Latest news with #Petro-Victory
Cision Canada
a day ago
- Business
- Cision Canada
Petro-Victory Energy Corp. Announces Corporate Update
DALLAS, July 21, 2025 /CNW/ - Petro-Victory Energy Corp. (TSXV: VRY) (" Petro-Victory" or " Company") announces that it has borrowed an aggregate of US$475,000 (the " Loans") and issued unsecured promissory notes to Thomas Cooper, a director of the Company, and to an arm's length third party (collectively, the " Lenders"). The Loans have a term of one year and bear interest at an annual rate of 14% per annum. The Lenders will be issued an aggregate of 1,062,123 bonus warrants (the " Warrants") in connection with the Loans, with 502,451 Warrants being exercisable at CAD$0.61 per common share on or before July 1, 2026 and with 559,672 Warrants being exercisable at CAD$0.61 per common share on or before July 7, 2026. The Company also announces that it has entered into an unsecured promissory note with a private company lender formed by Thomas Cooper and other arm's length third parties for a loan of up to US$3,000,000 to be drawn from time to time in multiple advances (the " Line of Credit"). The Line of Credit has a term of one year and bears interest at an annual rate of 14% per annum. The lender will be issued up to 6,747,541 Warrants in connection with the Line of Credit, with 2.25 Warrants to be granted for each US$1 of the principal amount advanced under the Line Credit. The Warrants will be exercisable at CAD$0.61 per common share on or before July 21, 2026. The Loans, the Line of Credit and the issuance of Warrants remain subject to TSX Venture Exchange (" TSXV") final acceptance. The Loan from Thomas Cooper in the aggregate amount of US$225,000 and the issuance of 502,451 Warrants in connection therewith and the Line of Credit and the issuance of the Warrants in connection therewith each constituted a "related party transaction" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as Mr. Cooper is a related party (as defined in MI 61-101) of the Company. The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party matters, as the Company is listed on the TSXV and neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for the transaction, insofar as it involves the related parties, exceeded 25% of the Company's market capitalization (as determined under MI 61-101). About Petro-Victory Energy Corp. Petro-Victory Energy Corp. is an oil and gas company engaged in the acquisition, development, and production of crude oil and natural gas in Brazil. The total portfolio under management as of the date of this filing includes 49 concession contracts with 276,755 acres, net to Petro-Victory, plus an additional 6 concessions and 19,074 acres owned jointly with BlueOak in Capixaba Energia. Through disciplined investments in high-impact, low-risk assets, Petro-Victory is focused on delivering sustainable shareholder value. The Company's common shares trade on the TSX Venture Exchange under the ticker symbol VRY. Cautionary Note Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States unless an exemption from such registration is available. Advisory Regarding Forward-Looking Statements In the interest of providing Petro-Victory's shareholders and potential investors with information regarding Petro-Victory's future plans and operations, certain statements in this press release are "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, " forward-looking statements"). In some cases, forward-looking statements can be identified by terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "intend," "may," "objective," "ongoing," "outlook," "potential," "project," "plan," "should," "target," "would," "will" or similar words suggesting future outcomes, events or performance. The forward-looking statements contained in this press release speak only as of the date thereof and are expressly qualified by this cautionary statement. Specifically, this press release contains forward-looking statements relating to, but not limited to, TSXV approval for the Loans, Line of Credit and Warrants. These forward-looking statements are based on certain key assumptions regarding, among other things, the receipt of TSXV approval for the Loans, the Line of Credit and Warrants. Readers are cautioned that such assumptions, although considered reasonable by Petro-Victory at the time of preparation, may prove to be incorrect. Actual results achieved will vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors. The above summary of assumptions and risks related to forward-looking statements in this press release has been provided in order to provide shareholders and potential investors with a more complete perspective on Petro-Victory's current and future operations and such information may not be appropriate for other purposes. There is no representation by Petro-Victory that actual results achieved will be the same in whole or in part as those referenced in the forward-looking statements and Petro-Victory does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities law.
