Agreement and Plan of MergerMerger Agreement • July 7th, 2014 • Quantumsphere, Inc. • Industrial inorganic chemicals • Nevada
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of November 15, 2013, by and among Way Cool Imports, Inc., a Nevada corporation (“Parent”); Way Cool Merger Sub, Inc., a corporation to be formed as a wholly-owned subsidiary of Parent (“Merger Sub”); and QuantumSphere, Inc., a California corporation (the “Company” and, together with Parent and Merger Sub, the “Parties”). The capitalized terms used in this Agreement are defined in Exhibit A.
Amended and Restated Agreement and Plan of MergerAgreement and Plan of Merger • July 7th, 2014 • Quantumsphere, Inc. • Industrial inorganic chemicals • Nevada
This Amended and Restated Agreement and Plan of Merger (this “Agreement”) is made and entered into as of April 22, 2014, by and among Way Cool Imports, Inc., a Nevada corporation (“Parent”); Way Cool Merger Sub, Inc., a Nevada corporation and a wholly-owned subsidiary of Parent (“Merger Sub”); and QuantumSphere, Inc., a California corporation (the “Company” and, together with Parent and Merger Sub, the “Parties”). The capitalized terms used in this Agreement are defined in Exhibit A. This Agreement amends and restates that certain Agreement and Plan of Merger dated as of November 15, 2013 originally entered into by and among the Parties (the “Original Agreement”).
