UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
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Item 1.01. Entry into a Material Definitive Agreement.
The information set forth below under Item 1.02 is incorporated herein by reference,
Item 1.02. Termination of a Material Definitive Agreement.
As previously announced, on December 15, 2022, Liberty Resources Acquisition Corp., a Delaware corporation (“Liberty”) entered into a Business Combination Agreement (the “Business Combination Agreement”) by and among Liberty, Liberty Onshore Energy B.V., a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid) (“PubCo”), Liberty Onshore Resources B.V., a Dutch private limited liability company (besloten vennootschap met beperkte aansprakelijkheid)(“HoldCo”), LIBY Merger Sub LLC, a Delaware limited liability company (“Merger Sub”) and Markmore Energy (Labuan) Limited (“Markmore”).
On May 14, 2024, Liberty and Markmore entered into a Mutual Termination Agreement (the “Mutual Termination Agreement”) pursuant to which they terminated the Business Combination Agreement by mutual agreement in accordance with Section 12.01(a) thereof, and each party, on behalf of itself and its agents, released, waived and forever discharged the other parties and their agents of and from any and all obligation or liability arising under the Business Combination Agreement. Liberty and Markmore determined to mutually terminate the Business Combination Agreement because of challenging global economic conditions.
The forgoing description of the Mutual Termination Agreement is qualified in its entirety by the full text of the agreement, which is filed herewith as Exhibit 10.1 to this current report and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
| Exhibit Number |
Description of Exhibit |
|
| 10.1 | Mutual Termination Agreement dated May 14, 2024 by and among Liberty and Markmore. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LIBERTY RESOURCES ACQUISITION CORP. | ||
| Date: May 14, 2024 | By: | /s/ Dato’ Maznah Binti Abdul Jalil |
| Dato’ Maznah Binti Abdul Jalil | ||
| Chief Executive Officer | ||