Petro-Victory Energy Corp. Provides Corporate Update

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DALLAS, Nov. 24, 2025 /CNW/ - Petro-Victory Energy Corp. (TSXV: VRY) ("Petro-Victory" or "Company") announces that it intends to complete a non-brokered private placement of common shares of the Company ‎("Common Shares‎") at a price of CAD$1.50 per Common Share for gross proceeds of ‎US$125,000 (the "Offering"). The Company intends to use the net proceeds from the Offering for general working capital and capital expenditures related to the development of existing fields. The closing of the Offering is anticipated to occur on or about November 28, 2025 and is subject to closing conditions customary for offerings of this nature, including receipt by the Company of TSX Venture Exchange ("TSXV") acceptance.

The Company also announces that Charles H. "Chuck" Cotter has resigned from its Board of Directors to focus on his new role as Chief Executive Officer of Kerplunk. Mr. Cotter has been a valued director and continues to be a significant investor since October 2018. We thank Mr. Cotter for his leadership and contributions over the past seven years and wish him continued success in his new endeavor.

About Petro-Victory Energy Corp.

Petro-Victory Energy Corp. is an oil and gas company engaged in the acquisition, development, and production of crude oil and natural gas in Brazil. The total portfolio under management as of the date of this filing includes 49 concession contracts with 276,755 acres, net to Petro-Victory, plus an additional 6 concessions and 19,074 acres owned jointly with BlueOak in Capixaba Energia. Through disciplined investments in high-impact, low-risk assets, Petro-Victory is focused on delivering sustainable shareholder value. The Company's common shares trade on the TSX Venture Exchange under the ticker symbol VRY.

Cautionary Note

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States unless an exemption from such registration is available.

Advisory Regarding Forward-Looking Statements

In the interest of providing Petro-Victory's shareholders and potential investors with information regarding Petro-Victory's future plans and operations, certain statements in this press release are "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements"). In some cases, forward-looking statements can be identified by terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "forecast," "intend," "may," "objective," "ongoing," "outlook," "potential," "project," "plan," "should," "target," "would," "will" or similar words suggesting future outcomes, events or performance. The forward-looking statements contained in this press release speak only as of the date thereof and are expressly qualified by this cautionary statement.

Specifically, this press release contains forward-looking statements relating to, but not limited to, the closing date of the Offering, the use of proceeds from the Offering and TSXV acceptance for the Offering. These forward-looking statements are based on certain key assumptions regarding, among other things, the receipt of TSXV final acceptance for the Offering. Readers are cautioned that such assumptions, although considered reasonable by Petro-Victory at the time of preparation, may prove to be incorrect. Actual results achieved will vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors.

The above summary of assumptions and risks related to forward-looking statements in this press release has been provided in order to provide shareholders and potential investors with a more complete perspective on Petro-Victory's current and future operations and such information may not be appropriate for other purposes. There is no representation by Petro-Victory that actual results achieved will be the same in whole or in part as those referenced in the forward-looking statements and Petro-Victory does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities law. With respect to the proposed business combination, there can be no assurance that the Transaction will proceed as originally contemplated or at all.

SOURCE Petro-Victory Energy Corp.

For further information: Petro-Victory Energy Corp., Richard F. Gonzalez, CEO, 214-971-2647; Daniel R. Wray, CFO, 214-971-2647