Cision Canada
09-07-2025
- Business
- Cision Canada
Petro-Victory Energy provides update on the conclusion of drilling the AND-5 well in the 100% owned Andorinha field, onshore, Brasil
DALLAS, July 9, 2025 /CNW/ - Petro-Victory Energy Corp. (TSXV: VRY) ("Petro-Victory" or the "Company") is pleased to announce that the drilling operations for the AND-5 well, in partnership with Azevedo & Travassos Energia ("ATE"), located in the Andorinha Field, Potiguar Basin, Rio Grande do Norte, were successfully concluded. Drilling Operations: Drilling began on June 25 and concluded on July 5, reaching a total depth of 1,165 meters through sedimentary and basement rock layers. Technical Execution: The operation utilized the Drake-2 onshore hydraulic rig, with wireline logging by Halliburton and successful installation of 7" nominal production casing. Reservoir Findings: Petrophysical analysis identified 13 meters of net pay across four oil-bearing intervals using a 3,500-ppm salinity cut-off. Next Steps: The Company will mobilize a completion rig for special saturation logging, followed by well testing, completion, and tie-in to the Andorinha Collection Station. AND-5 Well Drilling Update Drilling commenced on June 25th, progressing through sedimentary rock sections, and was concluded in basement rock on July 5th at a final total depth of 1,165 meters. Subsequently, wireline logging operations were performed, followed by the running of the 7" nominal production casing to final depth. The operation was carried out using the Drake-2 onshore hydraulic drilling rig, with logging services provided by Halliburton. Based on conventional petrophysical evaluation, applying a salinity cut-off of 3,500 ppm, 13 meters of net pay was identified, distributed across four oil-bearing intervals. The technical team is continuing detailed analysis of the acquired logs and associated data. In the next operational phase, mobilization of an onshore completion rig is planned, with the objective of acquiring special saturation logs to more accurately characterize the productive intervals. Subsequently, well testing and completion operations will be carried out to prepare the well for production, followed by tie-in to the Andorinha Collection Station. About Petro Victory Energy Corp. Petro Victory Energy Corp. is engaged in the acquisition, development, and production of crude oil and natural gas resources in Brazil. The Company holds 100% operating and working interests in thirty-eight (38) licenses totaling 257,604 acres in two (2) different producing basins in Brazil. Petro-Victory generates accretive shareholder value through disciplined investments in high-impact, low-risk assets. The Company's Common Shares trade on the TSXV under the ticker symbol VRY. Cautionary Note Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States unless an exemption from such registration is available. Advisory Regarding Forward-Looking Statements In the interest of providing Petro Victory's shareholders and potential investors with information regarding Petro Victory's future plans and operations, certain statements in this press release are "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements"). In some cases, forward-looking statements can be identified by terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "intend," "may," "objective," "ongoing," "outlook," "potential," "project," "plan," "should," "target," "would," "will" or similar words suggesting future outcomes, events or performance. The forward-looking statements contained in this press release speak only as of the date thereof and are expressly qualified by this cautionary statement. Specifically, this press release contains forward-looking statements relating to, but not limited to, the timing and completion of the drilling campaign, the potential results of the drilling campaign, our business strategies, oil and natural gas production levels, the filing of an updated reserve report, plans and objectives, and drilling, testing, and exploration expectations. These forward-looking statements are based on certain key assumptions regarding, among other things, completion of the campaign, which may not occur in a timely fashion, or at all, our ability to add production and reserves through our exploration activities; the receipt, in a timely manner, of regulatory and other required approvals for our operating activities; the availability and cost of labor and other industry services; the continuance of existing and, in certain circumstances, proposed tax and royalty regimes; and current industry conditions, laws and regulations continuing in effect (or, where changes are proposed, such changes being adopted as anticipated). The receipt of a reserves report with greater reserves may not happen or may be different from expectations. Readers are cautioned that such assumptions, although considered reasonable by Petro Victory at the time of preparation, may prove to be incorrect. Actual results achieved will vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors. The above summary of assumptions and risks related to forward-looking statements in this press release has been provided in order to provide shareholders and potential investors with a more complete perspective on Petro Victory's current and future operations, and such information may not be appropriate for other purposes. There is no representation by Petro Victory that actual results achieved will be the same in whole or in part as those referenced in the forward-looking statements, and Petro Victory does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities law. BOE Disclosure The term BARRELS OF OIL EQUIVALENT ("boe") may be misleading, particularly if used in isolation. A boe conversion ratio of six thousand cubic feet per barrel (6 Mcf/bbl.) of natural gas to barrels of oil equivalence is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. All boe conversions in this news release are derived from converting gas to oil in the ratio mix of six thousand cubic feet of gas to one barrel of oil. SOURCE Petro-Victory Energy Corp.
