Greenland Energy Company Announces Recommended All-Share Acquisition of 80 Mile plc combination to consolidate 100% ownership of the Jameson Land Basin licenses in Greenland in a single Nasdaq-listed energy and critical minerals company

Rhea-AI Summary

Greenland Energy Company (NASDAQ: GLND) agreed terms for a recommended all-share acquisition of 80 Mile valued at approximately £74 million. The fully diluted valuation implies 1.28 pence per 80 Mile share, based on Greenland Energy's November 11, 2026 closing price and the stated exchange rate. Each 80 Mile share would receive 0.0079485 new Greenland Energy shares; each company's shareholders would own approximately 50% of the combined company.

The combination would consolidate 100% ownership of the Jameson Land Basin licenses and add 80 Mile's remaining portfolio. Greenland Energy will make a £3 million unsecured convertible loan available for interim funding. It no longer intends to issue warrants to existing holders. The planned UK scheme of arrangement requires both shareholder groups' approvals, Court sanction, Nasdaq admission of new shares and applicable regulatory and Greenlandic governmental consents or confirmations.

6 points · 1 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 6 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major point. Forward-looking: it has not happened yet and may not happen.The proposed acquisition would consolidate 100% ownership of Jameson Land Basin licenses and add 80 Mile's remaining portfolio.
• Minor point. Forward-looking: it has not happened yet and may not happen.The all-share structure would preserve cash, Greenland Energy says.
• Minor point. Forward-looking: it has not happened yet and may not happen.Greenland Energy expects reduced duplicative corporate functions and consolidated overlapping regional infrastructure.
• Minor point. Forward-looking: it has not happened yet and may not happen.Greenland Energy's board unanimously approved the combination and intends to recommend shareholder approval.
• Minor point. Forward-looking: it has not happened yet and may not happen.80 Mile's independent directors intend to unanimously recommend shareholder approval of the scheme.
• Minor pointShareholding directors on both boards have irrevocably committed their own beneficial holdings to supporting the combination.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.New shares at 0.0079485 per 80 Mile share would leave existing Greenland Energy holders owning approximately 50%.
• Moderate point. Forward-looking: it has not happened yet and may not happen.Greenland Energy will provide access to a £3 million unsecured convertible loan for 80 Mile's business continuity.
• Moderate point. Forward-looking: it has not happened yet and may not happen.80 Mile's operations require sustained capital investment before becoming financially self-sustaining.
• Minor point. Forward-looking: it has not happened yet and may not happen.The approximately £74 million fully diluted valuation represents approximately 71% above 80 Mile's September 7, 2026 closing price.
• Minor pointCompletion requires both shareholder groups' approvals, Court sanction, Nasdaq share admission and applicable regulatory and Greenlandic consents or confirmations.
• Minor pointPreviously contemplated warrants for existing Greenland Energy stockholders are no longer intended.

News Explained

Greenland Energy reported $37.4 million in cash as of June 30, 2026; measured against its reported second-quarter operating cash outflow, that balance equals 1,653 days of operating cash use.

Sources and calculations

• Greenland Energy acquisition announcement (2026-11-12)
• Greenland Energy second-quarter 2026 fundamentals (2026Q2)

• Available liquidity against the last reported quarterly operating outflow, in days at that rate $37,423,185 / ($2,060,154 / 91) = 1653 days

Key Figures

Share exchange ratio: 0.0079485 newly issued shares per 80 Mile share Value per 80 Mile share: 1.28 pence Fully diluted valuation: Approximately £74 million +4 more

Share exchange ratio

0.0079485 newly issued shares per 80 Mile share

Proposed all-share acquisition consideration

Value per 80 Mile share

1.28 pence

Based on the stated Greenland Energy closing price and exchange rate

Fully diluted valuation

Approximately £74 million

80 Mile's entire issued and to be issued share capital

Premium

Approximately 71%

To 80 Mile's closing share price on September 7, 2026

Combined-company ownership

Approximately 50% each

Greenland Energy and 80 Mile shareholders upon completion

Interim loan

£3 million unsecured loan

Made available by Greenland Energy to 80 Mile

Cash and cash equivalents

USD 37.4 million

Greenland Energy balance as of June 30, 2026

Key Terms

fully diluted, convertible loan agreement, scheme of arrangement, proxy statement

4 terms

fully diluted financial

"approximately £74 million on a fully diluted basis"

Fully diluted is the total number of a company's shares that would exist if every potential share from stock options, warrants, convertible debt and other claims were converted into common stock — like counting every reserved pizza slice as if everyone who could request one already had it. Investors use the fully diluted share count to see the realistic ownership picture and how those future claims could lower each shareholder’s percentage, earnings per share and implied valuation.

convertible loan agreement financial

"80 Mile has executed a convertible loan agreement"

A convertible loan agreement is a contract where a lender provides cash to a company as a loan but with an option to swap the loan balance for company shares instead of being repaid in cash. For investors, it matters because conversion can change ownership percentages, affect future share value and dilution, and determine whether the lender is treated like a creditor or a shareholder — like lending someone money with a ticket that can later be exchanged for part-ownership.

scheme of arrangement regulatory

"implemented by means of a scheme of arrangement under Part 26"

A scheme of arrangement is a legal agreement between a company and its shareholders or creditors to reorganize or settle debts, often to avoid bankruptcy or make big changes. It’s like a carefully planned handshake that everyone agrees to, helping the company stay afloat or improve its financial health.

proxy statement regulatory

"Greenland Energy expects to file a proxy statement on Schedule 14A"

A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.

