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You are at:Home » PEDEVCO Announces Closing of Transformative Merger to Become Premier Rockies Operator – PEDEVCO (AMEX:PED)
Commodities

PEDEVCO Announces Closing of Transformative Merger to Become Premier Rockies Operator – PEDEVCO (AMEX:PED)

News RoomNews RoomNov 4, 2025 12:49 pm EST1 ViewsNo Comments15 Mins Read
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HOUSTON, Nov. 04, 2025 (WORLD NEWSWIRE)– PEDEVCO Corp. (NYSE: PED), (” PEDEVCO” or the “Business”) revealed today that it has actually combined with specific portfolio business (the “Portfolio Companies”) managed by Juniper Capital Advisors, L.P. (together with affiliates, “Juniper”), which own considerable oil-weighted producing properties and considerable leasehold interests with future drilling stock situated in the Northern DJ and Powder River Basins (the “Deal”). As factor to consider, PEDEVCO provided 10,650,000 shares of PEDEVCO Series A Convertible Preferred (the “Convertible Preferred Shares”) stock, convertible into 106,500,000 shares of typical stock of the Business, and PEDEVCO has actually re-financed the Portfolio Business’ formerly arrearage and chosen equity. At the same time with the closing of the Deal, PEDEVCO has actually likewise closed on a personal positioning of 6,363,637 Convertible Preferred Shares, raising an overall of $35 million in gross money earnings (the “Equity Raise”).

Upon conversion of the Convertible Preferred Shares, Juniper and specific of its affiliates will own around 53% of the combined entity, and the Business is anticipated to have overall financial obligation of around $87 million and around $10 million in money, after providing impact to the Deal and Equity Raise.

” Our company believe that this deal marks a transformative action for PEDEVCO, placing us to speed up a debt consolidation and development technique focused in the Rockies”, stated J. Douglas Schick, President and CEO of PEDEVCO. “There is considerable chance to develop a prominent oil and gas business in the area through both natural development and the acquisition of properties on terms that we anticipate to be more appealing than what we are seeing in other locations, consisting of the Permian Basin. We anticipate dealing with our brand-new staff member and the brand-new members of our Board to perform this technique over the next numerous years, with an ongoing concentrate on increasing investor worth while continuously preserving a strong balance sheet.”

” Juniper has actually been acutely concentrated on the U.S. Rockies for several years offered strong well-level economics throughout several developments, comprehensive staying drilling stock covering a big geographical location, and varied ownership of properties,” stated Edward Geiser, Executive Handling Partner of Juniper. “Our company believe the recently changed PEDEVCO, which owns crucial properties proximal to a few of the biggest public and personal operators, has the chance to grow naturally through drilling its comprehensive run stock in addition to through tactical combination. We are delighted to be partnered with Doug and the PEDEVCO group, and we anticipate developing considerable worth for all investors over the next numerous years.”

Emphasizes of the Integrated Business

  • Positions PEDEVCO as a Premier Publicly-Traded Rockies-Focused Operator: The addition of considerable, oil-weighted, production and a big acreage position throughout the Northern DJ Basin and Powder River Basin (” PRB”), together with PEDEVCO’s existing DJ Basin production and acreage, changes PEDEVCO into a premier publicly-traded Rockies-focused operator with over 6,500 BOEPD of present production, which is over 80% oil, and over 328,000 net acres.
  • Strong Money Generation with Substantial Possible Drilling Stock: The combined business produces considerable capital, supported by its reasonably high portion oil production and competitive expense structure. With its big acreage position in the DJ Basin and Powder River Basin, integrated with the several developments being established in such locations, the Business has actually recognized well over a years of prospective future drilling stock on its existing position.
  • Low-Cost Operator and Conservative Capital Structure: PEDEVCO stays a low-priced operator with low basic and administrative expenditures (G&A) and a conservative capital structure, which it anticipates to preserve in the future. At the closing of the Deal, PEDEVCO had overall financial obligation of around $87 million and around $10 million in money.
  • Placed for Organic Development and Strategic Debt Consolidation: PEDEVCO has thirty-two wells of differing working interest that have actually just recently been finished or are arranged to be finished in Q4 2025 and early Q1 2026, which is anticipated to produce product production development for the business over the next numerous months. Furthermore, the Business will be concentrated on tactical combination in its locations of focus with such prospective acquisitions anticipated to provide accretion and functional synergies to the advantage of investors, while preserving a healthy capital structure.

