Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On January 20, 2022, Viking Energy Group, Inc. ("Viking") filed with the State
of Nevada a Certificate of Correction (the "Certificate of Correction"), which
corrected the amended certificate of designation (the "Designation") of Viking's
Series C Preferred Stock (the "Series C Preferred Stock"), filed on December 24,
2020, to ensure that the intent of Viking and Camber Energy, Inc. ("Camber")
that Camber Energy, Inc.'s control Viking was properly reflected in the
Designation, and to correct errors in the Designation that did not properly
reflect that intent.
Viking filed an initial Certificate of Correction to the Designation on November
18, 2021, to correct those errors, but deemed such correction insufficient and
therefore filed the Certificate of Correction on January 20, 2022, to further
clarify the rights associated with the Series C Preferred Stock. The Certificate
of Correction corrected errors in the Designation to ensure that (i) the holders
of the Series C Preferred Stock have no voting rights until the later of July 1,
2022, or the date on which Camber is no longer entitled to own at least 51% of
the outstanding shares of Viking's common stock; and (ii) each share of Series C
Preferred Stock is only convertible into one share of common stock, except that
upon any business combination of Viking and Camber whereby Camber acquires
substantially all of the outstanding assets or common stock of Viking (a
"Combination"), each share of Series C Preferred Stock would convert into the
greater of (A) 25,000,000 common shares of Camber (or a number of preferred
shares of Camber convertible into that number of common shares of Camber), or
(B) that number of common shares of Camber that 25,000,000 shares of Viking
common stock at that time would be convertible or exchange into in the
Combination (or a number of preferred shares of Camber convertible into such
number of common shares of Camber).
The corrections in the Certificate of Correction are effective as of the
original filing date with the State of Nevada of the Designation (December 24,
2020), subject to certain exceptions set forth in the Nevada Revised Statutes.
The corrections corrected the designations to reflect the original intentions of
the parties and to conform such designations to the way the Series C Preferred
Stock had been accounted for in practice since the Designation.
The foregoing description of the Certificate of Correction and its contents are
qualified in its entirety by the full text of the Certificate of Correction,
which is filed as Exhibit 3.1 to, and incorporated by reference in, this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Description of Exhibit
Number
3.1 Certificate of Correction to Designation of Series C Preferred Stock,
filed January 20, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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CAMBER ENERGY, INC. 
