AGREEMENT OF MERGERAgreement of Merger • January 29th, 2020 • Red Cat Holdings, Inc. • Services-prepackaged software • Ohio
THIS AGREEMENT OF MERGER (this “Agreement”), dated January 23, 2020, is by and among Red Cat Holdings, Inc. f/k/a TimefireVR, Inc., a Nevada corporation (“Purchaser”), Rotor Riot Acquisition Corp., an Ohio corporation and wholly owned subsidiary of Purchaser (“Sub”), Rotor Riot, LLC, an Ohio limited liability company (“Company”), and the selling holder signatories hereto (the “Selling Holders”). Each of Purchaser, Sub, Company and Selling Stockholders are referred to herein as a “Party” and collectively as the “Parties”.
AMENDMENT NO. 2 TO AGREEMENT OF MERGERAgreement of Merger • January 29th, 2020 • Red Cat Holdings, Inc. • Services-prepackaged software • Ohio
THIS AMENDMENT NO. 2 TO AGREEMENT OF MERGER (this “Second Amendment”) is made as of January 22, 2020, by and among Red Cat Holdings, Inc. f/k/a TimefireVR, Inc., a Nevada corporation (the “Purchaser”), Rotor Riot Acquisition Corp., an Ohio corporation and wholly owned subsidiary of the Purchaser (“Ohio Sub”), Rotor Riot, LLC, an Ohio limited liability company (“Company”), and the selling holder signatories hereto (the “Selling Holders”), and joined in by Rotor Riot Acquisition Corp., a Delaware corporation and wholly owned subsidiary of the Purchaser (“Delaware Sub”). Each of the Purchaser, the Ohio Sub, the Company, the Selling Holders and the Delaware Sub are referred to herein as a “Party” and collectively as the “Parties”.
AMENDMENT NO. 1 TO AGREEMENT OF MERGERAgreement of Merger • January 29th, 2020 • Red Cat Holdings, Inc. • Services-prepackaged software • Ohio
THIS AMENDMENT NO. 1 TO AGREEMENT OF MERGER (this “Amendment”) is made as of January 14, 2020, by and among Red Cat Holdings, Inc. f/k/a TimefireVR, Inc., a Nevada corporation (the “Purchaser”), Rotor Riot Acquisition Corp., an Ohio corporation and wholly owned subsidiary of the Purchaser (“Sub”), Rotor Riot, LLC, an Ohio limited liability company (“Company”), and the selling holder signatories hereto (the “Selling Holders”). Each of the Purchaser, the Sub, the Company and the Selling Holders are referred to herein as a “Party” and collectively as the “Parties”.
MAKE WHOLE AGREEMENTMake Whole Agreement • January 29th, 2020 • Red Cat Holdings, Inc. • Services-prepackaged software • Nevada
This Make Whole Agreement (this “Agreement”) is made and entered into as of January 23, 2020, among Rotor Riot, LLC, an Ohio limited liability company (“Rotor Riot”), Brains Riding in Tanks, LLC, an Ohio limited liability company (“BRIT”) and Chad Kapper (“Kapper”; and together with Rotor Riot and BRIT, the “Indemnitees”), and Red Cat Holdings, Inc., a Nevada corporation (“Red Cat”).
