Red Cat Holdings Inc (RCAT)

[bonedaddy77]

I checked the 8K/A filing from yesterday and looks like the increase is just the shares issued as part of merger

Parent is unable to issue all of the Parent Stock and shall issue: (i) 236,000,000 shares of Parent Common Stock to Shareholder Jeffrey M. Thompson in exchange for 63,466 Company Shares held by Mr. Thompson; and (ii) 2,169,068.0554 shares of Series A Preferred Stock having rights and preferences substantially as set forth in Exhibit A annexed hereto (the “ Interim Preferred ”), pro rata, to each Shareholder (including Mr. Thompson, in exchange for his remaining Company Shares). The Interim Preferred shall be convertible into such number of shares of Parent Common Stock as shall equal the difference between the number of shares of Parent Common Stock issued at Closing and the number of shares of Parent Common Stock that is required to be issued in order for the Shareholders, in the aggregate, to receive the Intended Percentage of Parent Common Stock, on a fully-diluted basis. The Interim Preferred shall vote as a class with the Parent Common Stock on all matters requiring a vote of Parent Common stock, on an as converted basis. Any Shareholder who would, as a result of the transactions contemplated herein, receive five (5%) or greater of the issued and outstanding Parent Common Stock (a “5% Owner”) shall have the right to elect to receive Interim Preferred in lieu of Parent Stock at Closing for such excess amount.

Prior to execution of this Agreement all outstanding Series A Preferred Stock (the “Old Series A”) of the Company shall be immediately cancelled and redeemed for $10. The Board of Directors of the Company shall invalidate any and all actions heretofore authorized or approved upon the vote of the Old Series A of the Company.