C04580-2023 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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Common shares | 1,023,456,698 |
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Subject of the Disclosure |
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Acquisition of additional shares in subsidiaries by a wholly-owned subsidiary of Vivant Corporation. |
Background/Description of the Disclosure |
Vivant Energy Corporation (Vivant Energy), a wholly owned subsidiary of publicly listed Vivant Corporation, is set to acquire 50% of the outstanding and issued shares of partner Gigawatt Power Inc. (GPI) in Delta P, Inc. (DPI). |
Date of Approval by Board of Directors |
May 17, 2023 |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction |
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The transaction is a strategic investment that will allow Vivant to expand its investment in the off-grid areas and remote communities. |
Date | Jun 1, 2023 |
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Manner |
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Share purchase through the execution of a Share Sale and Purchase Agreement. |
Description of the company to be acquired or sold |
DPI owns a 31.1-MW bunker-fired power plant in Puerto Princesa City, Palawan which is currently supplying a portion of the power requirements of Palawan Electric Cooperative. |
Number of shares to be acquired or disposed | 86,329,107 |
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Percentage to the total outstanding shares of the company subject of the transaction | 50 |
Price per share | The transaction value is less than 2% of assets |
Nature and amount of consideration given or received |
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40% of the purchase price was remitted to GPI by Vivant Energy. |
Principle followed in determining the amount of consideration |
The amount of the consideration was negotiated between the parties |
Terms of payment |
Full payment will be due upon issuance of the Certificate Authorizing Registration and fulfillment of all conditions precedent to complete the transaction. |
Conditions precedent to closing of the transaction, if any |
The usual conditions precedents applicable in this kind of transaction. |
Any other salient terms |
None |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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This transaction is expected to generate returns for Vivant Corporation’s shareholders. |
Other Relevant Information |
The date of Board Approval pertains to the approval by the subsidiary, Vivant Energy. |
Name | Catherine Bringas |
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Designation | Senior Assistant Vice President |