Vivakor Signs Letter of Intent to Sell its Midstream Business in Oklahoma STACK Play for $36 Million to Olenox Industries

Rhea-AI Summary

Vivakor (OTCPINK: VIVK) executed a non-binding Letter of Intent to sell its Oklahoma STACK midstream business, CPE Gathering MidCon, LLC, to Olenox Industries (NASDAQ: OLOX) for approximately $36 million. Consideration will include cash, a promissory note, common and preferred stock, and is based on $4.56 million annual EBITDA under a take-or-pay guarantee. The parties aim to sign definitive agreements and close on or before March 31, 2026, subject to customary closing conditions. Vivakor said the sale will strengthen its balance sheet and let it focus on Permian Basin, crude oil supply and trading, and remediation processing centers.

Positive

• Transaction valued at approximately $36 million to boost liquidity
• Deal structured on a $4.56M annual EBITDA take-or-pay guarantee
• Sale allows focus on Permian Basin, crude oil supply & trading, and RPC businesses

Negative

• Consideration includes promissory note and common/preferred stock, implying potential credit risk or shareholder dilution
• Agreement is a non-binding Letter of Intent with closing subject to customary conditions and not guaranteed
• Targeted closing date of March 31, 2026 may be delayed if conditions are unmet

News Market Reaction

-8.57%

1 alert

-8.57% News Effect

On the day this news was published, VIVK declined 8.57%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Midstream sale value: $36 million Omega EBITDA base: $4.56 million Debt reduction 2025: $65 million +5 more

8 metrics

Midstream sale value $36 million Proposed sale of CPE Gathering midstream business to Olenox

Omega EBITDA base $4.56 million Annual EBITDA basis for Oklahoma STACK midstream transaction valuation

Debt reduction 2025 $65 million Total debt reduction year-to-date 2025 reported Dec. 11, 2025

9M 2025 revenue $83.4 million Total revenues for first nine months of 2025

9M 2025 net loss $54.4 million Net loss attributable to Vivakor, first nine months 2025

Interest expense $20.0 million Interest expense over first nine months of 2025

Cash balance $1.2 million Cash (including restricted) as of Sept. 30, 2025

Working capital deficit $67.3 million Reported working capital deficit as of Sept. 30, 2025

Market Reality Check

Price: $0.0182 Vol: Volume 7,620,051 vs 20-da...

low vol

$0.0182 Last Close

Volume Volume 7,620,051 vs 20-day average 15,512,656, indicating activity below recent norms despite the news. low

Technical Shares at 0.007 are trading well below the 0.52 200-day MA, reflecting a deeply depressed longer-term trend.

Peers on Argus

VIVK is up 20.69% while several peers like CGBS (-39.67%) and SKYQ (-14.41%) sho...

1 Up 2 Down

VIVK is up 20.69% while several peers like CGBS (-39.67%) and SKYQ (-14.41%) show mixed moves. Momentum peers NINE and USEG are down sharply, while SKYQ is up, suggesting VIVK’s gain is more company-specific than a uniform sector rotation.

Historical Context

5 past events · Latest: Dec 30 (Negative)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Dec 30	Dividend timing reset	Negative	-8.3%	Special dividend payment date pushed to <b>April 30, 2026</b> with possible further delay.
Dec 22	Acquisition LOI	Positive	-17.4%	LOI to acquire Coyote Oilfield Services to expand integrated midstream capabilities.
Dec 11	Debt reduction update	Positive	+14.6%	Company reports about <b>$65 million</b> in total debt reduction year-to-date 2025.
Dec 04	International expansion	Positive	+10.7%	First international refined fuel transaction into Mexico via Vivakor Supply & Trading.
Nov 28	Special meeting call	Neutral	-5.3%	Announcement of Special Meeting of Shareholders on <b>December 22, 2025</b>.

Pattern Detected

Recent corporate and balance-sheet news has often produced strong but mixed price reactions, with expansion and debt actions sometimes sold and sometimes bought.

Recent Company History

Over the last few months, Vivakor has focused on restructuring and strategic repositioning. It announced a special dividend reset to April 30, 2026, pursued an LOI to acquire Coyote Oilfield Services, and reported about $65 million in debt reduction alongside a new international fuel trade into Mexico. A special shareholder meeting was also scheduled for December 22, 2025. Today’s planned sale of the Oklahoma midstream assets continues this pattern of portfolio reshaping and balance-sheet moves.

Regulatory & Risk Context

Active S-3 Shelf

Shelf Active

Active S-3 Shelf Registration 2025-08-27

Vivakor has an active Form S-3 shelf filed on 2025-08-27, expiring on 2028-08-27. The shelf has been used in at least 3 prospectus supplements (Form 424B5) in October 2025. The filing notes 48,051,097 common shares outstanding as of August 20, 2025 and registers shares issuable upon conversion or payment of notes.

