United Rail Inc. (URAL)

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$URAL PROPOSED ISSUANCE & FUNDRAISING
Offering Announcement | 02/12/2021
PROPOSED ISSUANCE & FUNDRASING AS URAL RECORDS THIRD QUARTER AND 9 MONTHS PROFITS IN 2020


GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMarkets TICKER: URAL)


LAS VEGAS, NV, FEBRUARY 12, 2021

Despite it and with the pandemic, its been a very exciting, turbulent and successful 9 months of 2020, stated Mr Lenny Chan, President, CEO, Director of the company on the day of the announcement of the Q3 results for the company.

Green Vitality Investment Holdings Inc. has now recorded three consecutive quarters of profits since the management and ownership control changes. On the back of the June quarter result of $39,511, the September quarter reported profit of $49,244, and now a $70,226 third quarter, a total of $158,981 profit for the past 9 months has been achieved.

NO MORE CHOO CHOO

An era has now ended. URAL is no longer a rail business. All association with the former businesses of United Rail Inc. (as operated under the former name) has ceased.

On October 29, 2020 the Company rescinded its agreement with United Rail effectively transferring all the railway assets and associated liabilities out from the Company and effectively finally ending its total association with the United Rail businesses, including X Train and X Wine Train and all the former officers and management.

No more choo choo, chuckled Mr Chan. Now it seems we are wizz-bang, swoosh, buzz, zing, ka-ching as we turn URAL into the future with high technology projects and innovation in various industries be it logistics, real estate, construction, agri-business or some of the other projects we are looking at.

As I have said previously, we are proud to announce continuing profitability even in the early stages of the change in management and ownership control away from the rail businesses. We are starting to build a new direction and clear path forward, with baby steps, albeit positive.

Also, as I said previously, mostly it is symbolic that we have a positive result in the first three, then six and now nine months of trading under the changed ownership and management and in relation to non-rail revenue with positive profit results.

We are signposting a change in direction. Long may it continue, Mr Chan repeated his earlier sentiments as he beamed with enthusiasm.

We hope to record many more such results and profits will be able to be achieved with hard work, dedication and prudent operations in our future endeavours.

Further to several MOU completed early in September 2020, the company is currently in negotiations for the acquisition of two companies in the technology space.

Ongoing discussions are underway between the newly established joint venture in the UK, Skywalker Hi-Tec Ltd which the company owns 51% that will purchase 100% of the shares in Contec Precision Engineering Ltd.

The second purchase would be 100% of the shares in Fusiontech21 Inc. an Indiana incorporated company. A separate press release will be available with further details on both these transactions.

Also, Mr Chan continued we are excited to be searching and recruiting additional directors and management for the expanding operations and currently discussions are underway with Mr B. Allen Brown Jr. to be appointed a director of URAL and President of Technology. Mr Brown is an existing shareholder and seller of the Fushiontech21 Inc stock to the company.

Further announcements will be made with regard to business operations in due and proper course.

PROPOSED ISSUANCE & FUNDRASING

Mr Chan referred to the Q3 Disclosure Statement in his results announcement, wherein the Company will seek capital raisings.

It is planned that the Company will issue a Private Placement Memorandum (PPM) under s506D to selected existing shareholders to achieve several aims. Effectively it will be a kind of de-facto rights issue.



Recapitalize shareholders holding less than marketable quantities.
Creating liquidity, market transparency and shareholder wealth
Fundraise working capital funds for business development.
Cleaning up and tidying the share register
Allowing the affected shareholders holding non-marketable parcels to acquire shares at a discount to market in an attempt to recoup their losses caused by the harsh ratio of the reverse splits over the previous history of the company under and administered by the prior management.


Lawyers have been instructed and the subscription agreement has been drafted, pending finalization of the PPM.



The fundraising, if fully taken up, will raise up to USD$2m and add 600,000 (approx.) shares to the amount of outstanding shares. Initially, these shares will be restricted stock but they will have rights of conversion to unrestricted registered shares and be included in the REG A plus which would follow on as a fully registered offering post the close of the PPM. Therefore, after a short holding period and consolidation, the PPM acquired shares will become free to trade as registered securities.



Funds to be raised by the PPM will be used for working capital, business cashflow sustainability, identifying acquisition opportunities to grow the business and to fund the investor relations and REG A plus fundraising and promotions of business operations.



The PPM is expected to be ready and sent to shareholders with relevant announcements to be made to the market before the end of February 2021 and no later than March 31, 2021.


SEC REG A plus



The REG A is planned to be filed and to become effective for the new fiscal year post April 1, 2021 and will be subject to the usual SEC and authority laws and approvals.



In the case of the REG A plus being fully subscribed at the proposed issue price, on that basis there will be issued total float shares registered and freely able to trade in the amount of 7,500,000 approximately, raising up to USD$20,000,000.00.



The aims of the REG A plus would be to:

Raise capital for business expansion and acquisitions.
Create liquidity in the number of shares trading by increasing the amount of common stock issued.
Conversion of Notes and S506D subscriptions.


Funds raised under the Reg A plus will be used for commission payments, working capital, business acquisitions being earnings and profit positive, subject to the amount raised.



