Business
Acquisition of Valkor's 50% interest in Greenfield
Acquisition of Valkor's 50% interest in Greenfield.
About this update from Tomco Energy Plc
[{"type":"text","content":"\n \n \n \n RNS Number : 8153J\n TomCo Energy PLC\n 26 August 2021\n \n \n \n \n 26 August 2021\n \n \n TOMCO ENERGY PLC\n \n \n (\"TomCo\" or the \"Company\")\n \n \n \n \n \n Acquisition of Valkor's 50% interest in Greenfield\n \n \n TomCo Energy plc (AIM: TOM), the US operating oil development group focused on using innovative technology to unlock unconventional hydrocarbon resources, is pleased to announce that\n it has acquired from Valkor LLC (\"Valkor\") its 50% interest in Greenfield Energy LLC (\"Greenfield\"), the 50/50 joint venture company established by TomCo and Valkor in mid 2020, for wholly deferred equity consideration (the \"Acquisition\"). \n \n \n Details of the Acquisition\n \n \n Pursuant, inter alia, to the terms of a membership interest purchase agreement (\"MIPA\"), entered into between the Company, Valkor and Greenfield on 25 August 2021 (the \"Effective Date\") to implement the Acquisition, Valkor has assigned its 50% membership interest in Greenfield to the Company such that TomCo now owns 100% of Greenfield and the existing joint venture (\"JV\") agreement between TomCo and Valkor with respect to Greenfield has been terminated. \n \n \n \n \n \n The deferred consideration for the Acquisition comprises the issue to Valkor of 592,830,258 new ordinary shares of no par value in TomCo (\"Ordinary Shares\") (the \"Acquisition Shares\") which currently equates, in aggregate, to 29% of the Company's issued share capital as enlarged by the Acquisition Shares, subject to adjustment to ensure that Valkor and any person acting in concert with it shall not exceed a 29% ownership interest in the Company at the time such shares are issued. Valkor currently has no pre-existing interest in TomCo's issued share capital. \n \n \n Issue of the Acquisition Shares is subject to Greenfield receiving funds from, or drawing upon, a loan or credit facility in connection with the construction of an oil sands processing facility as specified in the FEED Study dated 21 July 2021 (as amended or superseded) (\"Financial Close\"). In the event that Financial Close is not achieved within 3 years of the Effective Date no consideration is payable by the Company to Valkor and the obligation to issue the Acquisition Shares will lapse. The value of the maximum Acquisition Shares, base...