TomCo Energy PLC Greenfield: Conditional Site Purchase Arrangement (2314B)
June 09 2021 - 2:00AM
UK Regulatory
TIDMTOM
RNS Number : 2314B
TomCo Energy PLC
09 June 2021
9 June 2021
TOMCO ENERGY PLC
("TomCo" or the "Company")
Greenfield Update : Conditional Site Purchase Arrangement
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
Greenfield Energy LLC ("Greenfield"), the Company's 50/50 joint
venture with Valkor LLC ("Valkor"), has entered into a membership
interest purchase agreement (the "Agreement") with Endeavour
Capital Group LLC ("Endeavour") and Tar Sands Holdings II LLC
("TSHII") with respect to the potential acquisition by Greenfield
of up to 100% of the ownership and membership rights and interests
in TSHII (the "Membership Interests"). TSHII owns approximately 760
acres of land and certain non-producing assets (the "Site") in
Uintah County, Utah, USA.
Greenfield plans, subject, inter alia, to the completion of
satisfactory due diligence and securing of the requisite funding,
to use the Site, if ultimately acquired via TSHII, for the future
mining of oil sands and construction of a commercial scale
processing plant utilising the findings of the FEED (Front-End
Engineering and Design) study, once finalised and the process
independently verified, and other knowledge and experience gained
from Greenfield's operation of Petroteq Energy Inc's existing oil
sands plant at Asphalt Ridge, Utah. (the "POSP").
The Site has existing infrastructure, plant and equipment,
together with an existing Large Mine Permit No. M0470032, that
could facilitate any future development by Greenfield.
Pursuant to the terms of the Agreement, Greenfield has paid a
non-refundable deposit of US$200,000 to secure a 90 day period to
undertake due diligence and an exclusive option for up to 120 days
to acquire an initial 10% of the Membership Interests . Greenfield
can exercise its right to acquire an initial 10% of the Membership
Interests for cash consideration of US$2 million (against which the
deposit shall be credited) on or before 1 September 2021. Following
completion of the acquisition of the initial 10%, Greenfield will
then have an exclusive option, at its sole discretion, to acquire
the remaining 90% of the Membership Interests for additional cash
consideration of US$15.25 million, if acquired on or before 31
December 2021, or US$16.25 million if acquired between 1 January
2022 and 31 December 2022. Greenfield has the right to unilaterally
terminate the Agreement at any time during the initial 120 day
period from its execution for no penalty save for forfeiting the
upfront US$200,000 deposit. The Agreement also contains certain
commercial and other representations and warranties between the
parties customary for a transaction of this nature.
There can be no certainty that Greenfield's due diligence
exercise will be satisfactory or that the required funding can be
secured to complete the acquisition of a 100% Membership Interest
and further announcements will be made as and when appropriate.
Commenting, John Potter, CEO of TomCo, said : "I am delighted
that Greenfield has secured the right to acquire, via TSHII, a
suitable site for the potential construction, subject to funding,
of its first commercial scale plant. The Site has the key
attributes that our JV has been seeking and Greenfield will shortly
be commencing detailed due diligence, whilst simultaneously
progressing discussions with potential funders. In the meantime the
POSP continues to produce saleable oil and sand and we look forward
to providing further updates in due course as matters
progress."
Enquiries :
TomCo Energy plc
Malcolm Groat (Chairman) / John Potter (CEO) +44 (0)20 3823 3635
Strand Hanson Limited (Nominated Adviser)
James Harris / Matthew Chandler +44 (0)20 7409 3494
Novum Securities Limited (Broker)
Jon Belliss / Colin Rowbury +44 (0)20 7399 9402
IFC Advisory Limited (Financial PR)
Tim Metcalfe / Graham Herring +44 (0)20 3934 6630
For further information, please visit www.tomcoenergy.com .
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018.
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