STOCKHOLM: : Keo Capital AB has signed a non-binding letter of intent with Lionheart Holdings for a proposed business combination that would take KEO Energy public on the Nasdaq Stock Market, the companies announced July 15.
The transaction would create a new holding company listing on Nasdaq’s Capital Market tier, with equityholders from both sides owning stakes in the combined entity. The LOI assigns KEO Energy a preliminary pre-money enterprise value of $400 million, though that figure remains subject to confirmatory due diligence and final fiscal terms with Venezuelan authorities.
“This LOI is an important step toward building a pure-play, Nasdaq-listed Venezuela oil platform,” said Ophir Sternberg, chairman and CEO of Lionheart Holdings.
KEO Energy’s primary asset is an indirect equity interest in a joint venture tied to the PetroUrdaneta Project in Venezuela. Closing depends on multiple conditions, including U.S. sanctions authorization from the Office of Foreign Assets Control and approvals from Venezuela’s hydrocarbons ministry.
“We’re pleased to reach this milestone with Lionheart and believe it positions KEO Energy to access public capital markets and advance our growth plans,” said Paolo Fidanza, chairman of Keo Capital.
The combined company’s board would include six directors, with three appointed by each side. Fidanza is expected to serve as executive chairman, while Lionheart would name a vice chairman and committee chairs.
The parties aim to execute a definitive agreement by Aug. 17, with additional details to follow. No assurance exists that a final deal will be reached or completed.
Lionheart Holdings, a special purpose acquisition company trading on Nasdaq under the symbol CUB, holds roughly $200 million in trust from its June 2024 IPO.
Keo Capital AB, listed on Nasdaq Stockholm under KEOC, is a technology-driven financial solutions provider. KEO Energy operates as a wholly owned subsidiary of Keo Capital.
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