United Rail, Inc.OTC: URAL

Private placement memorandum completed pending legal review

· Issued by United Rail, Inc.

URAL UPDATE TO PRIVATE PLACEMENT MEMORANDUM FUNDRAISING            

GREEN VITALITY INVESTMENT HOLDINGS INC. (FORMER NAME: UNITED RAIL INC. – OTCMarkets TICKER: URAL)

LAS VEGAS, NV, APRIL 6, 2021

Following announcements of February 12, 2021, the company is pleased to announce that its planned Private Placement Memorandum (PPM) under s506D is in final draft review before being sent to its legal advisor and attorney Matthew McMurdo Esq.  The PPM together with Subscription Agreement and the Registration Rights Agreement will be provided to shareholders once formal legal review is completed.  The PPM is expected to achieve several aims.

  1. Recapitalize shareholders holding less than marketable quantities.
  2. Creating liquidity, market transparency and shareholder wealth
  3. Fundraise working capital funds for business development.
  4. Cleaning up and tidying the share register
  5. Allowing the affected shareholders holding non-marketable parcels to acquire shares at a discount to market in an attempt to recoup their losses caused by the harsh ratio of the reverse splits over the previous history of the company under and administered by the prior management.

The fundraising, if fully taken up, will raise up to USD$1.25m and add 500,000 (approx.) shares to the amount of outstanding shares.  These shares will have rights of conversion to unrestricted registered shares and be included in the REG A plus which would follow on as a fully registered offering post the close of the PPM.  Therefore, after a short holding period and consolidation, the PPM acquired shares will become free to trade as registered securities. 

Funds to be raised by the PPM will be used for working capital, business cashflow sustainability, identifying acquisition opportunities to grow the business and to fund the investor relations and REG A plus fundraising and promotions of business operations.

The PPM is expected to be ready and sent to shareholders with relevant announcements to be made to the market before the end of April 2021.

SEC REG A plus

The REG A is planned to be filed and to become effective for the new fiscal year post April 1, 2021 and will be subject to the usual SEC and authority laws and approvals.  

In the case of the REG A plus being fully subscribed at the proposed issue price, on that basis there will be issued total float shares registered and freely able to trade in the amount of 7,500,000 approximately, raising up to USD$20,000,000.00.

The aims of the REG A plus would be to:

  1. Raise capital for business expansion and acquisitions.
  2. Create liquidity in the number of shares trading by increasing the amount of common stock issued.
  3. Conversion of Notes and S506D subscriptions.

Funds raised under the Reg A plus will be used for commission payments, working capital, business acquisitions being earnings and profit positive, subject to the amount raised.

There are several expressions of interest for the Reg A Plus from independent third party non-current shareholders to be subscribers / investors for a full Reg A subscription or underwriting.   This is only a preliminary plan and there is no guarantee that the investors will actually subscribe at the time of the Registration.

More information is to be announced on the proposed acquisitions in due course as it is still commercially sensitive to make any further announcement until and if the particular transactions close. 

Further to several MOU announced since early in September 2020, the company will be making announcements of its progress with business operations in due and proper course

About UNITED RAIL INC

UNITED RAIL INC, (OTC TICKER: URAL) a company incorporated under the laws of State of Nevada, USA, has formally changed its name to GREEN VITALITY INVESTMENT HOLDINGS INC. The company is currently processing the name change via various appropriate and relevant authorities (FINRA, OTC, DTCC etc) and will advise in due course when the name change becomes effective.  The company is a subsidiary of UK based Zaja Asset Management Services Limited, is an incubator company engaged in promotion of investments in various business sectors. 

For more information about UNITED RAIL INC please visit https://www.otcmarkets.com/stock/URAL/profile

UNITED RAIL INC Forward-Looking Statement
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends affecting the financial condition of our business. Forward-looking statements include our expectations regarding UNITED RAIL INC’s ability to enter into the MOU on terms acceptable to UNITED RAIL INC, if at all, potential benefits to UNITED RAIL INC under the MOU.  These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including, among other things: our ability to negotiate and enter into the MOU on acceptable terms, if at all; our history of operating losses and uncertainty of future profitability; the final outcome of any pending litigation; our ability to implement our growth strategy; anticipated trends in our business; our limited product line and distribution channels; advances in technologies and development of new competitive products; our ability to comply with the OTC continued listing standards; our ability to maintain effective internal control over financial reporting; the impact of the current coronavirus pandemic; and other risk factors detailed in our most recent Annual Report on Form 10-K and other SEC and OTC filings. You are urged to carefully review and consider the disclosures found in our SEC / OTC filings, which are available at http://www.sec.gov or at https://www.otcmarkets.com/stock/URAL/profile.

Investors are urged to consider statements that include the words “will,” “may,” “could,” “should,” “plan,” “continue,” “designed,” “goal,” “forecast,” “future,” “believe,” “intend,” “expect,” “anticipate,” “estimate,” “project,” and similar expressions, as well as the negatives of those words or other comparable words, to be uncertain forward-looking statements.

You are cautioned not to place undue reliance on any forward-looking statements, any of which could turn out to be incorrect. We undertake no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise after the date of this report. In light of these risks and uncertainties, the forward-looking events and circumstances discussed in this report may not occur and actual results could differ materially from those anticipated or implied in the forward-looking statements.

References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. UNITED RAIL INC is not responsible for the contents of third-party websites.


UNITED RAIL INC Media Contacts:
Zac Andrejic
Head of Investor Relations
zac@zamsltd.com