Arcadia Biosciences to combine with Roosevelt Resources in an all-stock deal

Arcadia Biosciences (RKDA) and Roosevelt Resources announced that they have entered into a definitive securities exchange agreement which, when completed, will combine the two companies in an all-stock transaction. Under the terms of the agreement, Arcadia will issue to the partners of Roosevelt shares of Arcadia common stock at the closing of the transaction in exchange for all of the equity interests in Roosevelt. Following the closing of the transaction, the current equity owners of Roosevelt and the Arcadia shareholders as of the closing are expected to own approximately 90% and 10%, respectively, of the outstanding shares of Arcadia, subject to certain possible adjustments as provided in the definitive agreement. Roosevelt is a privately held, Dallas, Texas based exploration and production company led by Elliott Roosevelt, Jr. and his team of oil and gas professionals with an extensive background in development of major oil and natural gas projects. Roosevelt’s primary asset is a carbon capture utilization and storage oil and natural gas project spanning 16,208 contiguous acres on the Northwest Shelf of the Texas Permian Basin that Roosevelt plans to develop over the next 40+ years as an enhanced oil recovery project reaching an anticipated peak production capacity in 2051 of 55,000 gross barrels of oil equivalent per day. Arcadia will effectuate a change of its corporate name to Roosevelt Resources. Assuming Nasdaq approval of the company’s application for continued listing of its shares on the Nasdaq, the company’s shares are expected to trade under a new trading symbol. Current management of Roosevelt will manage the combined entity with Tony Roosevelt serving as chief executive officer, Jimmy Hawkins serving as president and chief operations officer, and Jerrel Branson serving as chief financial officer. One or more members of Arcadia management and personnel may continue to assist in managing the existing on-going operations of Arcadia.