HENDERSON, Nev., May 25, 2023 (GLOBE NEWSWIRE) — Solar Integrated Roofing Corp. (OTC:SIRC) (“SIRC” or the Company”), an integrated one-stop solution provider for solar power, rooftop and electric vehicle charging systems specializing in commercial and residential real estate properties throughout North America, today announced that it has launched a mandatory signed a Letter of Commitment (“LOC”) with Tribeca Energy, a holding company represented by Global Fund LLC and Neo Energy Storage Ltd.
The LOC sets out irrevocable terms under which SIRC will agree to sell certain shares in exchange for an investment by Tribeca Energy. The stock exchange agreement gives Tribeca Energy 100% ownership of the company’s stock and a majority of its board seats.
Terms of the Commitment
- Tribeca Energy must complete a merger agreement to list on the NYSE/Nasdaq by October 30, 2023 pending completion of all relevant/required documents, but no later than 12 months from the date of this LOC.
- Until October 30, 2023, SIRC shall not cooperate with any third party in any manner that could result in a change in the Company’s capital structure without the prior written consent of Tribeca Energy.
- Upon completion of the definitive agreements, the majority of the Company’s board of directors will consist of new members appointed by Tribeca Energy; Any new director must resign if the proposed merger is not completed within 12 months, with an option for a further 6-month extension.
“Our goal is to be the leading all-inclusive alternative energy solution on the market and this definitive agreement is another step in that direction,” said Brad Rinehart, Chief Executive Officer of SIRC. “The agreement will enable us to achieve our goals and we expect it will have a positive impact on SIRC’s bottom line and benefit all of our shareholders and constituents. We look forward to working with the entire Tribeca Energy, Global Fund LLC and Neo Energy Storage Ltd teams as they are committed to our mutual success.”
Joe HQ Luong, Partner at Tribeca Energy and NEO Energy Storage Ltd added: “Neo Energy Storage Ltd and Global Fund LLC have joined forces to form Tribeca Energy. Tribeca Energy is a vertically integrated holding company bringing together a group of pre-eminent renewable energy and long-term energy storage companies to go public in Q4 2023. We are excited to be working with the team at Solar Integrated Roofing Corp to consolidate their already extensive offering. We look to continue to expand our solar offering and combine it with long-term energy storage to achieve our vision to decarbonize the world’s power grids by 2050 and the Transforming economies by building a sustainable future through energy security.”
Stephen Drew, Partner at Tribeca Energy and Global Fund LLC added, “Global Fund is a 23-year-old private equity firm focused on pre-IPO investing in high-growth companies across multiple industries and geographies. The company specializes in acquiring small and medium-sized companies that can add value to our well-defined strategies. We are excited to be working with their incredible and dedicated team at Solar Integrated Roofing Corp and to bring them together with our group of solar and long term energy storage companies.”
About Solar Integrated Roofing Corp.
Solar Integrated Roofing Corp. (OTC: SIRC) is an integrated full-service provider of solar power, rooftop and charging systems for electric vehicles specializing in commercial and residential properties throughout North America. The company serves communities by providing the best experience through constant innovation and heritage-focused leadership. For more information, please visit the Company’s Investor Relations website at www.solarintegratedroofing.com, the Company’s website at https://www.sirc.com/ or follow us on Twitter, LinkedIn or Facebook.
Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identifiable by words such as “anticipate,” “intend,” “plan,” “aim,” “aim,” “believe”, “project”, “estimate”, “expect”, “strategy”, “future”, “likely”, “could”, “should”, “will” and similar references to future periods. Examples of forward-looking statements in this press release include, but are not limited to, statements regarding our renegotiated settlement agreement. Forward-looking statements are not historical facts or promises of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our company, future plans and strategies, forecasts, anticipated events and trends, the economy and other future conditions. Because forward-looking statements address the future, they involve inherent uncertainties, risks and changes in circumstances that are difficult to predict, many of which are beyond our control. Our actual results and financial condition could differ materially from those projected in the forward-looking statements. Therefore, you should not rely on these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those discussed in the forward-looking statements include, among others, the following: our limited operating history; our dependence on third parties in many aspects of our business; general market and economic conditions; technical factors; the availability of debt capital; our receipt of revenue; legislative developments; changes in our spending and other uses of cash; our ability to find, recruit and retain sufficient personnel to support our growth; our ability to manage growth; and general market, economic and business conditions. For additional factors that could cause actual results to differ materially from those anticipated in our forward-looking statements, please refer to the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent registration statement Form 10 or quarterly report on Form 10-Q filed with the Securities and Exchange Commission. Any forward-looking statements we make in this press release are based solely on information currently available to us and speak only as of the date on which they are made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, which may be made from time to time as a result of new information, future developments or otherwise.
Investor Relations contact:
Michael Kim/Brooks Hamilton
MZ North America
+1 (949) 546-6326
SIRC@mzgroup.us
www.mzgroup.us
www.globenewswire.com
https://www.globenewswire.com/news-release/2023/05/25/2676112/0/en/Solar-Integrated-Roofing-Corp-Executes-Binding-Letter-of-Commitment-with-Tribeca-Energy.html
