Greenland Energy Company has agreed terms for a recommended all-share acquisition of 80 Mile plc.
Transaction Details
- 80 Mile shareholders would receive 0.0079485 newly issued shares of Greenland Energy common stock for each 80 Mile share held.
- The terms value each share of 80 Mile at 1.28 pence based on the closing of Greenland Energy's share price of $2.14 on November 11, 2026 and £/US$ exchange rate of US$1.33 : £1.00, and 80 Mile's entire issued and to be issued share capital at approximately £74 million on a fully diluted basis.
- This represents a premium of approximately 71% to the closing price of 80 Mile shares on September 7, 2026, the last business day before the offer period began.
- On completion of the Combination, Greenland Energy shareholders will own approximately 50% of the combined company and 80 Mile shareholders will own approximately 50% of the combined company.
- Greenland Energy no longer intends to issue warrants to its existing stockholders as part of the transaction.
- In connection with the Combination, 80 Mile has executed a convertible loan agreement pursuant to which it has access to a £3 million unsecured loan to be made available by Greenland Energy in order to provide 80 Mile with interim funding necessary to protect business continuity.
The parties anticipate that the transaction would be implemented by means of a scheme of arrangement under Part 26 of the UK Companies Act (the 'Scheme') and would be governed by the UK City Code on Takeovers and Mergers. The Combination has been unanimously approved by Greenland Energy's board of directors and the Board intends to recommend that Greenland Energy shareholders vote in favor of the Combination. 80 Mile's independent directors intend to recommend unanimously that the 80 Mile shareholders vote in favor of the Scheme. Directors on both boards who hold shares have irrevocably undertaken to vote their own beneficial holdings in favor of the Combination.
Completion of the Combination remains subject to a number of conditions, including, among others, approval by the 80 Mile shareholders, Court sanction of the Scheme, approval by the Greenland Energy shareholders, admission of the newly issued Greenland Energy shares to trading on Nasdaq and receipt of applicable regulatory and Greenlandic governmental consents or confirmations.
Strategic Rationale
Greenland Energy and 80 Mile are existing joint venture partners in the Jameson Land Basin project in Greenland. The proposed merger would consolidate 100% ownership of those licenses in a single Nasdaq-listed vehicle and also bring together 80 Mile's remaining portfolio with Greenland Energy's capital markets access and development capability, creating a diversified energy and critical minerals company.
80 Mile's operations require sustained capital investment before they become financially self-sustaining and reach their full potential. Greenland Energy brings a significantly stronger financial position, including USD 37.4 million in cash and cash equivalents as of 30 June 2026, a stronger shareholder register and access to lower-cost financing and more funding, likely enabling the combined entity to fund working capital, business development, and growth projects on materially better terms than 80 Mile could achieve on a standalone basis. This financial strength ensures that 80 Mile's high-quality assets are less constrained by capital availability, volatility in equity capital markets, and can be advanced at the pace the geology and market opportunity deserve.
The Combination is expected to streamline each company's operating footprint by reducing duplicative corporate functions, consolidating overlapping regional infrastructure, and by creating a single, more efficient operating model. By integrating 80 Mile's assets into Greenland Energy's existing operational framework, the combined group will benefit from simplified reporting lines, consolidated expertise, and a leaner corporate structure - allowing management to focus more resources on the assets themselves rather than the administrative complexity of managing a joint venture.
'This combination builds on our existing partnership and brings our respective Jameson Land interests under common ownership. It would simplify the development structure, preserve cash through an all share transaction and provide greater flexibility to prioritize investment across the combined portfolio,' said Robert Price, Chief Executive Officer of Greenland Energy.
Source: Greenland Energy Company
