Summons convening an Annual General Meeting on the 28th of November 2022 for approvals including the acquisition of Valkor Environmental LLC, conversion of debt to equity and the divestment of current assets

14.11.2022

Araca Energy ASA summons all shareholders to an Annual General Meeting of Shareholders to be held on the 28th of November 2022 at 11:00 a.m. (CET) at SANDS Advokatfirma, Cort Adelers gate 33, 0254 Oslo

The summons has been sent to all registered shareholders 14th of November 2022 in regular mail.

The agenda includes among other the following items

Approval of the annual accounts for 2021

The conversion of outstanding interest bearing debt to equity

The company currently has approximately NOK 24 million in outstanding interest bearing debt including accrued interest. This amount is proposed to be converted to equity at 3.2 øre per share.

The reverse split of the share 2000:1

On the back of the share being traded around 4 øre per share, the Board of directors is proposing to reverse split the share such that 2000 old shares are converted into 1 new.

The acquisition of Valkor Environmental LLC

Araca Energy has signed a share purchase agreement to acquire Valkor Environmental LLC (“Valkor”). Valkor owns 6 parcels in Unitah County in Utah, a license to extract oil as well as a license to use the extraction technology of Petroteq Energy Inc. Valkor has 2P reserves corresponding to approx. 121 million BOE. The company is currently owned by Global Commodities Business Partners Ltd ("GCBP") and after the acquisition, GCBP will be the company's largest shareholder. The purchase price is set at NOK 2,624,964,120 and will be settled with new shares in Araca. The shares are issued at NOK 90 per share each with a face value of NOK 20, after the reverse split, which values the equity in Araca to NOK 100,495,080.

The divestment of assets

Araca Energy has signed an agreement to divest its shares in Aladdin Oil & Gas (Cyprus) Ltd, Culebra Holding Ltd, Larchbay Traders & Consultants Ltd and Select Investment Ltd and is proposing to the General Meeting to approve the divestment.

Election of a new Board of Directors

It is proposed that Mr. Raymond Gerald ("Jerry") Bailey be proposed as Chairman of the Board. Bailey has over 50 years of experience from the oil and gas industry, including as former President of Exxon, Arabian Gulf and CEO of Petroteq Energy.

Change of name

It is proposed that following the approval of the acquisition of Valkor, the company will change its name to Ecotech Energy ASA.

To download the Summons with details of the various items, click here.

If you wish to attend at the Annual General Meeting, please use this form: Download the Attendance Slip

If you wish to grant a power of attorney in connection with the Annual General Meeting, please use this form: Download the Power of Attorney Slip

For further information, please contact Araca Energy at office@araca.no