Market Pulse Summary

The stock moved -8.6% in the session following this news. A negative reaction despite the announced ...

Analysis

The stock moved -8.6% in the session following this news. A negative reaction despite the announced $36 million midstream divestiture would fit a pattern where expansion and restructuring headlines have sometimes been sold, as seen after the Coyote Oilfield LOI. The 10-Q highlighted a $54.4 million nine‑month net loss, a working capital deficit of $67.3 million, and interest expense of $20.0 million, all of which could weigh on sentiment even alongside balance-sheet actions.

Key Terms

letter of intent, ebitda, take-or-pay guarantee, promissory note, +2 more

6 terms

letter of intent financial

"today announced that it has executed a non-binding Letter of Intent to sell its midstream business"

A letter of intent is a document that shows an agreement in principle between parties to work towards a future deal or transaction. It outlines their intentions and key terms, acting like a roadmap before a formal contract is signed. For investors, it signals serious interest and helps clarify expectations early in the process.

ebitda financial

"based on $4.56 million in annual EBITDA, pursuant to a take-or-pay guarantee of Vivakor."

EBITDA stands for earnings before interest, taxes, depreciation, and amortization. It measures a company's profitability by focusing on the money it makes from its core operations, ignoring expenses like taxes and accounting adjustments. Investors use EBITDA to compare how well different companies are performing financially, as it provides a clearer picture of operational success without the influence of financial structure or accounting choices.

take-or-pay guarantee financial

"based on $4.56 million in annual EBITDA, pursuant to a take-or-pay guarantee of Vivakor."

A take-or-pay guarantee is a contract clause where a buyer promises to either take the agreed quantity of goods or services or pay a predefined amount even if they don’t take delivery. For investors, it creates more predictable revenue for the seller—like a reserved seat that’s paid for whether used or not—while also signaling potential demand risk or collectability issues if buyers struggle to pay.

promissory note financial

"paid in a combination of cash, promissory note, common and preferred stock"

A promissory note is a written IOU in which one party promises to pay a specific sum, often with interest, to another party by a set date or on demand. Investors care because it functions like a loan: it creates a legal claim on future cash flows, carries credit and timing risk, and can affect valuation or liquidity—think of it as a formal, tradable promise to be repaid that can be assessed like any other debt investment.

preferred stock financial

"paid in a combination of cash, promissory note, common and preferred stock"

Preferred stock is a type of ownership in a company that typically offers investors higher and more consistent dividend payments than common stock. Unlike regular shares, preferred stock usually doesn’t come with voting rights but provides a priority claim on the company’s assets and profits, making it a more stable and predictable investment option. This makes preferred stock attractive to those seeking steady income with lower risk.

terminaling technical

"an integrated crude-oil gathering, transportation, terminaling and pipeline connection platform"

Terminaling is the activity of receiving, storing, and dispatching physical goods—often oil, fuel, chemicals or other bulk commodities—at a dedicated storage facility called a terminal. For investors it signals where products are held, the costs and capacity constraints tied to inventory and shipment, and potential revenue or disruption risk; think of a terminal like a busy garage where goods are parked, refueled and sent on their next trip, and delays or full lots can affect company cash flow and margins.

AI-generated analysis. Not financial advice.

Dallas, TX, Feb. 02, 2026 (GLOBE NEWSWIRE) -- Vivakor, Inc. (OTCPINK: VIVK) (“Vivakor” or the “Company”), an integrated provider of energy transportation, storage, reuse, and remediation service, today announced that it has executed a non-binding Letter of Intent to sell its midstream business and transportation assets of CPE Gathering MidCon, LLC (“CPE Gathering”) to Olenox Industries, Inc. (NASDAQ: OLOX) for approximately $36 million.

Vivakor is the owner and operator of the Omega pipeline system, an integrated crude-oil gathering, transportation, terminaling and pipeline connection platform serving the Oklahoma STACK play.

The transaction, valued at approximately $36 million, will be paid in a combination of cash, promissory note, common and preferred stock, and is based on $4.56 million in annual EBITDA, pursuant to a take-or-pay guarantee of Vivakor.

Vivakor Chairman and Chief Executive Officer James Ballengee commented, “This transaction will enable us to further strengthen our balance sheet and focus on our Permian Basin, Crude Oil Supply and Trading and Remediation Processing Centers (“RPC”) businesses. This Oklahoma STACK play will complement Olenox’s strategy by expanding its addressable market for services, increasing fee-based, predictable revenue through integrated gathering and terminaling, and generate operational synergies by aligning midstream logistics with Olenox’s field services to lower per-well costs and improve uptime. Olenox Industries makes a great partner for this midstream business, which we believe will flourish under their ownership.”

