Innovation Beverage Group (IBG) entered a definitive merger agreement with BlockFuel Energy, executing a reverse triangular merger that will make BlockFuel a wholly owned subsidiary. The combined company is expected to trade on Nasdaq as “FUEL.”
After closing, BlockFuel owners are expected to hold approximately 90% of IBG’s ordinary shares, reflecting a substantial change in control. An independent fairness analysis from Marshall & Stevens indicates an expected equity valuation range for the combined company of $220 million to $343 million.
Closing is targeted for the fourth quarter of 2025, subject to customary conditions, including IBG completing interim financings of at least $10 million, listing authorization for the merger shares, accuracy of representations and warranties, covenant compliance, and no material adverse effect. Post-close, Daniel Lanskey will become Chairman and CEO of the combined company, while Sahil Beri will lead IBG’s new Australian beverage subsidiary as President.
Innovation Beverage Group Ltd filed a Form 6-K to share that it issued a press release announcing a planned reverse stock split. The filing states that on September 23, 2025, the company released a statement titled “Innovation Beverage Group Announces Reverse Stock Split,” and that this press release is attached as Exhibit 99.1. The document is signed by Interim Chief Executive Officer Sahil Beri, confirming the company’s authorization of this communication.
Innovation Beverage Group Ltd entered a non-binding letter of intent for a reverse triangular merger with BlockFuel Energy, Inc., an oil and gas exploration and Bitcoin mining power-generation company. The deal would make BlockFuel Energy a wholly owned subsidiary of Innovation Beverage.
After closing, BlockFuel Energy shareholders are expected to own approximately 90% of Innovation Beverage’s outstanding shares on a fully diluted basis, with existing Innovation Beverage shareholders holding about 10%. Leadership would shift to BlockFuel Energy’s team, the combined company plans to be renamed BlockFuel Energy Limited with a new ticker symbol, and completion depends on a definitive agreement, due diligence, and required approvals, with no assurance the transaction will close.
Innovation Beverage Group Ltd reports that it received a Nasdaq Staff Delisting Determination Letter on August 29, 2025 after failing to regain compliance with Nasdaq’s minimum $1.00 bid price and initial stockholders’ equity requirements. Unless successfully appealed, its ordinary shares are scheduled to be delisted and suspended from The Nasdaq Capital Market, with a Form 25-NSE to remove the securities from listing and registration. The company plans to request a hearing before a Nasdaq Hearings Panel, which will temporarily stay any suspension or delisting, and its shares will continue trading on Nasdaq under the symbol “IBG” during this process. To support a plan to regain compliance, shareholders approved, and the board authorized, a five-for-one reverse stock split, with fractional shares rounded up and effectiveness to be set by the board.
Innovation Beverage Group Limited (IBG) has filed a Form 144 notice signaling its intent to sell 1,243,828 common shares—the same quantity reported as outstanding—through broker Dominari Securities (725 Fifth Avenue, New York). The filing assigns an aggregate market value of $1.20 million, indicating a reference price near $0.96 per share. The shares were originally acquired on 29 April 2022 as a gift from Amit Beri (who obtained them on 1 May 2018). The proposed sale is expected to occur on or about 7 July 2025 on the Nasdaq exchange. The filer reports no other dispositions in the past three months and certifies that no undisclosed material adverse information is known at the time of filing.