Two weeks until the loi becomes a definitive agreement. Continuing to load in the meantime, might sell everything else tomorrow and go all in here. Clearly to anyone that can read, Novas will own almost all of the preferred stock and I'm sure will become ceo shortly after closing of the deal. I'm investing in him and GSCG and am thankful to be able to do early in the game. The reward is too great here and anyone that can't see that clearly hasn't done any research. Nothing indicates any negative activity since the loi besides the dilution which we knew was coming. A chance to load cheap. Now it's just load until news and decide when to start taking a little profit, .01,.05,.15 or wait and see where it's at in a year. Win win either way. Everyone involved here will benefit, best of luck
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On May 23, 2019, Lans Holdings Inc. (the “Company” or “LAHO”) entered into a Binding Letter of Intent (“LOI”), with Global Stem Cells Group Inc. (“GSCG”), a corporation duly formed under the laws of the State of Florida, (collectively the “Parties”), setting forth the principal terms pursuant to which the Company will acquire 50,000,000 shares of common stock of GSCG, representing all of GSCG’s issued and outstanding shares of common stock and 100% ownership in GSCG (“GSCG Shares”), which GSCG Shares are all held by Benito Novas (“BN” or the “Shareholder”), (the “Transaction”).
The LOI sets forth the terms of the Transaction as follows:
1.Subject to LAHO declaring itself satisfied with its due diligence of GSCG within 60 days of the execution of the LOI, the Parties agree to enter into a definitive agreement for the consummation of the Transaction within 150 days of the execution of the LOI and the closing of the Transaction shall occur at the time of execution or such later date as is practicable following the execution of the definitive agreement.
2. Such definitive agreement will incorporate the Parties’ understandings with respect to the terms of the closing of the Transaction, among other things, the following:
(i) LAHO shall receive all of the GSCG Shares from BN.
(ii) In exchange for the GSCG Shares, LAHO shall issue the following to BN:
a.237,500 shares of Series C Preferred Stock; and
b.8,974 shares of Series D Preferred Stock.
c.In addition, LAHO shall pay an amount equal to $300,000 USD to GSCG which may be paid in multiple tranches with the total payment amount being paid in full at the latest upon execution of the Definitive Agreement or at such other date as shall be specified by the Parties; ?
d.Each of LAHO and GSCG shall retain its respective current CEO and Director(s), and no other director(s) shall be appointed within the context of the Closing. ?
