Lionheart Holdings and KEO Energy Sign Letter of Intent for Proposed Business Combination

Lionheart Holdings, a special purpose acquisition company, announced on July 20, 2026, that it has entered into a non-binding letter of intent (LOI) with Keo Capital AB, on behalf of KEO Energy, for a potential business combination. The LOI, dated July 15, 2026, outlines proposed terms for the business combination, with a preliminary indicative pre-money enterprise value for KEO Energy set at $400 million. This valuation is subject to confirmatory diligence and finalization of fiscal terms with Venezuelan governmental authorities. The transaction is conditioned upon confirmation of authorization under applicable U.S. and other economic sanctions, including those administered by OFAC, and receipt of required approvals from the Venezuelan ministry overseeing hydrocarbons. Upon completion, equityholders of both companies would become equityholders of a newly formed entity expected to be listed on the Nasdaq Stock Market. The parties aim to negotiate and execute a definitive agreement by August 17, 2026. The proposed business combination is subject to various conditions, including satisfactory due diligence, regulatory and governmental approvals, and shareholder approval.