White River Energy Corp.: M&A transaction — White River Energy acquires Truuli Environmental and carbon assets for $1.5M cash + 5.5M shares

White River Energy Corp.

Merger with Truuli Environmental closed April 1, 2024; Truuli becomes indirect wholly-owned subsidiary.
Consideration: $1,500,000 cash and 5,500,000 newly issued WTRV common shares; up to 1,000,000 shares subject to forfeiture.
Asset Purchase Agreement: WTRV bought limited partner interests from Lion Vista for $2,000,000 (net of $350,000 advance).
Board amended 2022 Equity Plan to authorize up to 30,000,000 shares for equity grants.
Acquired businesses have nominal working capital and will operate under White River Native CDFI LLC joint venture.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

White River Energy Corp. completed an acquisition involving Lion Vista Global Ventures LLC for $2,000,000, less $350,000 the Company previously advanced (closed 2024-04-01).

Action: acquisition
Counterparty: Lion Vista Global Ventures LLC
Consideration: $2,000,000, less $350,000 the Company previously advanced
Closing: 2024-04-01

Exact text from the filing

stockholder. Under the terms of the APA, White River Native purchased assets consisting of limited partner interests in two limited partnerships from Lion Vista for $2,000,000, less $350,000 the Company previously advanced. Truuli is an early stage company engaged in the business of providing environmental consulting and other services related to

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

White River Energy Corp. completed an acquisition involving Truuli Environmental Inc. for 5,500,000 newly issued shares of the Company’s common stock and any additional shares of the Company’s common stock in lieu of fractional shares; and (ii) $1,50 (closed 2024-04-01).

Action: acquisition
Counterparty: Truuli Environmental Inc.
Consideration: 5,500,000 newly issued shares of the Company’s common stock and any additional shares of the Company’s common stock in lieu of fractional shares; and (ii) $1,50
Closing: 2024-04-01

Exact text from the filing

of Truuli common stock issued and outstanding immediately prior to the effective time of the Merger Agreement was converted into the right to receive a pro rata portion of (i) 5,500,000 newly issued shares of the Company’s common stock and any additional shares of the Company’s common stock in lieu of fractional shares; and (ii) $1,500,000. Up to 1,000,000 shares

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

White River Energy Corp. entered into Asset Purchase Agreement with White River Native CDFI LLC, Lion Vista Global Ventures LLC, and Truuli’s then-principal stockholder valued at $2,000,000.

Action: entry
Agreement: asset purchase
Counterparty: White River Native CDFI LLC, Lion Vista Global Ventures LLC, and Truuli’s then-principal stockholder
Value: $2,000,000

Exact text from the filing

ith the Merger, the Company entered into and closed an Asset Purchase Agreement (the “APA”) by and among White River Native, Lion Vista Global Ventures LLC, a Texas limited liability company (“Lion Vista”), and Truuli’s then-principal stockholder.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

White River Energy Corp. entered into Agreement and Plan of Merger with Truuli Environmental Inc., White River Native CDFI LLC, WRG Merger Sub Inc., and holders of 99.5% of Truuli's outstanding stock (effective 2024-04-01).

Action: entry
Agreement: merger
Counterparty: Truuli Environmental Inc., White River Native CDFI LLC, WRG Merger Sub Inc., and holders of 99.5% of Truuli's outstanding stock
Effective: 2024-04-01

Exact text from the filing

On April 1, 2024, White River Energy Corp (the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”)

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Source: SEC EDGAR

accession 0001493152-24-013311

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