Nipton, Inc. entered into a securities exchange agreement to acquire Delta International Oil & Gas Inc. (OTCPK:DLTZ) in a reverse merger transaction on March 14, 2018. Under the terms of consideration, Delta International will assume approximately $3.7 million in American Green, Inc. (OTCPK : ERBB), parent company of Nipton, debt and will issue $4 million in Delton Series A Secured Convertible Preferred Stock convertible to 160 million shares of Delta common stock. Post transaction, American Green will own approximately 82% of the outstanding shares of common stock of Delta. Also, Delta shall maintain the OTCQB listing for the Delta common stock through the closing date and thereafter. Santiago Peralta, Director and Chief Executive Officer will resign from Board and as Chief Executive Officer, and shall be retained as a consultant to Delta for a period of one year following the closing date. Scott Stoegbauer will be elected as Interim President. The transaction is subject to regulatory approvals, completion of due diligence by American Green and Delta, Delta entering into consulting agreement with Santiago Peralta and Delta having sold to former management 100% of Neptune Industries, LLC. Closing is expected to take place in the next several weeks.