Business
New Purchase Agreement of the Company shares
New Purchase Agreement of the Company shares.
About this update from Motomova Inc.
[{"type":"text","content":"Supplemental Report\r\n\r\nMotomova Inc.\r\n 575 Fifth Avenue, Suite 15-121, New York, NY 10017\r\n 646-257-4214\r\n www.motomova.com\r\n [email protected]\r\n\r\nOn June 12, 2025, Motomova,\r\n Inc., a Delaware corporation (the “Company” or “Motomova”), entered into an\r\n agreement with NLI170 Investments LLC, a Michigan limited liability company (\r\n “Buyer”) pursuant to which the Buyer agreed to purchase all the outstanding\r\n shares of stock of the Company from the shareholders. The agreement also\r\n provides that no later than July 14, 2025, Buyer shall lend Motomova $720,000,\r\n of which $400,000 shall be used to pay down a portion of the outstanding $709,920\r\n of the 10% Original Issue Discount Senior Unsecured Promissory Notes and the\r\n balance shall be used as working capital for the Company. Buyer also agreed to\r\n lend the Company an additional $500,000 upon its request. The agreement\r\n provides that at closing, the Buyer shall pay $6,900,000 to the shareholders of\r\n Motomova less the amounts loaned to the Company. \r\n\r\nMotomova agreed not to take\r\n certain action without the prior consent of the Buyer, including incurring\r\n additional debt, authorize any shares or convertible securities, acquire any\r\n company, or discuss a potential acquisition, merger or other type of business\r\n combination with any other party.\r\n\r\nIf the proposed acquisition\r\n by the Buyer occurs, the amounts loaned to the Company shall be converted to\r\n the number of shares of common stock of the Company based on a pre-money\r\n valuation of Motomova of $6,900,000.\r\n\r\nThe closing of the\r\n acquisition is conditioned upon many factors, including without limitation,\r\n confirmation from the holders of no less than 80% of the outstanding\r\n indebtedness represented by the Notes to the transaction and all the\r\n shareholders of the Company. At closing, the board of directors of Motomova\r\n will consist of persons nominated by the Buyer.\r\n\r\n \r\n\r\nIssuer\r\n Certification\r\n\r\n \r\n\r\nI, Menachem Shalom, the Chief Executive Officer of Motomova Inc.\r\n (the “Company”), certify that: \r\n\r\n1. \r\n I have reviewed this Supplemental\r\n Report of the Company; and \r\n\r\n \r\n\r\n2. &...