Deal Information

PEDEVCO has actually provided 10,650,000 shares of Series A Convertible Preferred Shares to Juniper. The conversion of the Preferred Shares went through approval of the Business’s investors, which was gotten on October 30, 2025 (as gone over listed below), and as such, based on popular filing and waiting durations under the guidelines of the Securities and Exchange Commission, and the mailing of a Set up 14C Conclusive Info Declaration (” Shareholder Approval Effective Time”) following the closing of the Deal, will immediately transform into 106.5 million shares of typical stock, representing around 53% of the combined entity, when taking into consideration the Preferred Shares offered in the personal positioning gone over listed below.

PEDEVCO has actually gotten investor permission from most of its existing investors, including its Chairman and bulk investor, Dr. Simon Kukes, who beneficially owned around 65% of the Business’s typical stock prior to the closing of the Deal, authorizing the conversion of the Preferred Shares provided to Juniper and in the equity raise.

Following the closing and upon the efficiency of the actions carried out by investor permission, consisting of the conversion of the Series A Convertible Preferred Shares, PEDEVCO anticipates to have overall financial obligation of around $87 million and around $10 million in money, and around 266 million shares of typical stock impressive.

Business Governance

Upon the closing of the Deal, Josh Schmidt, Partner and Chief Operating Officer of Juniper, in addition to Martyn Willsher and Kristel Franklin, both independent directors, signed up with PEDEVCO’s Board of Directors. Dr. Simon Kukes, John J. Scelfo, and H. Douglas Evans stepped down from the Board. J. Douglas Schick and John K. Howie both stay on the Board of Directors, and Edward Geiser, Juniper’s Handling Partner, is anticipated to sign up with the six-person Board of Directors when the Convertible Preferred Shares are transformed to typical shares, which is anticipated to happen in the coming months.

PEDEVCO’s management group will lead the combined business with the addition of Reagan Tuck (” RT”) Dukes as Chief Operating Officer and Robert (” Bobby”) J. Long as Chief Financial Officer. Mr. Dukes and Mr. Long were formerly CEO and CFO, respectively, of the Portfolio Business. At closing, PEDEVCO likewise induced an overall of twelve extra workers who were formerly workers of the Portfolio Business, which the Business anticipates to permit smooth combination.

Funding

At closing, PEDEVCO increased its loaning base under its existing $250 million reserve-based financing center with Citibank from $20 million to $120 million and has actually drawn around $87 million versus that center to assist money the Deal.

PEDEVCO has actually likewise finished a $35 million personal positioning of Preferred Shares that, upon conversion, will lead to the issuance of 63,636,370 million shares of typical stock. Individuals in this positioning consist of Juniper and PEDEVCO’s senior management group, consisting of Dr. Simon Kukes, J. Douglas Schick, President & & CEO, Clark R. Moore, Executive Vice President and General Counsel, and Chief Commercial Officer, Jody Scoundrel, in addition to brand-new management staff member RT Dukes and Robert J. Long. The earnings of this equity offering have actually been used to the Deal factor to consider to preserve a conservative balance sheet, while placing the Business for future development. All Preferred Shares, associated to the Deal and the Equity Raise, are anticipated to be transformed to typical stock concurrently.

Advisors

Roth Capital Partners worked as monetary consultant, and K&L Gates and The Loev Law Practice, PC worked as legal consultants, to PEDEVCO. Stephens Inc. worked as monetary consultant, and Gibson, Dunn & & Crutcher LLP worked as legal consultant, to Juniper.

Teleconference

A teleconference and webcast are prepared for 11:30 a.m. ET (8:30 a.m. PT) on Wednesday, November 5, 2025. To take part in the call, dial 888-506-0062 (International: 973-528-0011) and utilize individual gain access to code: 108929 or gain access to by means of webcast at www.pedevco.com. Individuals might likewise pre-register for the teleconference at https://www.webcaster5.com/Webcast/Page/2436/53185. A replay of the teleconference will be readily available for around 90 days.