Cision Canada
04-07-2025
- Business
- Cision Canada
PETRO-VICTORY ENERGY CORP. AND AZEVEDO & TRAVASSOS ENERGIA S.A. SIGN BINDING MEMORANDUM OF UNDERSTANDING
DALLAS, July 4, 2025 /CNW/ - Petro-Victory Energy Corp. (TSXV: VRY) (" Petro-Victory" or the " Company") and Azevedo & Travassos Energia S.A. (" ATE") are pleased to announce the signing of a binding memorandum of understanding on July 2, 2025 (" MOU") pursuant to which Petro-Victory and ATE intend to complete an arm's length business combination by the acquisition by ATE of all of the issued and outstanding common shares of the Company (the " Transaction"). The Transaction is intended to combine the businesses and assets of ATE and the Company and result in the Company becoming a wholly owned subsidiary of ATE. Under the Transaction, the current shareholders of the Company will become shareholders of ATE. The combination of the Company and ATE is expected to increase shareholder value through the development of ATE's growth strategy with the supplementation of the Company's diversified portfolio of production and exploration assets. Transaction Summary Pursuant to the Transaction, ATE will complete a capital increase by way of a private placement of 205,479,453 Units of ATE (" Units") at an issue price of R$0.73 (CAD$0.18) per Unit, for aggregate gross proceeds of R$150,000,000.69 (or US$27,683,955.13 and CAD$37,533,870.17 based on today's conversion rate) (" Capital Increase"). Following the completion of the Capital Increase and all other conditions precedent, certain shareholders of the Company will convert certain claims held by them against the Company and its affiliates into new common shares in the capital of the Company (" PV Shares"). Thereafter, ATE will purchase 100% of the issued and outstanding PV Shares and will issue, in favor of the Company's shareholders, 266,000,000 ATE Shares, all of which are registered and without par value based on a price per ATE Share equal to R$0.73 (CAD$0.18) (" Share Consideration"). The Share Consideration shall be provided proportionately to the holders of PV Shares in their respective interests. As part of the Transaction, the Company's shareholders of record at closing will be entitled to a gross overriding royalty (" GORR") in the percentage of ten percent (10%) on the gross revenue from all new production arising from fields that already exist in the concessions owned by the Company prior to the MOU or that will be created after the date of the MOU in the concessions owned by the Company (" PV Fields"), except with respect to the production of the reservoirs of the São João Field that are the subject of the partnership between PVE and Eneva S.A. (" Eneva"). The GORR will apply, for each PV Field, for a period of fifteen (15) years from the start of its commercial production or, for existing fields that are already in production, from the Closing Date. The Company's shareholders of record at closing will also be entitled to receive certain contingent payments in connection with certain existing partnerships between the Company and its affiliates with third parties. In addition, ATE will assume all outstanding debt of the Company with the estimated enterprise value of the Transaction being approximately USD$39.5 million (CAD$53.6 million) including net debt and before considering any valuation for contingent payments (" Transaction Value"). The Transaction, Transaction Value and price of the Share Consideration will be subject the polices, rules and approvals of the TSX Venture Exchange (" TSXV") or such other recognized stock exchange upon which the Share Consideration is listed for trading. The Share Consideration represents a premium of approximately CAD$2.15 to the Company's shareholders based on the closing price of the Company as of the market close on July 2, 2025 and based on the target price of R$0.73 (CAD$0.18) per share for the Share Consideration. The Transaction is subject to a number of conditions precedent including the completion of the Capital Increase on or before July 12, 2025, subject to a thirty (30) day extension in the sole discretion of ATE. Additionally, the Transaction is subject to a number of terms and conditions following the completion of the Capital Increase within one hundred and twenty (120) days of such completion, including, but not limited to, the parties entering into a definitive agreement (the " Definitive Agreement") with respect to the Transaction (such agreement to include representations, warranties, conditions and covenants typical for a transaction of this nature), the obtaining by both the Company and ATE of all corporate and governmental approvals applicable to their respective jurisdictions, the obtaining by both the Company and ATE of any consents from third parties of financial institutions, as applicable, and the completion of an audit by both the Company and ATE of any and all information relevant to the performance of financial, legal, operational, environmental, accounting and regulatory audits. Where applicable, the Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Trading in the securities of the Company and ATE should be considered highly speculative. There will be no finder's fees associated with the Transaction. As of the date of this news release, the conversion rate between the Brazilian Real and the Canadian Dollar is 1:0.25 and the conversion rate between the Canadian Dollar and the US Dollar is 1:0.74. As such, the conversion rate between the Brazilian Real and the US Dollar is 1:0.18. Due Diligence In order to advance the Transaction