Core Viewpoint - Questerre Energy Corporation has entered into a definitive agreement to acquire 100% of PX Energy, a privately held shale oil production and refining company in Brazil, which is expected to enhance Questerre's operational capacity and expertise in oil shale resources [1][2]. Acquisition Details - The acquisition involves the purchase of PX Energy for 65 million common shares of Questerre, with a plan to spin out Quebec-based assets into a separate subsidiary to protect existing shareholders [3]. - PX Energy currently produces approximately 4,500 barrels of oil equivalent (boe) per day, with a target to increase production to 6,000 boe per day by August 31, 2026 [3][7]. Financial Aspects - The acquisition includes a performance-based share release structure, with 15 million shares issued upon closing and 50 million shares released in two tranches based on achieving specific Free Cash Flow milestones [6]. - The company has retained Clarksons Securities AS as a financial advisor to manage PX Energy's existing debt, which includes US$80 million in senior secured bonds [5]. Operational Synergies - PX Energy has over thirty years of operational experience using technology developed by Petrobras, which is expected to provide Questerre with a strong operational base and expertise to advance its oil shale and biofuel technology [2][8]. - The acquisition is anticipated to strengthen Questerre's oil shale footprint and support its commitment to environmentally responsible hydrocarbon technologies [8]. Closing Conditions - The completion of the acquisition is subject to several conditions, including satisfactory due diligence, board approval, and regulatory approvals from the Toronto and Oslo Stock Exchanges [4].