(a) Preferred Stock

 

The Company is authorized to issue 5,000,000 shares of Preferred Stock, par value $0.001 per share (the “Preferred Stock”), of which 50,000 have been designated as Series C Preferred Stock (the “Series C Preferred Stock”). Pursuant to the amended Certification of Designation of the Series C Preferred Stock filed on December 22, 2020, each share of Series C Preferred Stock entitles the holder thereof to 37,500 votes on all matters submitted to the vote of the stockholders of the Company. Notwithstanding, so long as Camber Energy, Inc. owns or is entitled to own at least 51% of the outstanding shares of Common Stock of the Company and James Doris remains a director and Chief Executive Officer of Camber, each share of Preferred Stock shall not be entitled to any votes on matters submitted to a vote of the stockholders of the Company. Each share of Series C Preferred Stock is convertible, at the option of the holder, at any time after the date of issuance of such share, at the office of the Company or any transfer agent for such stock, into 37,500 shares of fully paid and non-assessable common stock. However, upon any business combination or merger between Camber and Viking such that Camber acquires substantially all of the outstanding Common Stock or substantially all of Viking’s assets, the Company shall ensure that the Preferred Stock is convertible into the greater of: (i) 25,000,000 common shares of Camber (or a number of preferred shares of Camber convertible into such number of common shares of Camber); or (ii) that number of common shares of Camber that 25,000,000 shares of Common Stock would be convertible or exchange into in the Combination (or a number of preferred shares of Camber convertible into such number of common shares of Camber). 

 

(b) Common Stock

 

On January 5, 2021 the Company filed a Certificate of Amendment with the Secretary of State of the State of Nevada to effect a reverse split of our common stock at a ratio of 1-for-9 (the “Reverse Stock Split”). As a result of the Reverse Stock Split, each nine (9) pre-split shares of common stock outstanding were automatically combined into one (1) new share of common stock. Unless otherwise stated, all share and per shares numbers in this Annual Report on Form 10-Q have been adjusted to reflect the Reverse Stock Split.

 

During the three months ended March 31, 2021, the Company issued shares of its common stock as follows:

 

	·	274,814 shares of common stock issued for services valued at fair value on the date of the transactions, totaling $273,750.
	·	155,169 shares of common stock issued as discount on debt valued at fair value on the date of the transaction totaling $133,947.
	·	16,153,846 shares of common stock issued pursuant to a subscription agreement at a fair value of $19,622,000. (see Note 1)

 

During the three months ended March 31, 2020, the Company issued shares of its common stock as follows:

 

	·	168,084 shares of common stock issued for services valued at fair value on the date of the transaction totaling $253,750.
	·	46,250 shares of common stock issued for exercise of warrants valued at fair value on the date of the transaction totaling $38,000.
	·	16,667 shares of common stock issued for exercise of warrants as a reduction of debt valued at fair value on the date of the transaction totaling $15,000.
	·	72,000 shares of common stock issued as discount on debt valued at fair value on the date of the transaction totaling $110,160.