to the point where a Definitive Agreement can be negotiated, each of the parties will conduct customary due diligence on the other party and following completion of satisfactory due diligence reviews, the parties expect to negotiate and execute a Definitive Agreement on or before the date that is one hundred and twenty (120) days from the date of the completion of the Capital Increase. Shareholder and TSXV Approval The Transaction, if completed as contemplated, will be a Reviewable Disposition, as defined in TSXV Policy 5.3, by the Company, and as such will be subject to the requirements of TSXV Policy 5.3. If the Transaction is completed, the Company will be making an application to voluntarily delist from the TSXV under TSXV Policy 2.9, as the acquisition by ATE of all of the issued and outstanding shares of the Company will cause the Company to no longer meet the listing requirements of the TSXV. The completion of the Transaction and the subsequent delisting is subject to the approval of both the shareholders of the Company and the TSXV, in accordance with TSXV requirements. The Company will seek the approvals of the TSXV and the Company's shareholders once the Capital Increase is complete and the Company and ATE enter into a Definitive Agreement. About Petro-Victory Energy Corp. Petro-Victory Energy Corp. is an oil and gas company engaged in the acquisition, development, and production of crude oil and natural gas in Brazil. The total portfolio under management as of the date of this filing includes 49 concession contracts with 276,755 acres, net to Petro-Victory plus an additional 6 concessions and 19,074 acres owned jointly with BlueOak in Capixaba Energia. Through disciplined investments in high-impact, low-risk assets, Petro-Victory is focused on delivering sustainable shareholder value. The Company's common shares trade on the TSX Venture Exchange under the ticker symbol VRY. About Azevedo & Travassos Energia S.A. Azevedo & Travassos Energia S.A. ("ATE") is a publicly traded Brazilian energy company (B3: focused on the acquisition, development, and production of onshore oil and gas assets in Brazil. Headquartered in São Paulo and founded in 2023, ATE holds concession contracts and strategic partnerships in the Potiguar Basin, with operations concentrated around Mossoró/RN. Through its wholly owned subsidiaries, Azevedo & Travassos Petróleo (ATP) and Phoenix Óleo e Gás, ATE is committed to sustainable growth and long-term value creation in the Brazilian energy sector. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS The information in this news release has been prepared as at July 2, 2025. Certain statements in this news release, referred to herein as "forward-looking statements", constitute "forward-looking statements" under the provisions of Canadian provincial securities laws and the applicable securities laws of the United States of America. These statements can be identified by the use of words such as "expected", "may", "will" or similar terms. Forward-looking statements are necessarily based upon a number of factors and assumptions that, while considered reasonable by the Company and ATE as of the date of such statements, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Forward-looking statements in this press release relate to, among other things: anticipated benefits of the Transaction to the Company and ATE and their respective shareholders; the timing and receipt of required shareholder, stock exchange and regulatory approvals for the Transaction; the consideration to be paid to the Company's shareholders; the ability of the Company and ATE to satisfy the conditions to, including the completion of the Capital Increase, and to negotiate and execute a Definitive Agreement and to complete, the Transaction; the anticipated timing for executing a Definitive Agreement; the timing for closing of the Transaction; and liquidity and access to capital markets of ATE. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements reflect the beliefs, opinions and projections on the date the statements are made and are based upon a number of assumptions and estimates that, while considered reasonable by the respective parties, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors, both known and unknown, could cause actual results, performance or achievements to be materially different from the results, performance or achievements that are or may be expressed or implied by such forward-looking statements and the parties have made assumptions and estimates based on or related to many of these factors. Such factors include, without limitation: satisfaction or waiver of all applicable conditions to closing of the Transaction including, without limitation, receipt of all necessary securityholder, stock exchange and regulatory approvals or consents, lack of material changes with respect to the parties and their respective businesses; the synergies expected from the Transaction not being realized; business integration risks; fluctuations in general macro-economic conditions; the loss of key directors, employees, advisors or contractors; fluctuations in securities markets and the market price of the Company's and ATE's shares; fluctuations in the currency markets (such as the Canadian dollar versus the reais); changes in national and local government, legislation, taxation, controls, regulations and political or economic developments; the impact of COVID-19 or other viruses and diseases on the ability to operate; risks and hazards associated with the business; litigation; competition; the