BKV Corp Files S-1/A Amendment
Ticker: BKV · Form: S-1/A · Filed: Aug 28, 2024 · CIK: 1838406
| Field | Detail |
|---|---|
| Company | Bkv Corp (BKV) |
| Form Type | S-1/A |
| Filed Date | Aug 28, 2024 |
| Risk Level | medium |
| Pages | 16 |
| Reading Time | 19 min |
| Sentiment | neutral |
Sentiment: neutral
Topics: sec-filing, s-1/a, energy, ipo
TL;DR
BKV Corp filed an S-1/A amendment, still working on its public offering. Energy sector play.
AI Summary
BKV Corporation filed an S-1/A amendment on August 28, 2024, for its registration statement. The company, incorporated in Delaware, is in the Crude Petroleum & Natural Gas industry and is headquartered in Denver, Colorado. This filing is an amendment to a previous registration, indicating ongoing efforts to go public or adjust existing public offerings.
Why It Matters
This S-1/A filing signifies BKV Corp's continued progress towards a public offering or adjustments to its existing registration, providing updated information for potential investors in the energy sector.
Risk Assessment
Risk Level: medium — S-1/A filings often indicate a company is seeking capital or undergoing significant corporate changes, which inherently carries risk for investors.
Key Numbers
- 1311 — SIC Code (Industry classification for Crude Petroleum & Natural Gas)
- 850886382 — IRS Number (Employer Identification Number)
Key Players & Entities
- BKV Corporation (company) — Registrant
- Christopher P. Kalnin (person) — Chief Executive Officer
- Samantha H. Crispin (person) — Counsel
- M. Preston Bernh (person) — Counsel
- 333-268469 (dollar_amount) — SEC File Number
FAQ
What is the primary purpose of this S-1/A filing for BKV Corporation?
This S-1/A filing is an amendment to BKV Corporation's Form S-1 registration statement, indicating ongoing efforts related to a public offering or adjustments to existing registration.
When was this amendment filed with the SEC?
The amendment was filed with the Securities and Exchange Commission on August 28, 2024.
What industry does BKV Corporation operate in?
BKV Corporation operates in the Crude Petroleum & Natural Gas industry, as indicated by its SIC code 1311.
Who is the Chief Executive Officer of BKV Corporation?
Christopher P. Kalnin is the Chief Executive Officer of BKV Corporation.
Where is BKV Corporation's principal executive office located?
BKV Corporation's principal executive office is located at 1200 17th Street, Suite 2100, Denver, Colorado 80202.
Filing Stats: 4,685 words · 19 min read · ~16 pages · Grade level 15.1 · Accepted 2024-08-28 16:17:10
Filing Documents
- tm2217921-39_s1a.htm (S-1/A) — 7193KB
- tm2217921d40_ex1-1.htm (EX-1.1) — 241KB
- tm2217921d40_ex5-1.htm (EX-5.1) — 14KB
- tm2217921d40_ex10-14.htm (EX-10.14) — 133KB
- tm2217921d40_ex10-15.htm (EX-10.15) — 97KB
- tm2217921d40_ex10-16.htm (EX-10.16) — 98KB
- tm2217921d40_ex10-17.htm (EX-10.17) — 34KB
- tm2217921d40_ex23-1.htm (EX-23.1) — 2KB
- tm2217921d40_ex23-2.htm (EX-23.2) — 8KB
- lg_bkv-4c.jpg (GRAPHIC) — 27KB
- cv_ifc-4c.jpg (GRAPHIC) — 468KB
- fc_closedlop-4clr.jpg (GRAPHIC) — 51KB
- pg_assetovr-4c.jpg (GRAPHIC) — 246KB
- bc_top10-4clr.jpg (GRAPHIC) — 57KB
- bc_plannedpath-4c.jpg (GRAPHIC) — 93KB
- bc_plannednet-4c.jpg (GRAPHIC) — 108KB
- fc_ourstructure-4clr.jpg (GRAPHIC) — 113KB
- mp_texas1-4c.jpg (GRAPHIC) — 94KB
- mp_nepamid-4c.jpg (GRAPHIC) — 41KB
- bc_reserve-4clr.jpg (GRAPHIC) — 37KB
- pc_reserveloc-4clr.jpg (GRAPHIC) — 40KB
- bc_ercotccgtheat-4c.jpg (GRAPHIC) — 56KB
- lg_pwc-4c.jpg (GRAPHIC) — 5KB
- tm2217921d31_ex5-1img001.jpg (GRAPHIC) — 3KB
- tm2217921d31_ex5-1img002.jpg (GRAPHIC) — 2KB
- tm2217921d13_ex10-15img001.jpg (GRAPHIC) — 10KB
