Royalty Management Corporation entered into a non-binding letter of intent to acquire American Acquisition Opportunity Inc. (NasdaqCM:AMAO) from American Opportunity Ventures LLC and others in a reverse merger transaction on April 21, 2022. Royalty Management Corporation entered into a definitive agreement to acquire American Acquisition Opportunity Inc. from American Opportunity Ventures LLC and others for approximately $110 million in a reverse merger transaction on June 28, 2022. At the closing of the Business Combination, all of the then issued and outstanding shares of the common stock of Royalty will be cancelled and automatically convert into 11,100,000 shares of the Class A common stock of AMAO. Upon closing of the transaction, the combined company will be named Royalty Management Company and expects to be listed on the Nasdaq Stock Market under the ticker symbol ?RMCO.? The resulting company will continue to be based in Fishers, Indiana and will be led by a diverse board of innovators in mineral, agriculture, natural resources, intellectual property and energy transition sectors.

The transaction is subject to the approval by AMAO?s stockholders and RMC?s shareholders, all required filings under the HSR Act shall have been completed and any applicable waiting period (and any extension thereof) shall have expired or been terminated, the Registration Statement shall have been declared effective, the shares of American Acquisition Opportunity Common Stock to be issued shall have been approved for listing on NASDAQ, all ancillary agreements including the Registration Rights Agreement, shall have executed and delivered by all parties, the shareholder support agreement shall be in full force and effect, AMAO shall have received employment agreements, AMAO shall have received evidence acceptable to it that Royalty shall have converted, terminated, extinguished and cancelled in full its convertible debt and the Warrants, and any other securities convertible into Royalty Common Stock and the satisfaction or waiver of other customary closing conditions. The Boards of Directors of AMAO unanimously authorized the non-binding letter of intent. The Boards of Directors of RMC unanimously approved the transaction on June 1, 2022. AMAO Board also unanimously approved the merger and unanimously recommends that its stockholders vote for the merger. The transaction is expected to be completed in the fourth quarter of 2022. As per amendment to the merger agreement, the outside date for the closing of the merger was extended from November 30, 2022 to March 22, 2023. As per further amendment to the merger agreement, the shareholders of AMAO has approved the extension proposal by which AMAO must consummate a business combination from March 22, 2023 to September 22, 2023. The registration statement was declared effective by the SEC on October 20, 2023. On September 18, 203, stockholders approved a further extension of the deadline to October 31, 2023. As of October 30, 2023, Nasdaq informed that there is uncertainty that Nasdaq will have completed its review of American Acquisition Opportunity?s listing application in connection with transaction to permit trading in the combined company?s securities upon closing of the transaction. The boards of directors of both companies have determined that they will waive the condition to closing that a Nasdaq listing shall have been obtained. On October 30, 2023, American Acquisition Opportunity?s shareholders approved the transaction.

Mitchell Nussbaum of Loeb & Loeb, LLP is serving as legal advisor and legal due diligence provider to AMAO. Clifford J. Hunt of Law Office of Clifford J. Hunt, P.A. is serving as SEC legal advisor to RMC and Barnes & Thornburg LLP is serving as Indiana corporate law advisor to RMC. Mark Zimkind of Continental Stock Transfer & Trust Company acted as transfer agent and registrar to AMAO. On June 28, 2023, AMAO engaged Vantage Point Advisors Inc. to provide a fairness opinion to AMAO as required under its charter. The parties anticipated that such opinion would be provided post-signing. After payment of a retainer and initial due diligence work, AMAO was informed by Inc. that it could not issue a fairness opinion due to the related party nature. Alliance Advisors, LLC acted as the Vantage Point Advisors proxy solicitor to AMAO for a fee of $15,000.

Royalty Management Corporation completed the acquisition of American Acquisition Opportunity Inc. (NasdaqCM:AMAO) from American Opportunity Ventures LLC and others in a reverse merger transaction on October 31, 2023. In connection with the transaction, Mark Jensen and Kirk Taylor resigned from the board of directors of American Acquisition Opportunity. Mr. Jensen also resigned as Chief Executive Officer of American Acquisition Opportunity although Kirk P. Taylor will remain as Chief Financial Officer. Thomas Sauve is the Chief Executive Officer of American Acquisition Opportunity post Business Combination. In addition, Julie K. Griffith has joined the board of directors of American Acquisition Opportunity.