3 Sixty Secure Corp. entered into a letter of intent to acquire Petro Vista Energy Corp. (TSXV:PTV.H) in a reverse merger transaction on September 21, 2018. In a related transactions, 3 Sixty Secure Corp. entered into an agreement to acquire Total Cannabis Security Solutions Inc. (TCSS) and 3Sixty will complete an equity private placement of subscription receipts for aggregate gross proceeds of no less than CAD 15 million and up to CAD 20 million. 3Sixty, Petro Vista and TCSS signed definitive agreement on November 9, 2018. Under the terms of the transaction, prior to the completion of the reverse merger, 3Sixty will amalgamate with TCSS to form Amalco and Amalco will continue the business of 3Sixty and TCSS under the name "3 Sixty Secure Corp.". Upon completion of which, 3Sixty and TCSS expect that there will be 143.9 million Amalco Shares outstanding on a fully-diluted basis. Holders of Petro Vista Shares are expected to own approximately 1.8% of the Resulting Issuer Shares and holders of Amalco common shares (including holders of Amalco common shares upon the deemed exercise of the 20.59 million subscription receipts of 3Sixty in connection with 3Sixty's previously announced subscription receipt offering) are expected to own approximately 98.2% of the Resulting Issuer shares. As of January 3, 2019, shares of Petro Vista were delisted NEX Board of the TSX Venture Exchange. As of September 21, 2018, Petro Vista has 4.1 million Petro Vista Shares issued and outstanding and 1.1 million common share purchase warrants to acquire Petro Vista Shares. Each Petro Vista Warrant shall be exercised and the Petro Vista Shares will be consolidated on the basis of two old Petro Vista Shares for one new Petro Vista Share resulting in approximately 2.6 million Petro Vista Shares outstanding on a post Consolidation basis. Upon the completion of the reverse merger and following the consolidation, holders of Amalco Shares will receive one Resulting Issuer Share per Amalco Share and the Amalco Shares will be cancelled. All convertible securities of Amalco shall be exchanged on a one-for-one basis for equivalent securities of the Resulting Issuer. Immediately prior to the completion of the reverse merger and pursuant to the exercise of the Petro Vista Warrants, there shall be no holders of convertible securities of Petro Vista. It is anticipated that all Resulting Issuer Shares to be received by current holders of 3Sixty Shares and TCSS Shares shall be subject to lock-up arrangements, pursuant to which 25% of such holder's Resulting Issuer Shares shall become freely tradeable at each of three months, six months, nine months and twelve months from the date of the completion of the reverse merger. As an incentive for the early exercise of the outstanding warrants of TCSS, to the extent holders of TCSS Warrants exercise their warrants in exchange for TCSS Shares prior to the completion of the transactions, such warrant holders will be subject to an abbreviated lock-up period in respect of the shares received by the warrant holder upon exercise of their TCSS Warrants. Following completion, Petro Vista (then, the “Resulting Issuer”) will continue the business of Amalco and will change its name to “3 Sixty Secure Corp.” The board of Directors of the Resulting Issuer shall be reconstituted to consist of such Directors as 3Sixty and TCSS shall determine, and each of the officers of Petro Vista shall resign and be replaced with officers appointed by the new board of Directors. The Amalco will appoint Thomas Gerstenecker as Chief Executive Officer and Director, David Hyde as President, Carlo Rigillo as Chief Financial Officer, Craig Brommel as Chief of Security and Intel, Neil Weaver as Chief Commercial Officer, Gaetan Lussier as Chairman, Vernon White, Igor Gimelshtein and Nancy Croitoru as Directors. The reverse merger transaction is subject to various conditions, including 3Sixty and TCSS completing the amalgamation, each of Petro Vista, 3Sixty and TCSS calling and holding meetings of their respective Directors and shareholders to gain approval for in the case of 3Sixty, the continuance, amalgamation and reverse merger, in the case of TCSS, the amalgamation and reverse merger, in the case of Petro Vista, majority of the minority shareholder approval for the delisting of the Petro Vista Shares from the TSXV, such other approvals as may be required from the Directors and shareholders of Petro Vista, 3Sixty and TCSS, 3Sixty completing the Private Placement, Petro Vista and Amalco entering into a definitive agreement in respect of the reverse merger. It is intended that reverse merger will occur after the Petro Vista Shares have been delisted from the TSXV. The reverse merger is subject to requisite regulatory approval, including the approval of the CSE for the listing of the resulting issuer shares and customary closing conditions, including the approval of the Directors of each of Petro Vista and Amalco of the definitive agreement and the other conditions. As of December 19, 2018, the Canadian Securities Exchange conditionally granted the listing approval. The transaction is expected to complete by March 31, 2019. Hillcrest Merchant Partners and Liberty North Capital acted as financial advisor to 3 Sixty. Canaccord Genuity Corp. acted as financial advisor to TCSS. Darryl Cardey of McMillan LLP acted as legal advisor for Petro Vista. Thomas Gertenecker of Stikeman Elliott LLP acted as legal advisor for 3Sixty. Amalco will pay a finder's fee to a third party in connection with the reverse merger in the amount of CAD 0.3 million, to be paid in the form of Resulting Issuer Shares. 3 Sixty Secure Corp. completed the acquisition of Petro Vista Energy Corp. (TSXV:PTV.H) in a reverse merger transaction on January 4, 2019. The resulting issuer has been renamed as 3 Sixty Risk Solutions Ltd. and expects to commence trading on the Canadian Securities Exchange on or about January 8, 2019 under the ticker symbol “SAFE”.