EZRAIDER CO. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
In accordance with Item 9.01(a), the audited financial statements of EZ
Raider LLC from inception and for the fiscal year ended December 31, 2020
with and the accompanying notes and the unaudited financial statements of EZ
Global and EZ Raider LLC for the five months ended May 31, 2021 with the
accompanying notes are included in this Current Report attached as exhibit
99.1.
(b) Pro Forma Financial Information.
In accordance with Item 9.01(b), the unaudited pro forma condensed combined
financial statements for the fiscal year ended February 28, 2021 and as of
and for the five months ended May 31, 2021 are included in this Current
Report attached as exhibit 99.1.
(d) Exhibits.
In reviewing the agreements included or incorporated by reference as exhibits
to this Current Report on Form 8-K, please remember that they are included to
provide you with information regarding their terms and are not intended to
provide any other factual or disclosure information about the Company or the
other parties to the agreements. The agreements may contain representations
and warranties by each of the parties to the applicable agreement. These
representations and warranties have been made solely for the benefit of the
parties to the applicable agreement and:
• should not in all instances be treated as categorical statements of fact, but
rather as a way of allocating the risk to one of the parties if those
statements prove to be inaccurate;
• have been qualified by disclosures that were made to the other party in
connection with the negotiation of the applicable agreement, which disclosures
are not necessarily reflected in the agreement;
• may apply standards of materiality in a way that is different from what may be
viewed as material to you or other investors; and
• were made only as of the date of the applicable agreement or such other date
or dates as may be specified in the agreement and are subject to more recent
developments.
Accordingly, these representations and warranties may not describe the actual
state of affairs as of the date they were made or at any other time. Additional
information about the Company may be found elsewhere in this Current Report on
Form 8-K and the Company's other public filings, which are available without
charge through the SEC's website at http://www.sec.gov.
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Exhibit No. Description
2.1 Agreement and Plan of Merger and Reorganization, dated as of
September 14, 2021, by and among the Company, E-Waste Acquisition
Corp. and EZRaider Global, Inc. (incorporated by reference to
Exhibit 2.1 to the Registrant's Current Report on Form 8-K, filed
September 20, 2021)
3.1 Articles of Incorporation of Registrant (incorporated by
reference to Exhibit 3.1 of the Company's Registration Statement on
Form S-1, dated January 26, 2012 (File No. 333-180251)
3.2 Bylaws of the Registrant (incorporated by reference to Exhibit
3.2 of the Registrant's Registration Statement on Form S-1, dated
January 26, 2012 (File No. 333-180251)
3.3 Articles of Amendment to Articles of Incorporation of Registrant
(incorporated by reference to Exhibit 3.2 to the Registrant's
Current Report on Form 8-K, dated September 3, 2021)
4.1 Promissory Note issued by EZ Raider LLC to Konrad Koss in the
principal amount of $200,000 dated March 12, 2020 (incorporated by
reference to Exhibit 4.1 to the Registrant's Current Report on Form
8-K, filed September 20, 2021)
4.2 Amendment No.1 to Promissory Note issued to Konrad Koss, dated
July 11, 2021 (incorporated by reference to Exhibit 4.2 to the
Registrant's Current Report on Form 8-K, filed September 20, 2021)
4.3 Secured Convertible Promissory Note issued by EZ Raider LLC to
Cooper Dubois, dated January 8, 2021 (incorporated by reference to
Exhibit 4.3 to the Registrant's Current Report on Form 8-K, filed
September 20, 2021)
4.4 Form of Warrant, dated April 12, 2021 (incorporated by reference
to Exhibit 4.1 to the Registrant's Current Report on Form 8-K, dated
April 16, 2021)
10.1 Authorized Exclusive Distribution Agreement by and between D.S
Raider Ltd and EZ Raider LLC, dated September 12, 2019
(incorporated by reference to Exhibit 10.1 to the Registrant's
Current Report on Form 8-K, filed September 20, 2021)
10.2 Renewal to the Authorized Exclusive Distribution Agreement, dated
September 2, 2021 (incorporated by reference to Exhibit 10.2 to
the Registrant's Current Report on Form 8-K, filed September 20,
2021)
10.3 Share Purchase Agreement by and between D.S. Raider Ltd and
EZRaider Global, Inc. dated February 10, 2021 (incorporated by
reference to Exhibit 10.3 to the Registrant's Current Report on Form
8-K, filed September 20, 2021)
10.4 First Extension Letter-Agreement to the Share Purchase Agreement
by and between DS Raider Ltd. and EZRaider Global, Inc., dated March
30, 2021 (incorporated by reference to Exhibit 10.4 to the
Registrant's Current Report on Form 8-K, filed September 20, 2021)
10.5 Second Extension Letter-Agreement to the Share Purchase Agreement
between D.S Raider Ltd. and EZRaider Global, Inc., dated August 31,
2021 (incorporated by reference to Exhibit 10.5 to the
Registrant's Current Report on Form 8-K, filed September 20,
2021)
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Exhibit No. Description
10.6 Purchase Agreement between EZRaider Global, Inc. and EZRaider
Hawaii dated August 16, 2021 (incorporated by reference to Exhibit
10.6 to the Registrant's Current Report on Form 8-K, filed September
20, 2021)
10.7 Form of Subscription Agreement between the Registrant and the
investors party thereto dated September 14, 2021 (incorporated by
reference to Exhibit 10.7 to the Registrant's Current Report on Form
8-K, filed September 20, 2021)
10.8 Share Exchange Agreement by and between EZRaider Global, Inc. and
EZ Raider LLC dated July 11, 2021 (incorporated by reference to
Exhibit 10.8 to the Registrant's Current Report on Form 8-K, filed
September 20, 2021)
10.9 Share Purchase Agreement by and among EZRaider Global, Inc., GEM
Global Yield LLC and GEM Yield Bahamas Limited dated March 23,
2021 (incorporated by reference to Exhibit 10.9 to the
Registrant's Current Report on Form 8-K, filed September 20, 2021)
10.10 Registration Rights Agreement dated March 23, 2021 (incorporated
by reference to Exhibit 10.10 to the Registrant's Current
Report on Form 8-K, filed September 20, 2021)
10.11 Letter of Intent, by and among the Registrant, EZ Global, Inc. and
EZ Raider LLC, dated as of May 25, 2021 (incorporated by reference
to Exhibit 10.1 to the Registrant's Current Report on Form 8-K,
dated June 1, 2021)
10.12 Side Letter-Agreement, by and among the Registrant, EZ Global,
Inc. and EZ Raider LLC, dated as of May 25, 2021 (incorporated by
reference to Exhibit 10.2 to the Registrant's Current Report on Form
8-K, dated June 1, 2021)
10.13 Form of Subscription Agreement by the Registrant and investors
party thereto, dated April 12, 2021 (incorporated by reference to
Exhibit 10.1 to the Registrant's Current Report on Form 8-K, dated
April 16, 2021)
14.1 Registrant's Code of Ethics (incorporated by reference to
Exhibit 14.1 to the Registrant's Registration Statement on Form S-1,
dated January 26, 2012)
99.1 Financial Statements of Businesses Acquired and Pro Forma
Financial Information (incorporated by reference to Exhibit 99.1
to the Registrant's Current Report on Form 8-K, filed
September 20, 2021)
101.INS* XBRL Instance Document
101.SCH* XBRL Schema Document
101.CAL* XBRL Calculation Linkbase Document
101.LAB* XBRL Label Linkbase Document
101.PRE* XBRL Presentation Linkbase Document
101.DEF* XBRL Definition Linkbase Document
* Filed herewith.
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