 Entry into Non-Binding Letter of Intent with Shell As previously disclosed, on August 12, 2024, the Company entered into an Agreement and Plan of Merger (as amended by that certain Amendment to and Waiver of Agreement and Plan of Merger, dated November 8, 2024, the "Merger Agreement") by and among (i) the Company, (ii) Uinta Infrastructure Group Corp., a Delaware corporation ("Holdings"), (iii) Uinta Lower Holdings, Inc., a Delaware corporation and wholly owned subsidiary of Holdings ("Lower Holdings"), (iv) Uinta Merger Co., a Delaware corporation and wholly owned subsidiary of Holdings ("SPAC Merger Sub"), (v) Uinta Merger LLC, a Delaware limited liability company and wholly owned subsidiary of Lower Holdings ("Company Merger Sub," and together with SPAC Merger Sub, the "Merger Subs;" the Merger Subs, SPAC, Lower Holdings and Holdings are collectively referred to herein as the "SPAC Parties"), (vi) Tar Sands Holdings II, LLC, a Utah limited liability company ("TSII"), and (vii) Endeavor Capital Group, LLC (the "Company Member Representative") (the Merger Agreement and the transaction contemplated thereby, the "Business Combination"). As previously disclosed, on November 6, 2024, the Company entered into a non-binding letter of intent for a crude supply and offtake agreement (the "Offtake Agreement") with Shell Trading (US) Company ("STUSCO"), the commencement of which is conditioned upon, among other things, the closing of the Business Combination. Under this prospective arrangement, STUSCO would supply volumes of crude feedstock to the Company's refining and terminating facility in Vernal, Utah (the "Facility") and purchase certain crude oil products produced from such feedstock. The initial term (the "Initial Term") of the Offtake Agreement is 10 years from the date upon which the Facility commences operation (the "In-Service Date"), which In-Service Date is expected to be December 31, 2028, and may be extended by mutual agreement of the parties to the Offtake Agreement. STUSCO will have a one-time option (the "Extension Option") to extend the Initial Term of the Offtake Agreement by five years ("Option Term"). In the event STUSCO elects to exercise its Extension Option, the Offtake Agreement will be automatically renewed from the end of the Option Term on one-year terms (each, a "Renewal Term") unless cancelled in writing, by either party, at least 180 days in advance of the end of the Option Term or any Renewal Term, as applicable. The Initial Term, the Option Term, and the Renewal Term(s), as applicable, are collectively referred to as (the "Term"). |
Type CurrentStatus Current Field Name FieldType Surface Location Qtr Qtr Section Township Range SurfaceOwner MineralLease ConfidentialWell?11/27/2024 UINTAH AC Oil, LLC AC-4A 4304757716 DRILL Oil Well New Permit UNDESIGNATED EXTENSION 2184 FSL 2248 FEL NWSE 23 4S 20E Fee Fee Y11/27/2024 UINTAH AC Oil, LLC AC-4B 4304757717 DRILL Oil Well New Permit UNDESIGNATED EXTENSION 2171 FSL 2233 FEL NWSE 23 4S 20E Fee Fee Y11/27/2024 UINTAH AC Oil, LLC AC-4C 4304757718 DRILL Oil Well New Permit UNDESIGNATED EXTENSION 2158 FSL 2218 FEL NWSE 23 4S 20E Fee Fee Y11/27/2024 UINTAH AC Oil, LLC AC-4E 4304757719 DRILL Oil Well New Permit UNDESIGNATED EXTENSION 2133 FSL 2187 FEL NWSE 23 4S 20E Fee Fee Y11/27/2024 UINTAH AC Oil, LLC AC-4F 4304757720 DRILL Oil Well New Permit UNDESIGNATED EXTENSION 2120 FSL 2172 FEL NWSE 23 4S 20E Fee Fee Y11/27/2024 UINTAH AC Oil, LLC AC-4G 4304757721 DRILL Oil Well New Permit UNDESIGNATED EXTENSION 2107 FSL 2157 FEL |
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