Toscana Energy Income Corporation (TSX:TEI) expressed an interest to acquire Cortona Energy Ltd. from certain directors and Officers of Toscana and others on June 14, 2018. The consideration will be paid in cash. Toscana Energy Income Corporation (TSX:TEI) entered into a share purchase agreement to acquire Cortona Energy Ltd. from group of sellers for CAD 12.2 million on July 23, 2018. As per the terms, Toscana Energy will acquire 100% of the Class A Shares and Class B Shares of Cortona for the aggregate price of CAD 0.843619 where the holders of Class A Shares will receive approximately CAD 1.20 per Class A Share which comes to an aggregate value of CAD 0.843618 million and holders of Class B Shares will receive CAD 1 for all of the Class B Shares. Furthermore, Toscana Energy will repay the current debt of Cortona that is evidenced by a note in the amount of CAD 11.15 million plus unpaid accrued interest and expenses. The repayment of the note will be satisfied by the payment of cash consideration in the amount of CAD 8 million plus CAD 0.158 million in respect of unpaid accrued interest and expenses up to the closing of the transaction and the issuance by the Toscana Energy of a new secured subordinated promissory note in the principal amount of CAD 3.15 million bearing interest at a rate of 9% per annum and repayable within two years from the date of issuance. The transaction is subject to customary closing conditions including receipt of all necessary regulatory approvals including approval or acceptance by the Toronto Stock Exchange and Toscana Energy shareholder approvals. The special meeting of Toscana Eneergy shareholders to approve the transaction will be held on August 22, 2018. The Board of directors of Toscana Energy approved the transaction unanimously. The transaction has been approved by shareholders of Toscana in a meeting held on August 22, 2018. In considering such a transaction, the board of directors of Toscana has established a special committee comprised of members of the Toscana Board who are independent of Cortona to evaluate and negotiate the terms of such transaction. The transaction is expected to close on or about August 31, 2018. The Special Committee has retained its own legal counsel and financial advisor. Burnet, Duckworth & Palmer LLP acted as legal counsel and Sayer Energy Advisors provided the fairness opinion to the special committee formed by Toscana. Justin Pettigrew of Norton Rose Fulbright Canada LLP acted as legal advisor to Toscana Energy. Kevin Plowman of Miltom Management LP acted as legal advisor to Cortona Energy. Sayer Energy Advisors will receive a fee of CAD 50,000 for the services provided to Special committee of Toscana. Toscana Energy Income Corporation (TSX:TEI) completed the acquisition of Cortona Energy Ltd. from certain directors and Officers of Toscana and others on August 28, 2018.