a. |
On November 30, 2015, Mr. Aviv Tzidon (hereinafter "Mr. Tzidon") and Mr. Michael Ilan (beneficial owner of Magic Stones-Gemstone Import and marketing Ltd. (hereinafter "Magic Stones") entered on behalf of the Subsidiary in formation into an Administrative Services Agreement with Phinergy Ltd., a company also controlled by Mr. Tzidon and Mr. Ilan – the “ASA”.
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b. |
On July 17, 2016, the Company's Board of Directors (the “Board”) approved the acquisition, assumption and acceptance by the Subsidiary of all of the assets acquired and obligations created by Mr. Tzidon and Magic Stones on behalf of the Subsidiary, and the transfer to the Subsidiary of all of the contracts, licenses, material goods, intellectual property and expertise that had been acquired by the two shareholders for and on behalf of the Subsidiary prior to such date.
The transfer to the Subsidiary of all of aforesaid assets was made at their deemed acquisition cost of approximately $1.4 million representing an arm's length price, pursuant to an Assignment and Assumption Agreement between each of the shareholders and the Subsidiary.
The transfer of the assets and liabilities was deemed borrowed by the Subsidiary under the loan and security agreement (see note 10). The payment of $1.4 million includes certain expenses and in addition partial payments made in respect of the following assigned contracts:
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On September 1, 2015, Mr. Tzidon entered on behalf of the Subsidiary into a license and service agreement with Mr. John McGinnis, on behalf of himself and on behalf of his companies (collectively, “McGinnis”), for a worldwide exclusive license to a patent and know-how necessary for the completion and utilization of a flying electric Double Boxtail aircraft for use solely in the field of electric powered aircraft. The license will automatically become non-exclusive after three years from the termination of the agreement. As of December 31, 2016 , the Subsidiary paid US $700 thousand for the development and production of scaled demonstrators and additional development and production services relating to a full scale electric synergy prime aircraft.
According to the terms of the agreement, the Subsidiary will not be the owners of the physical embodiment of the full scale electric Synergy prime aircraft or its intellectual property.
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On February 5, 2016, the Subsidiary (as an entity that was then in formation) entered into a “Memorandum of Understandings” with Laminar Research LLC (the “Laminar MOU”) for the development of an air traffic control algorithm and its implementation on subscale aircraft models. The Laminar MOU comprises several steps of development by Laminar, for a total payment by the Subsidiary of $180,000.
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c. |
In July 2016, the Subsidiary acquired from Eye Point Ltd., a company owned by one of the Company's shareholders, Mr. Dekel Tzidon, all rights under US patent No. 8,314,928 (the “Eye Point Patent”) for a total amount of $38,000. The Eye Point Patent will expire on November 12, 2026. This patent allowed the Company to develop conceptual design of an auto-landing system. |