The Exchange. At the Closing (as hereinafter defined), all of the Boomer Shares issued and outstanding immediately prior to the Closing Date shall be exchanged for Forty Million Three Hundred Twenty-Six Thousand Nine Hundred Thirteen (40,326,913) shares of Remaro Common Stock (i.e. the Exchange Shares. For sake of clarity, all of the Boomer Shares shall be transferred to Remaro, and the Exchange Shares shall be issued to the Boomer Shareholder. Immediately following the Exchange, the Majority Shareholder shall retire 8,000,000 of the 10,511,000 shares of Remaro Common Stock held immediately prior to the Exchange. From and after the Closing Date, the Boomer Shareholders shall no longer own any Boomer Shares. Any fractional shares that would result from such exchange will be rounded up to the next highest whole number.
