Criterium Energy Ltd. (TSXV:CEQ) executed a sale and purchase agreement to acquire Mont D'Or Petroleum Ltd. (MOPL) from Tourmalet Holdings Ltd. and others for $33.35 million on June 14, 2023. Criterium Energy will assume $32.5 million of outstanding debt which Criterium will reduce to $19.7 million post-closing through cash payments ($7.9 million) and conversion to equity ($2.5 million Common Shares at closing and $2.4 million converted in 2025). As set forth in the SPA, Criterium has committed to the following payments and issuance of securities upon closing - a nominal fee of $1 payable to the current MOPL shareholders, the issuance of Common Shares equivalent to $1 million to Tourmalet, cash payment of $7.9 million to MOPL to be distributed to current MOPL lenders, issuance of Common Shares and/or convertible notes equivalent to $5.75 million to select MOPL lenders and working capital injection into MOPL of approximately $8 million. The Common Shares equivalent to $1 million to Tourmalet are in satisfaction of the fee payable by MOPL to Tourmalet for negotiating write-downs to current MOPL lenders. The acquisition is subject to Criterium successfully completing the Public Offering and receiving TSXV approval for the acquisition.

Criterium Energy Ltd. (TSXV:CEQ) completed the acquisition of Mont D'Or Petroleum Ltd. (MOPL) from Tourmalet Holdings Ltd. and others for $33.35 million on July 5, 2023.