Item 1.01 Entry into a Material Definitive Agreement.
On December 30, 2021, EZ Raider Global, Inc., a Nevada corporation ("EZ
Global"), which is a wholly-owned subsidiary of EZRaider Co., a Florida
corporation (the "Company"), and D.S. Raider Ltd., a company incorporated under
the laws of Israel ("D.S Raider"), that designs, manufactures and sells
electric-powered, tactical manned vehicles known as "EZRaider Vehicles," entered
into a memorandum of understanding (the "Memorandum"), which amended certain
terms of the Share Purchase Agreement EZ Global, D.S Raider, and the
shareholders of D.S Raider entered into on August 31, 2021 (as previously
amended on March 30, 2021 and August 31, 2021, the "Purchase Agreement"),
pursuant to which, among other things, EZ Global had the exclusive right to
acquire 100% of the capital stock of D.S Raider on or before December 31, 2021
(the "Exclusivity Date"), for an aggregate purchase price of $30,000,000. EZ
Global previously purchased approximately 6.7% of the issued and outstanding
capital stock of D.S Raider (295,947 Ordinary Shares), for an aggregate purchase
price of $3,850,000.
Pursuant to the Memorandum, in consideration for D.S Raider's agreement to
extend the Exclusivity Date to March 15, 2022, EZ Global agreed that, by
December 31, 2021, it would secure $1,600,000 of purchase orders for EZRaider
Vehicles for the 2022 year (the "Purchase Orders"). EZ Global is required to pay
DS Raider a down payment of $800,000 (the "Down Payment"), representing 50% of
the purchase price for the Purchase Orders, no later than January 17, 2022. Upon
securing the Purchase Orders and making the Down Payment, EZ Global's right to
be the exclusive distributer of EZRaider Vehicles in the United States, which
was granted to EZ Global's wholly-owned subsidiary, EZ Raider LLC, a Washington
limited liability company ("EZ LLC"), pursuant to the Authorized Exclusive
Distribution Agreement EZ LLC and D.S Raider entered into on September 12, 2019
(as previously amended on September 2, 2021, the "Distribution Agreement"), will
be extended through January 31, 2023. However, if (a) the Purchase Orders are
not secured, (b) the Down Payment is not made, or (c) EZ Global does not
consummate any of the Purchase Orders previously placed, D.S Raider has the
right to terminate the Distribution Agreement in its sole discretion. Subject to
the consummation of EZ Global's acquisition of D.S Raider by March 15, 2022, EZ
Global may thereafter change or cancel any of the Purchase Orders in its sole
discretion.
The parties also agreed that Michael (Miki) Bar, the retiring Chief Executive
Officer of D.S Raider, would be appointed as a member of the Company's
management.
- 2 -
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses