SOURCE: AV1 Group Inc.

AV1 Group Inc.

September 16, 2015 10:00 ET

AV1 Group Announces Private Placement of $2 Million Consisting of Cumulative Redeemable Preferred Stock Paying 12% Dividend

LA JOLLA, CA--(Marketwired - Sep 16, 2015) - AV1 Group, Inc. (OTC PINK: AVOP) is pleased to announce announced today that the Company has filed a Form D with the Securities and Exchange Commission for a $2 million private placement under the auspices of Rule 506(c) of Regulation D for accredited and institutional investors. The placement has been structured by offering 2million Class B Preferred Shares at the price of $1 per share. The Class B Cumulative Redeemable Preferred Shares will pay a twelve percent (12%) cumulative dividend each fiscal year, with a sinking fund set up for the first year. The Class B Preferred Shares are redeemable at 120% of the purchase price any time after two years from date of issuance. The Company pays an 8% placement commission to registered broker-dealers.

The Company intends to use the net proceeds from this transaction to repurchase shares of its common stock; development and launch of internally developed products and services; mergers and acquisitions; and general working capital. Such stock repurchases may be made in the open market, block trades or privately-negotiated transactions. In connection with the foregoing, the Company's Board of Directors has approved a share repurchase program that authorizes the Company to repurchase up to $200,000 in shares of common stock.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities ofAV1 Group, Inc., nor shall there be any sale of securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The shares offered in the private placement have not been registered under the Securities Act of 1933, as amended, or state securities laws, and may not be offered or sold in the United States without being registered with the Securities and Exchange Commission (SEC) or through an applicable exemption from SEC registration requirements.

About AV1 Group, Inc.: AV1 Group, Inc. is a publicly traded investment and holding company established to identify, secure, and monetize emerging growth companies, technologies and ecommerce businesses positioned for exponential growth. The Company seeks to discover inspired entrepreneurs with revolutionary concepts which can make a substantial footprint in markets that the Company believes to have considerable growth potential. AV1 Group, Inc.'s comprehensive business model also includes a division which delivers internally created projects that are poised for revenue generation, and a platform enabling the Company to develop embryonic stage subsidiaries under one umbrella, bringing a spectrum of backgrounds to the table, thus providing a significant resource of experience, knowledge and expertise to every venture. AV1 Group, Inc. explores every opportunity to help each sector exceed their revenue goals while building close, active working relationships; preparing each respective division to be a robust competitor in their chosen markets. For more information visit: http://www.av1group.com/

Safe Harbor Statement: The press release may include certain statements that are not descriptions of historical facts but are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may include the description of our plans and objectives for future operations, assumptions underlying such plans and objectives, and other forward-looking terminology such as "may," "expects," "believes," "anticipates," "intends," "projects," or similar terms, variations of such terms or the negative of such terms. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. Such information is based upon various assumptions made by, and expectations of, our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to significant economic and competitive uncertainties and contingencies beyond our control and upon assumptions with respect to the future business decisions, which are subject to change. Accordingly, there can be no assurance that actual results will meet expectation and actual results may vary (perhaps materially) from certain of the results anticipated herein. We are under no obligation to (and expressly disclaim any such obligation to) update or alter our forward-looking statements, whether as a result of new information, future events or otherwise.

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