There are several expressions of interest for the Reg A Plus from independent third party non-current shareholders to be subscribers / investors for a full Reg A subscription or underwriting. This is only a preliminary plan and there is no guarantee that the investors will actually subscribe at the time of the Registration.

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About GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL)

UNITED RAIL INC. (OTC TICKER: URAL) a company incorporated under the laws of State of Nevada, USA, has formally changed its name to GREEN VITALITY INVESTMENT HOLDINGS INC. The company is currently processing the name change via various appropriate and relevant authorities (FINRA, OTC, DTCC etc) and will advise in due course when the name change becomes effective. The company is a subsidiary of UK based Zaja Asset Management Services Limited, is an incubator company engaged in promotion of investments in various business sectors. Currently undergoing a management and operations restructuring GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL) has negotiated a MEMORANDUM OF UNDERSTANDING with EXCAVATOR INNOVATIONS PTY LIMITED, an Australian registered company which owns the intellectual property rights to various industrial and construction equipment inventions.

Meantime also the company has completed an MOU with ZAJA INVESTMENT LTD. incorporated in Serbia for the investigation and is undergoing negotiations of growing and processing industrial hemp for green building and construction materials.



For more information about GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL) please visit https://www.otcmarkets.com/stock/URAL/profile

About ZAJA INVESTMENT LTD.

ZAJA INVESTMENT LTD. is a company incorporated under the laws of Serbia. Its mission is to take advantage in the potential growth of value investments in the Western Balkans region bridging West and East Europe. Serbia has a long history of industrial hemp growing dating back many decades and centuries, including for use in clothing & textiles and building materials. Zaja both owns and leases land for agri-business and has access to established networks for significant acreage utilisation for growing, processing, storage of various agri-products and by-products wheat, corn, sunflower, hemp, walnut, fruit orchards and other natural and organic products which are earth friendly.

Zaja has plans to construct hemp processing facilities using its own land and machinery and is negotiating with local and Republic of Serbia government departments for co-operation and assistance in areas of funding and grants, licencing, employment of local citizens and experts, and for marketing and exporting of products, said Zaja part owner Janet Ocampo, spokeswoman on the occasion of the MOU signing.

Mr Lenny Chan, director of GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. TICKER: URAL) said that the plan would provide for USD$10 million investment into Zaja factory processing facility and has a potential return of USD$150 million EBITDA over 5 years, of which URAL would earn a significant portion as part of its return on investment.

Mr Chan continued to say that the planned US Government set-up of the DFC (US INTERNATIONAL DEVELOPMENT FINANCE CORPORATION) department in Serbia, as announced at the meeting with Serbian President Vucic and US President Trump September 4, 2020 in Washington, will provide potential funding up to USD$60 Billion and assistance to Serbia and others in the region and for which URAL will tender, thus linking the business opportunity between the two countries and of possible benefit to URAL and its shareholders having operations in both Serbia and the US.

ZAJA INVESTMENT LTD. Media Contacts:
Ms Janet Ocampo

Email: [e-mail]

Phone: [phone]



GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL) Forward-Looking Statement
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends affecting the financial condition of our business. Forward-looking statements include our expectations regarding GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL)s ability to enter into the MOU on terms acceptable to GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL), if at all, potential benefits to GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL) under the MOU, Excavator Innovations and Zaja Investment or any other entity acquired or to be acquired ability to act as an effective commercial and distribution partner, and Excavator Innovations expected expansion into the construction equipment market. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including, among other things: our ability to negotiate and enter into the MOU on acceptable terms, if at all; Excavator Innovations and Zaja Investment or any other entity acquired or to be acquired ability to act as a successful commercial distribution partner; our history of operating losses and uncertainty of future profitability; the final outcome of any pending litigation; our ability to successfully complete research and further development of our drug candidates; the timing, cost and uncertainty of obtaining regulatory approvals of our drug candidates; our ability to successfully commercialize our drug candidates; dependence on royalties and grant revenue; our ability to implement our growth strategy; anticipated trends in our business; our limited product line and distribution channels; advances in technologies and development of new competitive products; our ability to comply with the OTC continued listing standards; our ability to maintain effective internal control over financial reporting; the impact of the current coronavirus pandemic; and other risk factors detailed in our most recent Annual Report on Form 10-K and other SEC and OTC filings. You are urged to carefully review and consider the disclosures found in our SEC / OTC filings, which are available at http://www.sec.gov or at https://www.otcmarkets.com/stock/URAL/profile.

Investors are urged to consider statements that include the words will, may, could, should, plan, continue, designed, goal, forecast, future, believe, intend, expect, anticipate, estimate, project, and similar expressions, as well as the negatives of those words or other comparable words, to be uncertain forward-looking statements.

You are cautioned not to place undue reliance on any forward-looking statements, any of which could turn out to be incorrect. We undertake no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise after the date of this report. In light of these risks and uncertainties, the forward-looking events and circumstances discussed in this report may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements.

References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL) is not responsible for the contents of third-party websites.


GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. OTCMARKETS TICKER: URAL)


Media Contacts:
Zac Andrejic
Head of Investor Relations
[e-mail]