M&A - Trio Petroleum Corp.

Form Type: 8-K

Filing Date: 2025-05-21

Corporate Action: Acquisition

Type: Update

Accession Number: 000164117225011924

Filing Summary: On May 21, 2025, Trio Petroleum Corp. completed the second closing of an asset acquisition transaction in which it acquired certain assets related to Novacor Exploration Ltd.’s oil and gas business. This transaction involved a total purchase price of US$650,000, which included a cash payment of US$325,000 and the issuance of restricted stock shares. The first closing occurred earlier on April 8, 2025. The acquired assets include contracts, leases, and permits for working interests in petroleum and natural gas located in the Lloydminster region. The seller will continue to operate the assets post-transaction. Additionally, on May 20, 2025, the Company amended its bylaws to change quorum requirements for stockholder meetings.

Form Type: 8-K

Filing Date: 2025-05-20

Corporate Action: Acquisition

Type: New

Accession Number: 000164117225011613

Filing Summary: Trio Petroleum Corp. entered into a non-binding Letter of Intent (LOI) on May 15, 2025, to acquire oil and gas assets from Heavy Sweet Oil LLC (HSO). The Proposed Transaction involves the acquisition of 2,000 acres at the P.R. Spring site in Utah. As part of the transaction, Trio Petroleum will issue 1,492,272 restricted shares and pay HSO $850,000 in cash. A non-refundable payment of $150,000 has already been made to HSO for their negotiation efforts. The LOI stipulates a condition for closing the deal based on a sustained well production rate of 40 barrels per day for 30 days from existing wells, with a deadline for compliance set for May 15, 2026. If successful, both parties will share net profits equally from the P.R. Spring project; however, other terms remain non-binding until definitive documents are signed. A press release announcing this agreement was issued on May 20, 2025.

Form Type: S-3/A

Filing Date: 2025-05-14

Corporate Action: Acquisition

Type: Update

Accession Number: 000164117225010351

Filing Summary: Trio Petroleum Corp. filed an amendment to its S-3 registration statement, which involves the resale of 2,031,830 shares of common stock held by selling stockholders. This includes shares issued as part of an acquisition of certain assets, including 526,536 shares issued in connection with an asset purchase, and shares related to convertible promissory notes issued during a financing round. The company aims to satisfy certain registration rights granted to the selling stockholders. The company's common stock is listed on the NYSE American under the ticker "TPET". As of May 13, 2025, the last reported sale price was $1.26 per share. The registration statement will become effective upon filing a further amendment that states it will become effective or as determined by the Commission. The filing also highlights the company’s ongoing operations in oil and gas, including interests in various projects such as the McCool Ranch and South Salinas Project, while cautioning investors about risks involved in its operations.

Form Type: 8-K

Filing Date: 2025-04-10

Corporate Action: Acquisition

Type: New

Accession Number: 000164117225003622

Filing Summary: On April 4, 2025, Trio Petroleum Corp. entered into an Asset Purchase Agreement (APA) with Trio Petroleum Canada, Corp. and Novacor Exploration Ltd., to acquire certain assets related to oil and gas operations. The transaction includes a total purchase price of US$650,000, with US$260,000 paid at the first closing on April 8, 2025, along with the issuance of 526,536 shares of common stock. The second closing, concerning additional assets, is expected to occur on or after May 15, 2025. The company also initiated a Loan and Note Purchase Agreement, lending US$1,131,000 to its subsidiary to fund part of the acquisition. A press release announcing the agreement was issued on April 10, 2025. The assets being acquired are free from liens, and the seller will operate these assets post-closing under specified terms.