Item 1.01 Entry into a Material Definitive Agreement
On July 7th, 2021, Sastaro Limited a Texas corporation (the "Company") a wholly
owned subsidiary of Sky Petroleum Inc, (SKPI) Nasdaq, and Unity Accipiter
(Corporation, a Delaware corporation ("UAC", together with the Company, the
"Parties"), entered into a joint venture agreement dated July 3rd, 2021 (the
"Agreement"), to establish a joint venture (the "Joint Venture").
The purpose of the Joint Venture is to execute the Letter of Intent obtained by
UAC to supply certain specific aviation equipment for South East Asia region,
("Area of Interest"), which initially would be to maximize the potential supply
of equipment which is anticipated to be in double digits of refurbished UH-60
(Black Hawk) equipment, as outlined in the definitive letter to purchase
received dated March 2021, from The Republic of Indonesia Ministry of Defense.
The value of such a contract if awarded is anticipated to be $400-$480 million.
Specifically, The UH-60 (Black Hawk) are refurbished engines, glass cockpit and
state of the art avionic systems.
Maintenance, repair, and overhaul (MRO) for at least five (5) years.
Associated Spare parts
Terms of delivery: DAP (incoterms 2020)
The activities as outlined are subject to regulatory approval of both the United
States & Republic of Indonesia.
Other possible business interests of the Joint Venture (the "Business
Interests") may include establishing servicing engagements, including but not
limited to procurements, grants, conveyances or other transactions related to
the development, business, financial or other due diligence in connection with
the Business Interests; raise capital and fund operations reasonably required in
connection with the Business Interest; To the extent set forth in the Agreement,
each of the Parties shall own an undivided fractional part in the Business
Interests.
Each Party shall use its reasonable efforts to promote and develop the Business
Interest in the Area of Interest for the benefit of the Joint Venture. Gross
profits, as determined in accordance with U.S. Generally Accepted Accounting
Principles, will be distributed Eighty Five percent (85% to the UAC and Fifteen
Percent (15%%) to Sastaro Limited the "Company". Each of the Parties agreed to
certain restrictions within the Area of Interest during the term of the Joint
Venture, the receipt and distribution of gross profits related to the Business
Interests, mutual agreement of the Parties.
There can be no certainty that the Joint Venture will successfully acquire,
fund, or earn profits on any Business Interests.
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