Mr. Richard Gonzalez reports
PETRO-VICTORY ENERGY CORP. ANNOUNCES CORPORATE UPDATE
Petro-Victory Energy Corp. has borrowed an aggregate of $475,000 (U.S.) and issued unsecured promissory notes to Thomas Cooper, a director of the company, and to an arm's-length third party. The loans have a term of one year and bear interest at an annual rate of 14 per cent per annum. The lenders will be issued an aggregate of 1,062,123 bonus warrants in connection with the loans, with 502,451 warrants being exercisable at 61 cents per common share on or before July 1, 2026, and with 559,672 warrants being exercisable at 61 cents 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 Mr. Cooper and other arm's-length third parties for a loan of up to $3-million (U.S.) to be drawn from time to time in multiple advances. The line of credit has a term of one year and bears interest at an annual rate of 14 per cent 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 $1 (U.S.) of the principal amount advanced under the line credit. The warrants will be exercisable at 61 cents 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 final acceptance.
The loan from Mr. Cooper in the aggregate amount of $225,000 (U.S.), the issuance of 502,451 warrants in connection therewith, 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) 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 TSX Venture Exchange 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 per cent of the company's market capitalization (as determined under MI 61-101).
About Petro-Victory Energy Corp.
Petro-Victory 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 six 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.
We seek Safe Harbor.
© 2026 Canjex Publishing Ltd. All rights reserved.