CPE Gathering operates the Omega system, an on-basin midstream platform that provides crude gathering, transportation, terminaling and pipeline connectivity in the STACK region of Oklahoma. Omega is positioned to generate fee-based cash flows, reduce hauling and terminaling costs for producers, and provide a scalable on-ramp for technology and services that improve uptime and lower operating expenses. The transportation assets also offer producers flexible, cost-competitive gathering and transport to a network of storage and blending facilities and pipeline injection points.

The parties are working toward definitive agreements with a targeted closing on or before March 31, 2026, subject to customary closing conditions.

About Olenox Industries, Inc.

Olenox Industries, Inc. is a vertically integrated energy company operating across three synergistic divisions—Oil and Gas, Energy Services, and Energy Technologies. The company acquires and optimizes underdeveloped oil and gas assets in Texas, Kansas, and Oklahoma while supporting field operations with specialized well services and proprietary enhanced-recovery technologies. Olenox’s integrated model drives efficiency, increases production and unlocks value across the energy lifecycle, positioning the company to capture opportunities often overlooked by traditional operators.

About Vivakor, Inc.

Vivakor, Inc. is an integrated provider of sustainable energy transportation, storage, reuse, and remediation services, operating one of the largest fleets of oilfield trucking services in the continental United States. Its corporate mission is to develop, acquire, accumulate, and operate assets, properties, and technologies in the energy sector. Vivakor’s integrated facilities assets provide crude oil and produced water gathering, storage, transportation, reuse, and remediation services under long-term contracts.

Once operational, Vivakor's oilfield waste remediation facilities will facilitate the recovery, reuse, and disposal of petroleum byproducts and oilfield waste products.

For more information, please visit our website: http://vivakor.com

Cautionary Statement Regarding Forward-Looking Statements
This news release may contain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficult to predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipated in these forward-looking statements. Forward-looking statements may be identified but not limited by the use of the words "anticipates," "expects," "intends," "plans," "should," "could," "would," "may," "will," "believes," "estimates," "potential," or "continue" and variations or similar expressions. Our actual results may differ materially and adversely from those expressed in any forward-looking statements as a result of various factors and uncertainties, including, but not limited to, , the expected transaction and ownership structure, the valuation of the transaction, the likelihood and ability of the parties to successfully and timely consummate planned acquisitions, the risk that any required regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect Vivakor or the expected benefits of the such transaction, our ability to maintain the listing of our securities on The Nasdaq Capital Market, the parties failure to realize the anticipated benefits of pending transactions, disruption and volatility in the global currency, capital, and credit markets, changes in federal, local and foreign governmental regulation, changes in tax laws and liabilities, tariffs, legal, regulatory, political and economic risks, our ability to successfully develop products, rapid change in our markets, changes in demand for our future products, and general economic conditions.

These risks and uncertainties include, but are not limited to, risks and uncertainties discussed in Vivakor's filings with the U.S. Securities and Exchange Commission, which factors may be incorporated herein by reference. Actual results, performance or achievements may differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptions on which those forward-looking statements are based. There can be no assurance that the data contained herein is reflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictor of future performance as projected financial information and other information are based on estimates and assumptions that are inherently subject to various significant risks, uncertainties and other factors, many of which are beyond our control. All information set forth herein speaks only as of the date hereof in the case of information about Vivakor and the Endeavor Entities or the date of such information in the case of information from persons other than Vivakor and the Endeavor Entities, and we disclaim any intention or obligation to update any forward-looking statements as a result of developments occurring after the date of this communication. Forecasts and estimates regarding the Endeavor Entities industries and markets are based on sources we believe to be reliable; however, there can be no assurance these forecasts and estimates will prove accurate in whole or in part.

Investors Contact:
P:949-281-2606
info@vivakor.com

FAQ

What is Vivakor (VIVK) selling to Olenox (OLOX) and for how much?

Vivakor is selling its midstream business CPE Gathering MidCon, LLC to Olenox for approximately $36 million. According to the company, the Omega pipeline system and related transportation assets are included in the transaction.

How will Olenox pay for Vivakor's midstream assets in the VIVK deal?

Consideration will be paid in a mix of cash, a promissory note, and common and preferred stock. According to the company, the payment package reflects the deal structure tied to the agreed valuation.

What earnings metric underpins the Vivakor (VIVK) sale to Olenox?

The transaction is based on a $4.56 million annual EBITDA metric under a take-or-pay guarantee. According to the company, that EBITDA figure forms the valuation basis for the sale consideration.

When is the Vivakor (VIVK) sale to Olenox expected to close?

The parties are targeting a definitive agreement and closing on or before March 31, 2026, subject to customary closing conditions. According to the company, timing depends on completing definitive documentation and approvals.

What strategic impact does the VIVK sale have for Vivakor?

Vivakor says the sale will strengthen its balance sheet and let management focus on Permian Basin operations, crude oil supply and trading, and remediation processing centers. The company expects improved capital allocation and operational focus post-sale.