BlueFire Equipment Corp (BLFR) Executes a Combination Agreement with Ram Cap, LLC. Obtaining a $30 Million Line of Credit and 10 Cash Deposit Secured LOIs Valued at Approximately $209 Million to be Merged within 2024 Starting in Q2
*WOODLANDS, TX / ACCESSWIRE / March 5, 2024 /* BlueFire Equipment Corp. (OTC PINK:BLFR) ("BLFR" or the "Company"), a specialist in emerging industry acquisitions, today announces the execution of a Combination Agreement with Ram Cap, LLC. ("Ram Cap"). The agreement entails the contribution of a $30 million line of credit and 10 LOIs secured with cash deposits in escrow with the LOIs valued at approximately $209 million. These assets are slated to be merged within 2024, commencing in Q2.
The Transaction:
Through an all-stock transaction, Ram Cap's CEO, Dr. D. Rene Ramirez, executed a Combination Agreement with BlueFire Equipment Corp. (BLFR), contributing necessary capital and transferring select assets to BLFR in exchange for the issuance of 54,000,000 shares of series A preferred stock. As part of the transaction, Rene succeeds Kirk Yariger as Chairman of the Board, leading the Board of Directors, which includes Rene, T. Dan Powers, and Nickolas S. Tabraue. They plan to expand the board to seven members as the company progresses. Kirk transitions from Chairman of the Board to focus on managing Screaming Eagle Partners, LLC. ("SEP"), and Screaming Energy, LLC. ("SEE"). The executive team remains intact, with Matthew Goldston as CFO and Nickolas serving as Interim CEO, Chief Compliance Officer, and Investor Relations Officer. The board will appoint key roles to enhance efficiency and meet merger requirements for companies slated to join in 2024.
In conjunction with the issuance of series A preferred stock to Ram Cap, Prior Series A Shareholders from the SEPacquisition in late 2023 will convert their shares to common stock under a First Right of Refusal/Leak-Out Agreement.
The Assigned Secured Line of Credit:
Through Ram Cap, the Company has been assigned $30 million out of the $185 million secured line of credit from Ram Cap's controlling interest in Ramirez Capital, LLC. The line of credit will be utilized to acquire numerous companies throughout 2024, with the option to increase the assigned line to the Company if needed.
Cash Deposit Secured LOI Mergers:
Through Ram Cap, the Company has been assigned cash deposit secured LOIs to acquire membership interest or assets from 10 companies with an approximate total value of $209,000,000 from Ram Cap's controlling interest in Ramirez Capital Holdings, LLC and Ramirez Capital, LLC. The companies under LOI are planned to be merged into BLFR within 2024, with the first acquisition scheduled for Q2.
Companies being Merged and Values (separate from prior announced acquisitions in progress):
*Company Focus*
*Value*
*Merger Timeline*
Construction Equipment & Real Estate*
$47,000,0000
Q2 2024
Manufacturing, Service, Property & Real Estate*
$44,000,000
Q2/Q3 2024
Property & Real Estate*
$16,500,000
Q2/Q3/Q4 2024
Equipment/Tool Rental*
$27,774,299
Q3 2024
Well Service*
$72,300,000
Q3/Q4 2024
Well Service and Rental*
$14,700,000
Q3/Q4 2024
Aviation*
$3,500,000
Q4 2024
Health Safety*
$12,500,000
Q4 2024
Plugging and Abandonment*
$3,500,000
Q4 2024
Trucking*
$14,200,000
Q4 2024
*The companies are under a Confidentiality Agreement until closed and merged.
About Dr. D. Rene Ramirez:
Dr. Ramirez received his Doctor of Pharmacy degree from Texas Tech University Health Sciences Center. Prior to attending pharmacy school, Dr. Ramirez was a third-generation oil & gas employee experienced in Oil Production, Well Servicing, Fluid Services, Pipeline Maintenance, Dirt Work/Construction, Refinery and Gas Plant Maintenance, and Hydrovac/Hydro Excavation. Dr. Ramirez was also a Certified Safety, Health, & Environmental Instructor, an Accident Investigator, and a First Aid, CPR, and Basic Life Support Instructor. As a pharmacist, Dr. Ramirez has specialized in Healthcare IT, Data Transmission, Collection, and Analysis, Employee Benefits, Insurance, Pharmacy Construction and Workflow Design, and Third-Party Administration specializing in Federal Compliance and Insurance Processing.