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DENVER, Nov. 12, 2026 /PRNewswire/ -- Greenland Energy Company (NASDAQ: GLND) ("the Company" or "Greenland Energy"), an oil exploration company focused on East Greenland's Jameson Land Basin, today announced that it has agreed terms for a recommended all-share acquisition of 80 Mile plc (AIM: 80M) ("80 Mile") (the "Combination").

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 ("the Board") 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.

Further details of the Combination will be set out in a Current Report on Form 8-K to be filed with the U.S. Securities and Exchange Commission (the "SEC"), which will be available at www.sec.gov and on the Company's investor relations website at https://greenlandenergyco.com/investor-relations/.

About Greenland Energy Company

Greenland Energy Company is an exploration-stage oil and gas company focused on responsibly exploring and seeking to develop Greenland's hydrocarbon resources, with an emphasis on the Jameson Land Basin in East Greenland. The Company's primary mission is to unlock the frontier hydrocarbon potential of the Jameson Land Basin, an approximately 2-million-acre onshore licensed area, through the application of modern exploration technologies. The Company is preparing to execute the first modern onshore drilling campaign in the region. For more information, please visit www.GreenlandEnergyCo.com.

Additional Information

This release may be deemed to be solicitation material in respect of the Combination, including the issuance of the new Greenland Energy shares to be issued in connection with the Combination. In connection with the foregoing proposed issuance of the new Greenland Energy shares, Greenland Energy expects to file a proxy statement on Schedule 14A with the SEC, together with any amendments and supplements thereto, the "Proxy Statement". To the extent the Combination is effected as a Scheme, the issuance of the new Greenland Energy shares in connection with the Combination would not be expected to require registration under the Securities Act of 1933, as amended (the Securities Act"), pursuant to an exemption provided by Section 3(a)(10) under the Securities Act. In the event that Greenland Energy determines to conduct the Combination pursuant to a takeover offer or otherwise in a manner that is not exempt from the registration requirements of the Securities Act, Greenland Energy expects to file a registration statement with the SEC containing a prospectus with respect to the new Greenland Energy shares to be issued in connection with the Combination. INVESTORS AND STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT, THE SCHEME DOCUMENT, AND OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC OR INCORPORATED BY REFERENCE IN THE PROXY STATEMENT (IF ANY) CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT GREENLAND ENERGY, THE COMBINATION AND RELATED MATTERS. Investors and stockholders will be able to obtain free copies of the Proxy Statement, the Scheme document, and other documents filed by Greenland Energy with the SEC at the SEC's website at http://www.sec.gov. In addition, investors and stockholders will be able to obtain free copies of the Proxy Statement, the Scheme document, and other documents filed by Greenland Energy with the SEC at https://greenlandenergyco.com/investor-relations/ and selecting the "All SEC Filings Tab".

Participants in the Solicitation

The Company and its directors, officers and employees may be deemed participants in the solicitation of proxies from the Company's stockholders in respect of the Combination, including the proposed issuance of Company common stock in connection with the Combination. Information regarding the Company's directors and executive officers is contained in our Registration Statement on Form S-1, as amended, filed on April 23, 2026 and the Current Report on Form 8-K of the Company, which was filed with the SEC on June 11, 2026. Additional information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Proxy Statement relating to the Combination when it is filed with the SEC. These documents may be obtained free of charge from the SEC's website at www.sec.gov and the Company's website at https://greenlandenergyco.com/investor-relations/.

No Offer or Solicitation

This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote of approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Cautionary Note Regarding Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Ac, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). All statements, other than statements of historical fact included in this press release, are forward-looking statements. Words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "possible," "potential," "project," "seek," "should," "target," "will," "would," and similar expressions may identify forward-looking statements, although not all forward-looking statements contain these words. These forward-looking statements are based on current expectations, estimates, assumptions and projections and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These risks and uncertainties include, but are not limited to those described under "Risk Factors" in our Registration Statement on Form S-1, as amended, and in our other filings with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Forward-looking statements speak only as of the date they are made. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required under applicable securities laws. You should not place undue reliance on any forward-looking statements.

Contact:
contact@greenlandenergyco.com

View original content:https://www.prnewswire.com/news-releases/greenland-energy-company-announces-recommended-all-share-acquisition-of-80-mile-plc-combination-to-consolidate-100-ownership-of-the-jameson-land-basin-licenses-in-greenland-in-a-single-nasdaq-listed-energy-and-critical-minerals-c-302938395.html

SOURCE Greenland Energy Company

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What are the terms of Greenland Energy's proposed acquisition of 80 Mile?

80 Mile shareholders would receive 0.0079485 newly issued Greenland Energy common shares for each share held. The terms value 80 Mile at approximately £74 million on a fully diluted basis. Following completion, Greenland Energy shareholders and 80 Mile shareholders would each own approximately 50% of the combined company.

What approvals are needed for Greenland Energy's acquisition of 80 Mile?

Completion requires approval from both companies' shareholders, Court sanction of the scheme, admission of the new Greenland Energy shares to Nasdaq trading, and applicable regulatory and Greenlandic governmental consents or confirmations. The parties anticipate implementing the transaction through a scheme of arrangement under Part 26 of the UK Companies Act.