v3.26.1
Investment in Simson-Maxwell
3 Months Ended
Mar. 31, 2026
Investment in Simson-Maxwell  
Investment in Simson-Maxwell

Note 4. Investment in Simson-Maxwell

 

Viking acquired a controlling interest in Simson Maxwell in 2021 and consolidated Simson Maxwell’s financial statements in the Company’s consolidated financial statements.

 

On April 1, 2025, Viking entered into a Share Subscription Agreement (“SSA”) with T&T Power Group Inc. (“T&T”), Remora EQ LP, Simmax Corp., and Simson-Maxwell. The SSA related to a restructuring of the ownership of Simson-Maxwell that resulted in Camber ceasing to have a controlling interest in Simson-Maxwell.  Following the closing of the transaction in the SSA, T&T and Viking are the shareholders of Simson-Maxwell. T&T owns 51% of Simson-Maxwell’s  outstanding common shares and Viking owns the remaining 49%. Viking did not sell or purchase any shares in connection with the transaction.  As a result of the reduction in Viking’s ownership interest and ceasing to have control over Simson-Maxwell, Camber deconsolidated the financial statements of Simson-Maxwell on April 1, 2025 and accounted for its investment in Simson-Maxwell under the equity method through September 30, 2025.  Under the equity method, the Company recognized its share of earnings (losses) in Simson Maxwell in its consolidated statement of operations. During the quarter ended December 31, 2025, the Company determined that it was not able to exercise significant influence over this investment and, as a result, began accounting for this investment at fair value.

 

On April 1, 2025, Viking also entered into a shareholders agreement with T&T and Simson-Maxwell which governs the ownership and management of Simson-Maxwell. This agreement contains a call and a put option. Consequently, the fair value of the Company’s investment in Simson Maxwell is calculated to be the present value at the reporting date (using a discount rate of 15%) of the call option included in the shareholder agreement under which T&T has the option to purchase the Company’s remaining shares in Simson-Maxwell at any time within the 36 months following the transaction date for CAD $5.75 million ($4.2 million). If T&T does not exercise its option above, Viking has the option, exercisable at any time after 36 months, to require T&T to purchase Viking’s 49% ownership interest for CAD $7.75 million (approximately $5.7 million).

 

The adjustment to the fair value of the investment in Simson-Maxwell at March 31, 2026 was as follows:

 

Value of investment at December 31, 2025

 

$2,824,126

 

Change in the fair value of the investment

 

 

107,234

 

Fair value of investment at March 31, 2026

 

$2,931,360