About T. Dan Powers:
Mr. Power's brings an extensive knowledge of the oil and gas industry, and specializes in mergers, acquisitions, and divestitures. Mr. Powers' areas of expertise include Well Servicing, Fishing & Rental, Completion Systems, Fluid Services, Water Systems, Automation & Construction, Production Chemicals, and Manufacturing & Fabrication. While serving as Vice-President of Business Development for Globe Energy Services, Mr. Powers was instrumental in Globe's expansion from $20 Million in annualized revenue to $450 Million in annualized revenue. Mr. Powers is a Certified Appraiser, a member of the Association of Energy Service Companies, International Association of Drilling Contractors, Permian Basin Petroleum Association, and on the Board of the Permian Basin International Oil Show.
Dr. D. Rene Ramirez, BLFR's new Chairman of the Board comments, "We believe that BlueFire is uniquely positioned to experience tremendous growth in 2024 due to their acquisition of Screaming Eagle Partners assets last year. Ram Cap brings an extensive team of production analysts, engineers, geologists, landmen, drilling supervisors, and completion specialists that can provide the human capital required to experience aggressive production increases with BLFR's current assets and prospective well acquisitions. Our team also brings a comprehensive knowledge base in environmental remediation and waste management, which will help BlueFire and its subsidiaries produce our nations resources in a safe, efficient, and environmentally responsible manner."
Nickolas S. Tabraue, BLFR's Interim CEO and Director of the Board, comments, "After weeks of silence, we have finally selected and structured the best opportunity for BLFR and our loyal shareholders. We feel that this arrangement and plan will accelerate and exceed our growth without the need to raise capital through the capital markets, keeping our share structure intact while bringing the most immediate intrinsic value to our shareholders."
View the executed Combination Agreement and supporting documents: https://www.otcmarkets.com/stock/BLFR/disclosure
*About Ram Capital, LLC.*
Ram Cap, LLC., is a privately held company whose subsidiaries and related entities invest in various types of healthcare, information technology (IT), data analytics, insurance, real estate, and oil & gas/energy.
*About* *BlueFire Equipment Corp. (BLFR)*
BLFR, after its two acquisitions in the oil and gas industry-90% of Screaming Eagle Partners, LLC. and 85% of Screaming Eagle Energy, LLC., both operating in the state of Texas-is focused on increasing its acquisitions within the energy sector. This initiative is supported by funding and structuring facilitated through its Ram Cap, LLC.'s contributions and assigned assets.
To learn more, please visit: https://blfr.info
*SAFE HARBOR ACT:* Forward-looking statements are included within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. All statements regarding the Company's expected future financial position, results of operations, cash flows, financing plans, business strategy, products and services, competitive positions, growth opportunities, plans and objectives of management for future operations or listing on an exchange - including words such as "anticipate," "if," "believe," "plan," "estimate," "expect," "intend," "may," "could," "should," "will" and other similar expressions - are forward-looking statements and involve risks, uncertainties and contingencies, many of which are beyond the Company's control and may cause actual results, performance or achievements to differ materially from anticipated results, performance or achievements. The Company is under no obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements, whether as a result of new information, future events or otherwise. There are no assurances that the Company will complete additional acquisitions or will be successful in being approved for a NASDAQ listing. No information in this press release should be construed in any manner whatsoever as an indication of the future performance of the Company's revenues, financial condition or stock price.
*Company Contact:*
Nickolas S. Tabraue
Interim CEO and Director of the Board
nick@BLFR.info
Phone (786) 375-7281
*SOURCE:* BlueFire Equipment Corp.
View the original press release on accesswire.com