Harrison Vickers and Waterman Inc. (OTCPK:HVCW) entered into merger agreement to acquire Pacific Energy Network LLC on July 15, 2022. The consideration for the Merger will be paid to Target Members on a 1 for 10,000 exchange basis such that each one percent (1%) interest in Target resulting from the Target Membership Interests shall be exchanged for 10,000 shares of Parent Series F Preferred Stock . As a result of the Merger, Parent will be the sole shareholder of Target and Target Members will become shareholders of Parent.

The Merger is subject to approval by the stockholders and board of Harrison Vickers and Waterman Inc and Pacific Energy Network LLC. The Merger Agreement provides that, upon the terms and subject to the conditions Pacific Energy Network LLC continuing as the surviving limited liability company as a wholly owned subsidiary of HVCW, but with the management of Pacific Energy Network LLC taking over voting control of Harrison Vickers and Waterman Inc. Pacific Energy Network LLC also agreed to cease all existing, and not to participate in any additional, discussions or negotiations with third parties and not to solicit, initiate or knowingly encourage any inquiry, proposal or offer relating to an alternative proposal for the acquisition. Trillium Partners Limited acted as financial advisor to Harrison Vickers and Waterman Inc. The Merger was approved by the stockholders of HVCW and the members of PEN.

The Merger Agreement was approved, authorized and agreed to by the boards of directors of each of HVCW and PEN.