Debt Conversion Agreement between Petrolia Energy Corporation and Jovian Petroleum Corporation (July 19, 2017)

Contract Categories: Business Finance › Note Agreements
Summary

Petrolia Energy Corporation and Jovian Petroleum Corporation have agreed that Petrolia will issue 12,749,285 common shares and 21,510 preferred shares to Jovian. In exchange, Jovian will cancel the remaining $2,000,000 owed under a $3,000,000 Production Payment Note. This agreement settles the debt in full, with the number of shares based on a set price per share and conversion rates. Both parties have signed to confirm the transaction is complete as of July 19, 2017.

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EX-10.1 2 ex10-1.htm EX-10.1

Exhibit10.1
 
Petrolia Energy Corp
710 N Post Oak Road, Suite 512
Houston, TX  77024

Memo – Debt Conversion to Shares

July 19, 2017

On, July 19, 2017, Petrolia Energy Corporation agrees to issue 12,749,285 shares of Petrolia Energy Corporation’s common shares and 21,510 shares of Petrolia Energy Corporation’s preferred shares to Jovian Petroleum Corporation.  In consideration of this agreement, Jovian Petroleum Corporation will cancel the remaining $2,000,000 of the original $3,000,000 Production Payment Note.

The number of shares issued was determined as follows:

$2,000,000          $2,000,000 of $3,000,000 Production Payment Note
         $0.14          Price per common share
_________________________________________________________
14,285,714          Number of common shares equivalents to issue


12,749,285          Number of common shares
       21,510          Number of preferred shares

____________________________________________________________________________________


Support for Share Allocation between Common and Preferred

       21,510          Number of preferred shares
           7.14          Conversion rate of preferred to common
         10.00          Price per share
_________
  1,536,429          Common share equivalent of preferred shares only
12,749,285          Number of common shares
_________
14,285,714          Total number of common share equivalents



Based on the execution of this agreement (and the agreement dated May 30, 2017, the $3,000,000 Production Payment Note is deemed paid in full.
Agreed to and accepted this the 19 day of July 2017.

BORROWER


_______________________________
Paul Deputy
Petrolia Energy
CFO

NOTE HOLDER


________________________________
Quinten Beasley
Jovian Group of Companies
CEO