PHI GROUP, INC. (OTCMKTS:PHIL) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry Into a Material Definitive Agreement.
On December 18, 2017, PHI Group, Inc. (the “Company”), entered into a Memorandum of Understanding (“MOU”) with SC Z.I.O.S. SRL, a Romanian company, to develop an industrial park in Transylvania, Romania.
According to the MOU, PHI Group will cooperate with the owner of SC Z.I.O.S SRL to develop, build and operate a gas-fired power plant and a greenhouse over the ZIOS land parcel and water park adjacent to it.
The Company is committed to investing or causing to be invested the required capital to finance the building of a minimum 10-MW gas-fired power plant (renewable energy with steam processing plant), the building of a minimum 10-hectares of greenhouse and investing 20 million Euros in a water park and health retreat wellness resort taking advantage of the salt lakes adjacent to the ZIOS land parcel.
Both parties agree to accept the value of the ZIOS land parcel to be equivalent to seven (7) million Euros and acknowledge that ZIOS currently has a debt of 1.4 million Euros on its books.
The owner of SC Z.I.O.S. SRL agrees to contribute 3.5 million Euros from value of the ZIOS land parcel toward the total capitalization to develop, build and operate the gas-fired power plant, the greenhouse and the water park and will hold a proportionate percentage of ownership in the entity that owns these projects based on the total capitalization amount during the first two years.
PHI Group agrees to pay or cause to be paid to owner of SC Z.I.O.S. SRL two (2) million Euros after the all required approvals and permits are granted by the pertinent Romanian governmental authorities to build the gas-fired power plant, the greenhouse and the water park. This sum of money and the payment of 1.4 million Euros to the Z.I.O.S. creditor will come from the structured financing in connection with the capitalization for these projects, unless agreed otherwise by the pertinent parties afterwards. In addition, the balance of 1.5 million Euros will be paid to the owner of SC Z.I.O.S. SRL over a period of 5 years based on cash flow milestones from operations.
The Company and SC Z.I.O.S. SRL will proceed towards the signing of a definitive agreement to consummate the transactions mentioned herein between the two parties by the end of January 2018 or as soon as possible.
The foregoing description of the Memorandum of Understanding between PHI Group, Inc. and SC Z.I.O.S. SRL dated December 18, 2017 is qualified in its entirety by reference to the full text of said Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
PHI GROUP INC Exhibit…To view the full exhibit click here
About PHI GROUP, INC. (OTCMKTS:PHIL)
PHI Group, Inc. is engaged in mergers and acquisitions. The Company focuses on acquiring operating businesses in selective industries and invests in various ventures that may create long-term value for its shareholders. In addition, the Company also provides corporate finance services, including merger and acquisition advisory and consulting services for client companies through its subsidiary, PHI Capital Holdings, Inc. The Company’s business involves acquisitions of energy assets, as well as production and trading of energy commodities. The Company will continue to pursue its merger and acquisition program by acquiring all or controlling interests in target companies in various industries, including but not limited to conventional energy, renewables, natural resources, agribusiness, technology, transportation, education, distribution, mining, oil and gas, financial Services, healthcare and pharmaceuticals.
