Mountain V Oil & Gas, Inc. signed a binding letter agreement to acquire oil and gas assets of AXP Energy in Tennessee, Eastern Kentucky, Virginia and the Illinois Basins for $4 million on September 29, 2023. The consideration will be paid in as follows: a) Upon execution of the binding letter agreement Prepayment of $0.5 million; b) Upon execution of a full form purchase and sale agreement but not later than October 30, 2023 Prepayment of $0.5 million, c) Upon approval of the transaction by a vote of AXP shareholders on November 30 Prepayment of $1 million and d) At Closing remaining $2 million, subject to Closing adjustments. There is no break fee, but if the Transaction doesn't complete the prepaid consideration paid by Mountain V will become repayable by AXP.

Mountain V shall be entitled to conduct due diligence through October 20, 2023, or such later date agreed by the parties in writing. The transaction is subject to Mountain V conducting due diligence, Execution of definitive agreement, AXP shareholder approval and other third party approvals. Subject to all conditions being satisfied, Closing shall occur on or before November 30, 2023, or such other date agreed by the parties in writing.

As on November 1, 2023, AXP Energy announced that the parties have mutually agreed to extend this deadline to enter into a full form sale and purchase agreement (?SPA?) from October 30, 2023, to November 3, 2023 and, the effective date for closing remains October 1, 2023. On December 20, 2023, the anticipated full form sale and purchase agreement referenced has now been fully executed by AXP and Mountain V Oil & Gas, Inc. The consideration received from the Transaction will be used to fund additional acquisitions in the oil and gas sector that will be complimentary to the current operations and focus. As of February 6, 2024, shareholders of AXP approved the transaction.