failure to meet the closing conditions thereunder and the failure by counterparties to such agreements to comply with their obligations thereunder. Readers should not place undue reliance on the forward-looking statements and information contained in this news release concerning these times. Many factors, known and unknown, could cause actual results to be materially different from those expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date made. Except as otherwise required by law, the Company and ATE expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in the Company's and ATE's expectations or any change in events, conditions or circumstances on which any such statement is based. Other risks are more fully described in the Company's most recent Management Discussion and Analysis and Annual Information Form, which are incorporated herein by reference and are filed on SEDAR+ at There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular to be prepared in connection with a meeting of shareholders to consider the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. The TSXV has not in any way passed upon the merits of the Transaction, and has neither approved nor disapproved the contents of this news release. SOURCE Petro-Victory Energy Corp.
Cision Canada
23-06-2025
- Business
- Cision Canada
Petro-Victory Energy Announces the Commencement of the Fully-Funded Drilling Campaign in the Potiguar Basin
DALLAS, June 23, 2025 /CNW/ - Petro-Victory Energy Corp. (TSXV: VRY) ("Petro-Victory" or the "Company"), an oil and gas exploration and production company focused on onshore Brazil, is pleased to announce the commencement of the drilling campaign of the AND-5 well at the Andorinha Field located in the Potiguar Basin, Rio Grande do Norte, Brazil. AND-5 Well: Fully-Funded Drilling Campaign Underway in the Potiguar Basin The AND-5 well drilling campaign, located in the 100% owned Andorinha Field in Brazil's Potiguar Basin, commenced on June 20, 2025. The well represents the first of two fully-funded drilling programs in the Andorinha field under Petro-Victory's strategic partnership with Azevedo & Travassos Energia ("ATE") previously announced in a press release on June 24 th, 2024. The well targets the Açu and Alagamar formations at a targeted total depth of approximately 1,177 meters. The Company looks forward to providing further updates upon completion of the well. About Petro-Victory Energy Corp. Petro-Victory Energy Corp. is an oil and gas company engaged in the acquisition, development, and production of crude oil and natural gas in Brazil. The total portfolio under management as of the date of this filing includes 49 concession contracts with 276,755 acres, net to Petro-Victory plus an additional 6 concessions and 19,074 acres owned jointly with BlueOak in Capixaba Energia. Through disciplined investments in high-impact, low-risk assets, Petro-Victory is focused on delivering sustainable shareholder value. The Company's common shares trade on the TSX Venture Exchange under the ticker symbol VRY. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION This news release contains certain forward-looking statements within the meaning of applicable securities law. Forward-looking statements are frequently characterized by words such as "plan", "expect", "project", "target", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur, including without limitation statements relating to the drilling and completion of the AND-5 well and ATE's option to acquire a portion of Petro-Victory's interest in the Andorinha Field. Such forward – looking statements or information are based on a number of assumptions, which may prove to be incorrect. Assumptions have been made regarding, among other things: availability of skilled labour; availability of drilling and related equipment; timing and amount of capital expenditures; current and anticipated commodity prices and royalty regimes; the price of oil; conditions in general economic and financial markets; effects of regulation by governmental agencies; and receipt of partner, regulatory and community approvals. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company cannot assure that actual results will be consistent with these forward looking statements. They are made as of the date hereof and are subject to change and the Company assumes no obligation to revise or update them to reflect new circumstances, except as required by law. Information and guidance provided herein supersedes and replaces any forward-looking information provided in prior disclosures. Prospective investors should not place undue reliance on forward looking statements. These factors include the inherent risks involved in the exploration for and development of crude oil and natural gas properties, the uncertainties involved in interpreting drilling results and other geological and geophysical data, fluctuating energy prices, the possibility of cost overruns or unanticipated costs or delays and other uncertainties associated with the oil and gas industry. Other risk factors could include risks associated with negotiating with foreign governments as well as country risk associated with conducting international activities, and other factors, many of which are beyond the control of the Company. Other risks are more fully described in the Company's most recent Management Discussion and Analysis and Annual Information Form, which are incorporated herein by reference and are filed on SEDAR+ at Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. SOURCE Petro-Victory Energy Corp.
