Monday, August 28, 2017 7:52:49 PM
Victory and Amacor went ino an agreement where Victory will be able use AMacor's intellectual property for no fee and Amacor will contribute 5 Million to Victory to help them grow.
and then Victory will have a reverse split of their common stock and then thy will have more authourized common stock that will allow a conversion of theirpreferred stock.
Victory and Navitus Energy Group (“Navitus”) entered into a divestiture agreement pursuant to which, upon obtaining Shareholder Approval, Victory will divest its 50% ownership interest in Aurora Energy Partners (“Aurora”) through the sale of such interest to Navitus;
Each of the AVV insiders and Victory insiders entered into a lock-up and resale restriction agreement imposing transfer restrictions on the VYEY stock received in connection with the transactions contemplated by the Transaction Agreement and related agreements; and
Victory and Kenneth Hill, the Chief Executive Officer of Victory, entered into an amended and restated employment agreement.
• Upon obtaining Shareholder Approval:
AVV will fund the remaining $5 million in cash to Victory (less amounts contributed during the period prior to the Shareholders Meeting);
The Board of Directors of Victory will be expanded to seven members and AVV will appoint the additional member, giving AVV control of Victory;
The Series B Preferred Stock received by AVV will convert into common stock constituting 90% of the issued and outstanding common stock of Victory on a fully-diluted basis, after giving effect to the issuances of all securities of Victory contemplated by Transaction Agreement and related agreements; and
Victory will transfer its interest in Aurora to Navitus and no longer engage in the upstream oil and gas exploration and production business.
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