Cautionary Declaration Concerning Forward Looking Declarations

This news release might consist of positive declarations, consisting of details about management’s view of PEDEVCO’s future expectations, strategies and potential customers, within the significance of the federal securities laws, consisting of the safe harbor arrangements under The Personal Securities Lawsuits Reform Act of 1995 (the “Act”). In specific, when utilized in the preceding conversation, the words “may,” “could,” “anticipate,” “mean,” “strategy,” “look for,” “prepare for,” “think,” “quote,” “anticipate,” “prospective,” “continue,” “likely,” “will,” “would” and variations of these terms and comparable expressions, or the unfavorable of these terms or comparable expressions are planned to recognize positive declarations within the significance of the Act and such laws, and undergo the safe harbor developed by the Act and relevant laws. Any declarations made in this press release besides those of historic reality, about an action, occasion or advancement, are positive declarations. These declarations include understood and unidentified dangers, unpredictabilities, and other aspects, which might trigger the outcomes of PEDEVCO and its subsidiaries to be materially various than those revealed or suggested in such declarations. The positive declarations consist of forecasts and price quotes of the Business’s business techniques, future operations, advancement strategies and programs, consisting of the expenses thereof, drilling areas, approximated oil, gas and gas liquids production, rate awareness, forecasted operating, basic and administrative and other expenses, forecasted capital investment, effectiveness and expense decrease effort results, declarations concerning future production, expenses and capital, liquidity and our capital structure, PEDEVCO’s capability to incorporate the Juniper properties, operations, and workers into PEDEVCO’s company following the closing of the Deal, PEDEVCO’s capability to service the financial obligation presumed in the Deal, the anticipated advantages of the Deal, dilution triggered by the conversion of the Convertible Preferred Shares, specific board visit rights offered in the Deal, prospective claims concerning the Deal, prospective negative responses or modifications to company relationships arising from the conclusion of the Deal; and unpredictability regarding the long-lasting worth of the typical stock of the Business following the closing of the Deal. We have actually based these positive declarations on our present expectations and presumptions and analyses made by us due to our experience and our understanding of historic patterns, present conditions and anticipated future advancements, in addition to other aspects our company believe are suitable under the situations. Nevertheless, whether real outcomes and advancements will adhere with our expectations and forecasts goes through a variety of dangers and unpredictabilities, consisting of the volatility of oil and gas costs, our success in finding, approximating, establishing and changing oil and gas reserves, dangers of our operations not paying or creating adequate capital to satisfy our responsibilities; dangers associating with the future rate of oil, gas and NGLs; dangers connected to the status and accessibility of oil and gas event, transport, and storage centers; dangers connected to modifications in the legal and regulative environment governing the oil and gas market, and brand-new or modified ecological legislation and regulative efforts; dangers associating with petroleum production quotas or other actions that may be enforced by the Company of Petroleum Exporting Countries and other producing nations; technological improvements; altering financial, regulative and political environments in the markets in which the Business runs; basic domestic and global financial, market and political conditions, consisting of the military dispute in between Russia and Ukraine and the worldwide action to such dispute; actions of rivals or regulators; the prospective disturbance or disturbance of the Business’s operations due to war, mishaps, political occasions, extreme weather condition, cyber risks, terrorist acts, or other natural or human causes beyond the Business’s control; dangers connected to the requirement for extra capital to total future acquisitions, perform our operations, and fund our company on beneficial terms, if at all, the accessibility of such financing and the expenses thereof; dangers connected to the minimal control over activities on homes we do not run and the speculative nature of oil and gas operations in basic; dangers related to the unpredictability of drilling, conclusion and boosted healing operations; dangers related to illiquidity and volatility of our typical stock, reliance upon present management, the reality that Juniper Capital Advisors, L.P. and its affiliates, and Dr. Simon G. Kukes, beneficially own a considerable part of our typical stock; our capability to preserve the listing of our typical stock on the NYSE American; pandemics, governmental actions thereto, financial declines and possible economic crises triggered therefore; inflationary dangers and current increased rate of interest, and the dangers of economic crises and financial declines triggered therefore or by efforts to lower inflation; dangers connected to military disputes in oil producing nations; modifications in financial conditions; restrictions in the accessibility of, and expenses of, products, products, professionals and services that might postpone the drilling or conclusion of wells or make such wells more pricey; the quantity and timing of future advancement expenses; the accessibility and need for alternative energy sources; regulative modifications, consisting of those associated to co2 and greenhouse gas emissions; and others that are consisted of from time to time in filings made by PEDEVCO with the Securities and Exchange Commission, a lot of which are beyond our control, consisting of, however not restricted to, in the “Threat Aspects” and “Cautionary Note Concerning Forward-Looking Statements” areas of its Kind 10-Ks and Kind 10-Qs and in its Kind 8-Ks, which it has actually submitted, and files from time to time, with the U.S. Securities and Exchange Commission, consisting of, however not restricted to its Yearly Report on Kind 10-K for the year ended December 31, 2024 and its Quarterly Report on Kind 10-Q for the quarter ended June 30, 2025. These reports are readily available at www.sec.gov. The Business warns that the foregoing list of essential aspects is not total. All subsequent composed and oral positive declarations attributable to the Business or anybody acting upon behalf of the Business are specifically certified in their totality by the cautionary declarations referenced above. Other unidentified or unforeseeable aspects likewise might have material negative impacts on PEDEVCO’s future outcomes and/or might trigger our real outcomes and monetary condition to vary materially from those shown in the positive declarations. The positive declarations consisted of in this news release are made just since the date hereof. PEDEVCO can not ensure future outcomes, levels of activity, efficiency or accomplishments. Appropriately, you must not put unnecessary dependence on these positive declarations. We carry out no commitment to upgrade openly any of these positive declarations to show real outcomes, brand-new details or future occasions, modifications in presumptions or modifications in other aspects impacting positive declarations, other than to the level needed by relevant laws. If we upgrade several positive declarations, no reasoning must be drawn that we will make extra updates with regard to those or other positive declarations. The internal forecasts, expectations, or beliefs underlying our 2025 capital spending plan undergo alter due to many aspects, consisting of, however not restricted to, the dominating costs of oil and gas, actions taken by services and federal governments, continuous outcomes, dominating financial situations, product costs, and market conditions and guidelines.

