PETRO USA, INC.: M&A transaction — Petro USA completes acquisition of Veritaz for 2M shares; ceases shell company status

PETRO USA, INC.

Acquired all 10,000 Veritaz ordinary shares for 2,000,000 Petro USA shares; Veritaz becomes wholly owned subsidiary.
Veritaz markets technical/performance textiles to Indian armed forces, paramilitary, MHA, B2B/B2C.
Petro USA ceases shell company status upon completion of acquisition (Item 5.06).
Veritaz has limited operating history, net losses, and substantial doubt about going concern.

item 1.01 item 2.01 item 5.06 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

PETRO USA, INC.: Ceased to be a shell company after Share Exchange.

Change: shell status

Exact text from the filing

As a result of the Share Exchange, we have ceased to be a shell company.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

PETRO USA, INC. completed an acquisition involving shareholders of Veritaz Trading and Exim Private Limited (closed 2023-04-14).

Action: acquisition
Counterparty: shareholders of Veritaz Trading and Exim Private Limited
Closing: 2023-04-14

Exact text from the filing

On April 14, 2023, the Registrant completed the acquisition of Veritaz. Under said Stock Exchange Agreement, the Registrant acquired all of Veritaz 10,000 Ordinary Shares outstanding for 2,000,000 shares of the Registrant.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

PETRO USA, INC. entered into Stock Exchange Agreement with Veritaz Trading and Exim Private Limited valued at 2,000,000 shares of the Registrant for all of Veritaz's 10,000 Ordinary Shares outstanding (effective 2023-02-15).

Action: entry
Agreement: equity purchase
Counterparty: Veritaz Trading and Exim Private Limited
Value: 2,000,000 shares of the Registrant for all of Veritaz's 10,000 Ordinary Shares outstanding
Effective: 2023-02-15

Exact text from the filing

On February 15, 2023, the Registrant entered into a Stock Exchange Agreement with the shareholders of Veritaz Trading and Exim Private Limited, a company incorporated in India and registered under the Companies Act, 1956 having its registered office at S-61 Panscheel Park, New Delhi 110019 (hereinafter "Veritaz").

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Source: SEC EDGAR

accession 0000745543-23-000004

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