects, plans and objectives of management, and often contain words such as “expect,” “project,” “estimate,” “believe,” “anticipate,” “intend,” “budget,” “plan,” “seek,” “envision,” “forecast,” “target,” “predict,” “may,” “should,” “would,” “could,” “will,” the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Forward-looking statements contained in this press release include, but are not limited to, statements regarding the expected benefits of the potential transaction to BKV and the timing thereof. Forward-looking statements are based on management’s current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict, including BKV’s ability to achieve the benefits of the proposed transaction. Other factors that could cause actual results to differ from those in forward-looking statements include the demand for power and the commercial success of BKV-BPP Power. As a result, actual results could differ materially from those indicated in these forward-looking statements. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements discussed in BKV’s filings with the SEC, including the risks and uncertainties addressed under the heading “Risk Factors” in BKV’s most recent Annual Report on Form 10-K filed and any subsequent Quarterly Reports on Form 10-Q. BKV undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260130424634/en/

For BKV:



Media Contact

Becky Escott

BKV Corporation

Vice President, Corporate Communications

media@bkvcorp.com



Investor Contacts

Michael Hall

BKV Corporation

Vice President, Investor Relations

investorrelations@bkvcorp.com



Caldwell Bailey

ICR, Inc.

BKV@icrinc.com

Source: BKV Corporation