Yes, it is all in the 8k https://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=12061680 I have seen many, many reverse mergers. Also, in this 8k, it states that OMVS will retain Garett Parsons as it's CEO within the context of the closing of the transaction and that Steve Reinharz will remain CEO of RAD (the surviving entity of the two companies). This means that Parsons will be CEO until the closing of the transaction. After that, Reinharz is CEO of the publically traded RAD (formely OMVS).
The present document is a Binding Letter of Intent (“Binding LOI”) between Robotic Assistance Devices LLC, a Wyoming Limited Liability Corporation having its principle place of business at 31103 Rancho Viejo Road, Suite D2114, San Juan Capistrano, CA 92675 (“RAD”), Steve Reinharz, as sole and managing member of RAD (“SR”), and On the Move Systems Corp., a publicly traded Nevada corporation (“OMVS”) (RAD, SR and OMVS, shall be referred to herein as Parties or Party), whereby OMVS shall purchase all of the equity interest and ownership in RAD under the following terms and conditions:
1. SR holds 100% of the equity interest and ownership in RAD (“RAD Equity”).
2. The Parties agree that OMVS shall purchase from SR the whole of the RAD Equity (the “Transaction”) for the consideration set out in Section 6(iii) (“Consideration”).
3. The Parties agree and undertake to enter into mutually agreeable definitive agreements (“Definitive Agreement”) and any other documents necessary for the closing of the Transaction, within 90 days of the execution of this LOI.
4. The Parties hereby acknowledge and agree that this LOI and the execution of a Definitive Agreement is subject to and contingent upon OMVS having first declared itself satisfied (“Due Diligence Satisfaction”) within a period of 60 days from the date of the execution of this LOI (“Due Diligence Satisfaction Deadline”) with the results of its due diligence of RAD.
5. SR undertakes to cause the conversion of RAD from a limited liability corporation to a C Corporation as soon as practicable and in any event, no later than the Due Diligence Satisfaction Deadline.
6. Upon conversion into a C Corporation, SR shall serve as CEO and director of RAD.
7. The Parties further agree that prior to the closing of the Transaction each of the Parties shall have obtained all consents and approvals including, without limitation, board of director approval and shareholder consent, as are necessary for the approval of the Transaction, and the execution of all related documents including, without limitation, the Definitive Agreement.
8. The Definitive Agreement will incorporate the Parties’ understandings with respect to the terms of the closing of the Transaction, among other things, the following:
(i) OMVS shall receive the whole of the RAD Equity;
(ii) SR shall deliver to OMVS certificates representing the RAD Equity upon execution of the Definitive Agreement or at such other date as shall be specified by the Parties;
(iii) In exchange for the RAD Equity, OMVS shall issue the Consideration to SR, consisting of:
a. 3,350,000 shares of Series E Preferred Stock;
b. 2,450 shares of Series F Preferred Stock;
(iv) OMVS shall deliver the Consideration to SR upon execution of the Definitive Agreement or at such other date as shall be specified by the Parties;
(v) OMVS will retain its current CEO and Director, Garett Parsons, and no other director shall be appointed within the context of the closing of the Transaction.
(vi) SR shall continue to be CEO and Director of RAD;
9. The Parties undertake and guarantee not to enter into, engage in, nor entertain to enter into any change of control or other material transactions independently, with other third parties at any time during the term of this LOI.
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