Terraoil Prepares New Corporate Structure


New Structure to Provide Benefits to All Shareholders

STEINHAUSEN, SWITZERLAND – EQS Newswire – 22 August 2022 – Terraoil Swiss AG, an energy company with a strong focus on the Mediterranean is pleased to announce that preparations for a new holding structure have commenced which is expected to provide equal benefits to all shareholders.

After successfully receiving the ruling from the Swiss tax authorities, to support the transaction for all shareholders, as well the engagement of auditors in Liechtenstein we are happy to announce the completion of the first step. The new structure involves the establishment of a new holding company (Topco) in which all shareholders will be provided the opportunity to exchange their shares in Terraoil Swiss AG (TOS) for shares in Topco.

Upon successful completion of the share exchange the shareholders of TOS will become shareholders of Topco and it is the objective that Topco will finally own 100% of the shares in TOS. Shareholders will have the same ownership percentage in Topco as they held in TOS. The restructuring involves no transfer of assets into or out of TOS and TOS will remain the owner of the Petroleum Agreement for the Visoka field in Albania. Shareholders will be provided with further details about the next steps in due time.

Chief Executive Officer, Peter Krempin commented:

“We have been preparing the Company for the international financial markets since 2018. Macroeconomic factors delayed our plans but not our planning. We have now proceeded with the establishment of our new top holding company in Liechtenstein, a neighbouring country with financial markets embedded in the European Economic Area (EEA). The new structure will provide benefits to Swiss and international investors which we believe will assist the Company in realizing its financial and operational objectives.”

If you are an Terraoil shareholder and would like additional information, contact Peter Krempin either via email investors@terraoil.swiss or by telephone at +41 71 544 01 20.

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About Terraoil Swiss AG

Terraoil is an international energy company with a focus to identify and rapidly advance business opportunities in the upstream oil and gas and renewable energy sectors in the Mediterranean region.

Terraoil forward-looking statements

This media release serves informational purposes and constitutes neither an offer to sell nor a solicitation or an advertisement to buy any shares of Terraoil Swiss AG in any jurisdiction. This media release does not constitute a prospectus within the meaning of Article 35 et seqq. of the Swiss Federal Act on Financial Services. In addition, investors should seek advice from their bank or their financial adviser. This media release and the information contained therein are not being issued for the purpose of selling shares in the United States of America, Australia, Canada, Japan, the United Kingdom, or the European Economic Area and must not be distributed within or to such countries or via publications with a general circulation in such countries.

This media release contains forward-looking statements such as projections, forecasts, and estimates. Such forward-looking statements are subject to certain risks and uncertainties which may cause actual results, performance, or events to differ materially from those anticipated in this media release. Readers should therefore not rely on these forward-looking statements. The forward-looking statements contained in this media release are based on the views and assumptions of Terraoil Swiss AG as of this date and Terraoil Swiss AG does not assume any obligation to update or revise this media release.