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RumbleOn Inc.

NASDAQ: RMBL    
Share price (12/20/24): $5.19    
Market cap (12/20/24): $184 million

Plans of Reorganization, Merger, Acquisition or Similar Filter

EX-2.2
from 8-K 5 pages First Amendment to Membership Interest Purchase Agreement
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EX-2.1
from 8-K 118 pages 4.28 Withholding 42 4.29 Employee Benefits and Compensation 42 4.30 Real Property 43 4.31 Accounts 44 4.32 Tax Matters 45 4.33 Environmental Laws 46 4.34 Finders’ Fees 46 4.35 Powers of Attorney and Suretyships 47 4.36 Certain Business Practices 47 4.37 Money Laundering Laws 47 4.38 Ofac 47 4.39 Not an Investment Company 47 Article V. Representations and Warranties of the Sellers 47 5.1 Ownership of Interests; Authority 47 5.2 Approvals and Consents 48 5.3 Non-Contravention 48 5.4 Litigation 48 5.5 Investment Representations 49 5.6 Finders’ Fees 50 5.7 Optionholder Representations 50 Article VI. Representations and Warranties of the Purchaser 51 6.1 Corporate Existence and Power 51 6.2 Corporate Authorization 51 6.3 Approval and Consents 51 6.4 Non-Contravention 51 6.5 Finders’ Fees 52 6.6 Litigation and Proceedings 52 6.7 Issuance of Shares 52 6.8 Capitalization 52 6.9 Internal Controls; Listing; Financial Statements 53 6.10 Reporting Company 54 6.11 Undisclosed Liabilities 54 6.12 Purchaser SEC Documents and Purchaser Financial Statements 54 6.13 Absence of Certain Changes 55 6.14 Purchaser Investigations 55 6.15 No Other Representations and Warranties 55 Article VII. Covenants 55 7.1 Acquired Companies Conduct of the Business 55 7.2 Purchaser Conduct of Business 58 7.3 Access to Information 58 7.4 Notices of Certain Events 59 7.5 Additional Financial Information 59 7.6 Employees of the Acquired Companies 60 7.7 Restrictive Covenants 60 7.8 Tax Matters 63 7.9 Related Party Transactions 65 7.10 Employee Matters 65 7.11 Acquired Companies Financial Statements 66 7.12 Appraisal 67 7.13 Options 67 7.14 Update to Schedules 67
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EX-2.1
from 8-K 5 pages Second Amendment to Plan of Merger and Equity Purchase Agreement
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EX-2.1
from DEFA14A 5 pages Second Amendment to Plan of Merger and Equity Purchase Agreement
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EX-2.2
from DEFA14A 12 pages Joinder and First Amendment to Plan of Merger and Equity Purchase Agreement
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EX-2.2
from 8-K 12 pages Joinder and First Amendment to Plan of Merger and Equity Purchase Agreement
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EX-2.1
from 8-K 155 pages Plan of Merger and Equity Purchase Agreement Dated March 12, 2021 by and Among Rumbleon, Inc., a Nevada Corporation as the Purchaser, Merger Sub I, Inc., Merger Sub II, Inc., Merger Sub III, Inc., and Merger Sub IV, Inc. as Merger Subs, C&W Motors, Inc., Metro Motorcycle, Inc., Tucson Motorcycles, Inc., and Tucson Motorsports, Inc., as the Merged Entities, William Coulter and Mark Tkach, as the Principal Owners, and Together With Parties Joining Herein, as the Sellers, and Mark Tkach, as the Sellers’ Representative
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EX-2.1
from DEFA14A 155 pages Plan of Merger and Equity Purchase Agreement Dated March 12, 2021 by and Among Rumbleon, Inc., a Nevada Corporation as the Purchaser, Merger Sub I, Inc., Merger Sub II, Inc., Merger Sub III, Inc., and Merger Sub IV, Inc. as Merger Subs, C&W Motors, Inc., Metro Motorcycle, Inc., Tucson Motorcycles, Inc., and Tucson Motorsports, Inc., as the Merged Entities, William Coulter and Mark Tkach, as the Principal Owners, and Together With Parties Joining Herein, as the Sellers, and Mark Tkach, as the Sellers’ Representative
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EX-2.3
from 8-K 62 pages Membership Interest Purchase Agreement by and Among Rumbleon, Inc., Steven R. Brewster, Justin Becker, and Steven R. Brewster, as the Representative of Each Seller October 26, 2018
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EX-2.2
from 8-K 2 pages Amendment to Merger Agreement
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EX-2.1
from 8-K 149 pages Agreement and Plan of Merger by and Among Rumbleon, Inc., RMBL Tennessee, LLC, Wholesale Holdings, Inc., Wholesale, LLC, the Stockholders Set Forth in Schedule 1 Hereto, Steven Brewster, as Representative, and for the Limited Purpose of Section 5.8, Marshall Chesrown and Steven R. Berrard October 26, 2018
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EX-2.2
from 10-K 2 pages Assignment
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EX-2.1
from 8-K 60 pages Asset Purchase Agreement by and Among, Smart Server, Inc., Nextgen Dealer Solutions, LLC, Halcyon Consulting, LLC and Members of Halcyon Consulting, LLC Signatory Hereto for the Limited Purposes Stated Herein January 8, 2017
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