--- schema_version: "secwatch.filing_event.v1" accession: "0001213900-23-003476" form_type: "8-K" ticker: null cik: "0001527102" company_name: "Evergreen Sustainable Enterprises, Inc." filed_at: "2023-01-18T23:59:59+00:00" generated_at: "2026-06-20T13:59:57.648017+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 0.8 calibrated_materiality_score: 0.8 confidence: "high" source: SEC EDGAR --- # Generation Hemp acquires 80% of Costa Rica hydro dam for BTC mining; buys 240 Bitmain miners ## Summary - Acquired 80% of Toro Energía (Costa Rica hydroelectric dam) for $1,412,000; enterprise value $2,750,000. - New 10-year $985,000 loan from Poas at 9.5% replaces prior bank loan; property secures loan in Guaranty Trust. - CEO Gary C. Evans provided $1,469,000 secured promissory note at 10% due July 15, 2023, convertible at $0.275. - Purchased 240 Bitmain S19J Pro+ miners (122TH/s, 27.5 J/TH); delivery in February for self-mining at dam. - Company to change name to Evergreen Sustainable Enterprises; hemp operations continue as wholly-owned subsidiary. ## SEC filing metadata - accession: 0001213900-23-003476 - form_type: 8-K - cik: 0001527102 - company_name: Evergreen Sustainable Enterprises, Inc. - filed_at: 2023-01-18T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 0.8 - calibrated_materiality_score: 0.8 - confidence: high - sec_items: 1.01, 2.01, 2.03, 7.01, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1527102/000121390023003476/0001213900-23-003476-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1527102/000121390023003476/ea171814-8k_generation.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001213900-23-003476 - JSON: https://secwatch.observer/filing/0001213900-23-003476.json - Plain text: https://secwatch.observer/filing/0001213900-23-003476.txt ## Key facts - Debt Financings Evergreen Sustainable Enterprises, Inc. incurred loan of $1,469,000 with Gary C. Evans at 10.00% per annum maturing July 15, 2023. - Instrument: loan - Principal: $1,469,000 - Counterparty: Gary C. Evans - Rate: 10.00% per annum - Maturity: July 15, 2023 - Event: incurrence source text: Under the terms of the Secured Note, (a) the Company and Evans restructured (i) the Subordinated Promissory Note, dated November 20, 2020, as amended, supplemented, or modified, the “Subordinated Note” and (ii) Convertible Promissory Note, dated July 20, 2021, as amended, supplemented, or modified, the “Convertible Note”, such that all accrued and unpaid interest on each of the Subordinated Note and the Convertible Note were rolled into the Secured Note, (b) Evans lent the Company $500,000 on January 9, 2023 and $969,000 on January 10, 2023. This $1,469,000 in aggregate new proceeds was used to fund the Company’s purchase of the Purchased Securities. The Secured Note has a maturity date of July 15, 2023 and will bear interest at the rate of 10.00% per annum. evidence_url: https://www.sec.gov/Archives/edgar/data/1527102/000121390023003476/0001213900-23-003476-index.htm - M&A Transactions Evergreen Sustainable Enterprises, Inc. completed an acquisition involving CryptoRica, LLC (the "Purchaser") and Central America Green Inc ("Seller") for US$1,412,000.00 for 80% of the issued and outstanding beneficial equity ownership of Toro Energía Sociedad Anonima (closed 2023-01-12). - Action: acquisition - Counterparty: CryptoRica, LLC (the "Purchaser") and Central America Green Inc ("Seller") - Consideration: US$1,412,000.00 for 80% of the issued and outstanding beneficial equity ownership of Toro Energía Sociedad Anonima - Closing: 2023-01-12 source text: entered in a Purchase and Sale Agreement (the “Agreement”) with Central America Green Inc (“Seller”)., a Belize City International Business Company, for the purchase of 80% of the issued and outstanding beneficial equity ownership (the “Purchased Equity”) of Toro Energía Sociedad Anonima, a Costa Rican corporation (the “Company”). The Purchaser evidence_url: https://www.sec.gov/Archives/edgar/data/1527102/000121390023003476/0001213900-23-003476-index.htm - Material Agreements Evergreen Sustainable Enterprises, Inc. entered into Loan Agreement with Poas valued at US$985,000.00 (effective 2023-01-11). - Action: entry - Agreement: credit facility - Counterparty: Poas - Value: US$985,000.00 - Effective: 2023-01-11 source text: The New Loan is documented pursuant to that certain Loan Agreement between the Company and Poas, dated January 11, 2023 (the “Loan Agreement”). evidence_url: https://www.sec.gov/Archives/edgar/data/1527102/000121390023003476/0001213900-23-003476-index.htm - Material Agreements Evergreen Sustainable Enterprises, Inc. entered into Agreement with Central America Green Inc valued at US$1,412,000.00 (effective 2023-01-09). - Action: entry - Agreement: asset purchase - Counterparty: Central America Green Inc - Value: US$1,412,000.00 - Effective: 2023-01-09 source text: On January 9, 2023, CryptoRica, LLC (the “Purchaser”) a Delaware Limited Liability Company and wholly-owned subsidiary of Generation Hemp, Inc. (the “Parent”), entered in a Purchase and Sale Agreement (the “Agreement”) with Central America Green Inc (“Seller”)., a Belize City International Business Company, for the purchase of 80% of the issued and outstanding beneficial equity ownership (the “Purchased Equity”) of Toro Energía Sociedad Anonima, a Costa Rican corporation (the “Company”). evidence_url: https://www.sec.gov/Archives/edgar/data/1527102/000121390023003476/0001213900-23-003476-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.