On November 22, 2023, White River Energy Corp. entered into a joint venture agreement with a third party (CP), pursuant to which CP sold the company $500,000,000 of United States federal income tax credits issued to a Native American tribe (Credits) in exchange for certain consideration including profit participation and 10,000,000 shares of the company?s restricted common stock, subject to the vesting and performance conditions set forth therein. If the company is able to monetize at least part of the Credits within 90 days, CP shall sell the company additional Credits of at least $7 billion.

The initial $500,000,000 of Credits were transferred in the name of the company on November 28, 2023. Under the Agreement, the company agreed to use the net proceeds from the monetization of the initial $500,000,000 of Credits as follows: (i) first, to pay off all liabilities on the company?s balance sheet (approximately $10,000,000); (ii) second, to fund potential acquisitions and other partnerships and joint ventures (up to $100,000,000); (iii) third, to purchase existing oil production including proven undeveloped reserves (up to $100,000,000); (iv) fourth, to fund a drilling program to extract oil from the Company?s oil and gas mineral leases (up to $240,000,000); and (v) fifth, to enter into midstream operations including crude oil storage tank farm and commodities trading (the remaining net proceeds estimated to be approximately $50,000,000). The company also agreed, subject to adequate monetization of the Credits, to use commercially reasonable efforts to achieve carbon-neutral status, and thereafter begin the process of achieving carbon-zero status.

In addition, the Company agreed to use commercially reasonable efforts to launch a public works program for the benefit of the Native American tribe under the direction of CP. The Agreement provides for the formation of a joint venture in which the company will form a new entity (?Newco?) under the following terms: (i) the Company will own 100% of the membership interests in the Newco, (ii) the Company will act as or appoint the manager of Newco, (iii) the Company will receive 80% of the net income of Newco with CP receiving the remaining 20%, (iv) CP will own 51% of the remaining economic benefits of Newco with 49% owned by the Company, (v) the Company will transfer its net ownership in all assets acquired with proceeds from the monetization of the Credits to Newco upon either purchase of the assets or the creation of the division order of working interests at the time of assignment of ownership in economically viable drilled oil wells; and (vi) within two business days after the monetization of all or a portion of the Credits by the Company, Newco will pay CP a distribution totaling $500,000 in $25,000 quarterly installments over a five year period. The Company also agreed to manage and operate Newco and pay the expenses incident thereto.

Pursuant to the terms in the Agreement, CP transferred $500,000,000 in tax credits on November 28, 2023 into the name and tax identification number of White River Energy Corp. at the United States Treasury.