Cision Canada
12-06-2025
- Business
- Cision Canada
Petro-Victory Energy Corp. Announces Short Term Loans
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS/ DALLAS, June 11, 2025 /CNW/ - Petro-Victory Energy Corp. (TSXV: VRY) (" Petro-Victory" or the " Company") announces that it has borrowed an aggregate of US$350,000 (the " Loans") and issued unsecured promissory notes to Thomas Cooper, a director of the Company, and to an arm's length third party (collectively, the " Lenders"). The Loans have a term of one year and bear interest at an annual rate of 14% per annum until maturity and 18% per annum thereafter. The Lenders will be issued an aggregate of 685,350 bonus warrants (the " Warrants") in connection with the Loans, with each Warrant being exercisable at CAD$0.70 per common share on or before June 2, 2026. The Loans and issuance of Warrants remain subject to TSX Venture Exchange (" TSXV") final acceptance. The Loan from Thomas Cooper in the aggregate amount of US$175,000 and the issuance of 342,675 Warrants in connection therewith each constituted a "related party transaction" under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101") as Mr. Copper is a related party (as defined in MI 61-101) of the Company. The Company relied on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related party matters, as the Company is listed on the TSXV and neither the fair market value (as determined under MI 61-101) of the subject matter of, nor the fair market value of the consideration for, the transaction, insofar as it involves the related parties, exceeded 25% of the Company's market capitalization (as determined under MI 61-101). About Petro-Victory Energy Corp. Petro-Victory Energy Corp. is an oil and gas company engaged in the acquisition, development, and production of crude oil and natural gas in Brazil. The total portfolio under management includes 49 concession contracts with 276,755 acres, net to Petro-Victory plus an additional 6 concessions and 19,074 acres owned jointly with BlueOak. Through disciplined investments in high-impact, low-risk assets, Petro-Victory is focused on delivering sustainable shareholder value. The Company's common shares trade on the TSX Venture Exchange under the ticker symbol VRY. Cautionary Note Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release. This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States unless an exemption from such registration is available. In the interest of providing Petro-Victory's shareholders and potential investors with information regarding Petro-Victory's future plans and operations, certain statements in this press release are "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, " forward-looking statements"). In some cases, forward-looking statements can be identified by terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "intend," "may," "objective," "ongoing," "outlook," "potential," "project," "plan," "should," "target," "would," "will" or similar words suggesting future outcomes, events or performance. The forward-looking statements contained in this press release speak only as of the date thereof and are expressly qualified by this cautionary statement. Specifically, this press release contains forward-looking statements relating to, but not limited to, TSXV approval for the Loan and Warrants. These forward-looking statements are based on certain key assumptions regarding, among other things, the receipt of TSXV approval for the Loan and Warrants. Readers are cautioned that such assumptions, although considered reasonable by Petro-Victory at the time of preparation, may prove to be incorrect. Actual results achieved will vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors. The above summary of assumptions and risks related to forward-looking statements in this press release has been provided in order to provide shareholders and potential investors with a more complete perspective on Petro-Victory's current and future operations and such information may not be appropriate for other purposes. There is no representation by Petro-Victory that actual results achieved will be the same in whole or in part as those referenced in the forward-looking statements and Petro-Victory does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities law. SOURCE Petro-Victory Energy Corp.
