Questions and Answers about the Transaction between American Green and Delta International
PHOENIX (March 21, 2018) – Today American Green, Inc. (ERBB:OTC) will be answering the most popular questions received from shareholders regarding the company’s recent Nipton, California transaction to Delta International Oil & Gas, Inc. (DLTZ:OTCQB) that was announced on March 15, 2018.
American Green – Delta International Questions
Below are a series of questions posed by American Green shareholders and other interested parties along with the answers to those questions.
1. Who owns and controls Delta International?
Upon closing, American Green will own over 80% (majority share ownership) of Delta International Oil and Gas. This will mean that American Green will own controlling interest in this fully reporting public company.
2. Will American Green retain any of the potential profit from the Nipton Enterprise?
Because ERBB will control Delta, it will be able to incorporate that same ownership percentage of Delta’s revenues and profits on the books of American Green. In other words, should Delta book $1 million dollars in net income next year, then American Green will show an additional $830,000 of net income on its books.
3. Are ERBB shareholders getting a dividend as a result of this transaction?
American Green is planning to issue qualifying ERBB shareholders a dividend as a result of this sale which will be paid to them in the form of a registered share distribution following a registration of those dividend shares, all subject to filings with the SEC.
4. How many shares will each shareholder receive in each dividend?
The number of dividend shares will be based on the number of ERBB shares held by a shareholder at a to-be-determined record date that will be announced after the the registration becomes effective. Once the plan is devised, details of how the dividend will be calculated, as well as how many ERBB shares a shareholder must own to qualify will be announced.
5. What, exactly was the deal American Green made with Delta International?
As part of the transaction, Delta assumed over $3.7 Million in debt and American Green received $4 Million in preferred shares, convertible to 160 million common shares of Delta. This equates to a price of 2.5¢ per converted Delta Common share. As of March 20, Delta Common shares were trading at 19¢ (bid). American Green may be able to reflect any increased value, over its cost, on its future financial statements.
6. Who will manage The Nipton Project now?
American Green has a contract to manage the Nipton properties for 5 years plus an option to extend that contract for an additional 5 years, for a total of 10 years.
7. Will American Green earn future revenues for its participation in Nipton?
American Green will continue to receive compensation to manage Nipton and is compensated on a “cost plus 20%” basis by Delta, thus assuring that American Green continues to profit and participate from all Nipton enterprises. However, American Green and Delta plan to have American Green manage other projects acquired by Delta.
8. Why did American Green sell Nipton in the first place?
Buying and building towns is very cash intensive. Up until now, the cost of attracting capital has been very expensive for our company, due, in part to the fact that American Green is an unaudited, non-reporting “Pink Sheet” company. It now becomes Delta’s responsibility to raise capital for real estate and other non-cannabis-related improvements. Delta, as a reporting company, with a much smaller number of outstanding shares (compared to American Green’s) and a much higher trading price, should have a much easier time raising money, at less cost, leading to a sizeable reduction in dilution for American Green and its shareholders.
9. What’s left in American Green?
In addition to its ownerships interests in Nipton (via its ownership of over 80% of Delta), American Green retains all of its interests and revenue – both potential and current – in its managed cannabis grow operation in Phoenix, AZ, it’s smart vending division, American GreenCrete, its online cbd store (http://www.americangreencbd.com
) and all its other enterprises.
10. When can American Green shareholders expect their dividends?
Prior to their distribution, the anticipated shareholder dividends to American Green shareholders by Delta are subject to all SEC filings and regulations. Work on future filings has already begun. As soon as a dividend plan is is made effective, both Delta and American Green will issue a news release detailing how and when the distribution will take place.