- tm2217921d13_ex10-15img002.jpg (GRAPHIC) — 11KB
- tm2217921d13_ex10-15img003.jpg (GRAPHIC) — 8KB
- tm2217921d35_ex23-2img001.jpg (GRAPHIC) — 2KB
- tm2217921d35_ex23-2img002.jpg (GRAPHIC) — 11KB
- 0001104659-24-093991.txt ( ) — 9856KB
Underwriting
Underwriting Discounts and Commissions(1) Proceeds to BKV Corporation Per Share $ $ $ Total $ $ $ (1) The underwriters will also be reimbursed for certain expenses incurred in this offering. See " Underwriting " for additional information regarding underwriting compensation. Neither the Securities and Exchange Commission nor any securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the shares of our common stock on or about , 2024. Joint Book-Running Managers Citigroup Barclays Evercore ISI Jefferies Mizuho Senior Co-Managers KeyBanc Capital Markets Susquehanna Financial Group, LLLP TPH&Co. Truist Securities Co-Managers Citizens JMP SMBC Nikko The date of this prospectus is , 2024. TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Page PROSPECTUS SUMMARY 1
RISK FACTORS
RISK FACTORS 42 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS 98
USE OF PROCEEDS
USE OF PROCEEDS 100 DIVIDEND POLICY 101 CAPITALIZATION 102
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 106 INDUSTRY 151
BUSINESS
BUSINESS 153 MANAGEMENT 213
EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION 223 PRINCIPAL STOCKHOLDERS 239 CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS 241
DESCRIPTION OF CAPITAL STOCK
DESCRIPTION OF CAPITAL STOCK 249 SHARES ELIGIBLE FOR FUTURE SALE 257 CERTAIN ERISA CONSIDERATIONS 260 MATERIAL U.S. FEDERAL INCOME TAX CONSEQUENCES TO NON-U.S. HOLDERS OF OUR COMMON STOCK 262
UNDERWRITING
UNDERWRITING 266 LEGAL MATTERS 273 EXPERTS 273 WHERE YOU CAN FIND MORE INFORMATION 273 INDEX TO FINANCIAL STATEMENTS F-1 Dealer Prospectus Delivery Obligation Through and including , 2024 (the 25th day after the date of this prospectus), all dealers that effect transactions in our common stock, whether or not participating in this offering, may be required to deliver a prospectus. This delivery requirement is in addition to a dealer's obligation to deliver a prospectus when acting as an underwriter and with respect to unsold allotments or subscriptions. You should rely only on the information contained in this prospectus or in any free writing prospectus that we authorize to be distributed to you. We and the underwriters have not authorized anyone to provide you with any information other than that contained in this prospectus or in any free writing prospectus prepared by or on behalf of us or to which we have referred you, and neither we, nor the underwriters take responsibility for any other information others may give you. We are offering to sell, and seeking offers to buy, shares of our common stock only in jurisdictions where such offers and sales are permitted. The information in this prospectus or any free writing prospectus is accurate only as of its date, regardless of its time of delivery or the time of any sale of shares of our common stock. Our business, financial condition, results of operations and prospects may have changed since that date. i TABLE OF CONTENTS Industry and Market Data In this prospectus, we present certain market and industry data. This information is based on third-party sources which we believe to be reliable as of their respective dates. Neither we nor the underwriters have independently verified any third-party information. Some data is also based on our good faith estimates. Expectations of our and our industry's future performance are necessarily subject to a high degree of uncertainty and risk du