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SES

Synthesis Energy Systems

$0.51 /

-0.0536 (-9.55%)

08:34
04/08/19
04/08
08:34
04/08/19
08:34

SES enters technology purchase option agreement with AFE for sale of subsidiary

Synthesis Energy Systems, or SES, announced that the company has entered into a technology purchase option agreement with Australian Future Energy, or AFE for the sale of its subsidiary company, Synthesis Energy Systems Technologies, or SEST, which owns the SES Gasification Technology and its related SGT global business undertakings. SES currently holds approximately a 36% ownership in AFE and is an active member on its board. The parties have agreed to an option period ending July 31 in which AFE will arrange for its financing to complete the transaction and SES will secure its necessary consents and the parties will complete the required definitive agreements. The technology purchase option agreement establishes the major commercial terms to be set forth in the definitive agreements. Under these terms, upon completion of the definitive agreements, SES agrees to transfer 100% of its ownership of SEST to AFE, which includes its SGT related intellectual property, know-how and relevant patent rights, except that SES will retain all its ownership rights to the SGT technology business for China. As consideration, AFE has agreed to pay to SES 1M fully paid shares in AFE upon signing this agreement. Upon signing the definitive agreements, AFE will pay SES a total of $5.8M in cash with the first $2M being payable in three equal tranches. The first tranche is to be paid before the end of the option period with the second tranche paid no later than six months after the first tranche and the third tranche paid no later than 12 months from the date of payment of the first tranche. A final payment of $3.8M is to be paid to SES upon the earlier of five years or AFE's closing of the construction financing of adequate scale to allow for release of detailed engineering and placement of orders for long-lead items and for one or more of the gasifier reactors or gasifier heat recovery steam generators for its Gladstone Energy and Ammonia Project, its first gasification project in the region. In addition, for a period of three years from the effective date, SES shall own the exclusive right to either hold or offer for sale the SGT technology for use in the countries of India, Brazil and Poland. AFE is not entitled to receive any share of the payments that may be received by SES during this three-year period, from the sale or usage of the SGT technology in the carved-out regions other than its reasonable time and expenses associated with assisting SES to complete the required technology transfer.

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