Exhibit 99.1
SUBSCRIPTION AGREEMENT
FOR
RMR INDUSTRIALS, INC.
CLASS B COMMON STOCK ($10.00 PER SHARE)
WARRANT TO PURCHASE ONE SHARE OF CLASS B COMMON STOCK
Persons interested in purchasing shares (“Shares”) of Class B Common Stock, $0.001 par value (“Common Stock“) of RMR Industrials, Inc., a Nevada corporation (the “Company”) and warrants to purchase shares of Class B Common Stock (“Warrants”) must complete and return this Subscription Agreement along with their delivery of the total subscription amount (“Subscription Payment”) via wire, certified or bank cashier’s check. All Subscription Payments shall be made in US Dollars. Subject only to acceptance hereof by the Company, in its discretion, the undersigned hereby subscribes for the number of Shares and at the Subscription Payment amount set forth below. An accepted copy of this Agreement will be returned to the subscriber as a receipt, and the physical stock certificate will be delivered to each subscriber within ten (10) days of the Company’s acceptance of their subscription.
SUBSCRIPTION PAYMENTS - Subscription Payment is to be remitted in the form of a wire transfer. Bank instructions are detailed inExhibit B.
SECURITIES OFFERED - The Company is offering (the “Offering”) up to 2,000,000 shares of its Common Stock, $10.00 per Share and warrants to purchase one (1) share of its Common Stock, in the form attached hereto asExhibit A. The Company will issue Warrants to the investor equal to the number of Shares purchased. The Offering shall terminate on the earlier of (i) the date when the sale of all Shares and Warrants is completed, (ii) when the Board of Directors decides that it is in the best interest of the Company to terminate the Offering prior the completion of the sale of all Shares and Warrants, or (iii) December 31, 2015.
SUBSCRIPTION - In connection with this subscription the undersigned hereby subscribes to the number of Shares shown in the following table.
NUMBER OF SHARES =
Multiply by Price of Shares (x $10.00 per Share)
Aggregate Subscription Payment = $
Please register the Shares and Warrants, which I am purchasing in the following name(s):
As (check one)
| __Individual | __Tenants in Common | __Existing Partnership |
| __Joint Tenants | __Corporation | __Trust |
| __IRA | __Minor with adult custodian under the Uniform Gift to Minors Act |
For the person(s) who will be registered shareholder(s):
| Signature of Subscriber | Signature of Co-Subscriber | ||
| Name of Subscriber (Printed) | Name of Co-Subscriber (Printed) | ||
| Address | Address of Co-Subscriber | ||
| Address | Address of Co-Subscriber | ||
| Telephone Number | Telephone Number of Co-Subscriber | ||
| U.S. Social Security or Tax ID Number (if any) | U.S. Social Security or Tax ID Number of Co-Subscriber (if any) |
ACCEPTED BY:
RMR Industrials, Inc.,
a Nevada corporation
| By: | ||
| Date: |
EXHIBIT A
Form of Warrant
EXHIBIT B
Wire Instructions
Domestic Wires
All incoming wire transfers within the United States are received by Banc of California and then forwarded to the customer’s account based on the wiring instructions below.
| Beneficiary Bank: | Banc of California |
| Beneficiary Bank Address: | 18500 Von Karman Ave Ste. 1100, Irvine, CA 92612 |
| ABA/Routing Number: | 322274527 |
| Beneficiary Name: | RMR Industrials, Inc. |
| Beneficiary Account #: | 2030018282 |
International Wires
To receiveUSD funds from any foreign country, follow the wire instructions below.
| Beneficiary Bank: | |
| Beneficiary Bank SWIFT: | BCLFUS66XXX |
| Beneficiary Bank Name: | Banc of California |
| Beneficiary Bank Address: | 18500 Von Karman Ave Ste. 1100, Irvine, CA 92612 |
| Beneficiary Name: | RMR Industrials, Inc. |
| Beneficiary Address: | 9595 Wilshire Blvd., Suite 310, Beverly Hills, CA 90212 |
| Beneficiary Account #: | 2030018282 |