Essential Extra Info Concerning the Deals Will Be Submitted With the SEC

In connection with the Deal and Equity Raise explained above (jointly, the “Deals”), PEDEVCO will submit a Details Declaration with the Securities and Exchange Commission (SEC). The conclusive Info Declaration will be sent out to the investors of PEDEVCO. PEDEVCO might likewise submit other files with the SEC concerning the Deals. FINANCIERS AND SECURITY HOLDERS OF PEDEVCO ARE ENCOURAGED TO CAREFULLY READ THE DETAILS DECLARATION WHEN IT APPEARS DUE TO THE FACT THAT IT WILL INCLUDE CRUCIAL DETAILS ABOUT THE DEALS, THE CELEBRATIONS TO THE DEALS AND THE THREATS RELATED TO THE DEAL. Financiers and security holders might get a complimentary copy of the Info Declaration (when readily available) and other appropriate files submitted by PEDEVCO with the SEC from the SEC’s site at www.sec.gov. Security holders and other interested celebrations will likewise have the ability to get, without charge, a copy of the Info Declaration and other appropriate files (when readily available) by (1 ) directing your composed demand to: 575 N. Dairy Ashford, Suite 210, Houston, Texas 77079 or (2 ) calling our Financier Relations department by telephone at (713 ) 221-1768. Copies of the files submitted by the Business with the SEC will be readily available complimentary of charge on the Business’s site at www.pedevco.com.

A bout PEDEVCO Corp.

PEDEVCO is a publicly-traded energy business participated in the acquisition and advancement of tactical, high development energy jobs in the United States. The Business’s primary properties are its D-J Basin Possession situated in the D-J Basin in Weld and Morgan Counties, Colorado and Southeastern Wyoming, and its San Andres Possession situated in the Northwest Rack of the Permian Basin in eastern Brand-new Mexico. PEDEVCO is headquartered in Houston, Texas. More details about PEDEVCO can be discovered at www.pedevco.com.

About Juniper Capital Advisors, L.P.

Juniper Capital is an energy financial investment company based in Houston, Texas with around $1.7 billion of cumulative equity dedications since February 2025. Juniper is concentrated on dealing with premium management groups to supply equity capital to show the worth and efficient capacity of oil and gas homes situated mostly in the continental United States.

CONTACT:

PEDEVCO Corp.
( 713) 221-1768
PR@pedevco.com

SOURCE: PEDEVCO Corp.


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