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Park City, Utah, January 30, 2022
Uplift Aerospace parent company, NRP Stone, sent a lock-up agreement to RMGI shareholders on 1/29/2022. The full text of the template letter is included below.
RE: NRP Stone Restricted Stock Shareholders from RMGI
I trust this communication finds you well. Generally speaking, 2021 was a strange year, but in the same timeframe, was quite fruitful for the Company.
If you have been following this past year’s developments and news releases, you are already aware of the significant progress the Company has undergone. If not, I will summarize what has occurred and what it expected over the next 12-24 months.
As an RMGI investor and subsequent shareholder of NRP Stone stock, you know you were issued SEC Rule 144 restricted shares as an IRS tax-free exchange. A book entry for your shares was made on March 2, 2021 with Standard Registrar and Transfer to complete the transaction. This stock resulting from the transaction has a one-year restriction that ends March 2, 2022.
In the interest of the Company and its shareholders, NRP Stone acquired Uplift Aerospace, Inc. for 50 million restricted shares, again with a tax-free exchange for those shares. Since that time, Uplift has made significant progress in its operations. Please visit www.upliftaerospace.com.
Contracts with NASA, for use of the International Space Station (ISS), and Blue Origin have been negotiated, signed, and received. This past week at CES in Las Vegas, NV, Uplift announced its agreement with Sierra Space Co. and Blue Origin to provide commercial support for the Orbital Reef Space Station. Uplift also announced the Space+ project, with plans to create an NFT (Non-Fungible Token) community and platform for education, collecting, metaverse exploration, access to purchase space-related products & experiences, and eventual space travel. The Space+ NFT project is historic in that the NFT is tied to actually owning and participating in space experiences & products. Uplift is continuing its efforts to create additional alliances with household name partners in its pursuit of creating a true Earth-space economy and will unveil these on an on-going basis.
Uplift also commissioned an internationally renowned artist to paint three works of art on removable panels that launched into space and returned on the Blue Origin New Shepard rocket last August. These pieces are appraised for multi-millions. The Company is actively pursuing other luxury designers and artists to produce one-of-a-kind products for sale on Earth and in space, some of which will be presented and offered in the ISS, thus creating off-planet commerce.
Further, Uplift formulated and successfully tested its formulation for Luna-CreteTM, its solution for building permanent infrastructures and habitations on the Moon. In testing, its strength far exceeded our expectations for NASA specifications.
Lastly, NRP Stone applied to FINRA for a name and symbol change, and is still, regretfully, waiting for that change. In December, a decision was made to engage an independent auditing firm to prepare the Company to become a fully reporting public company and to prepare it for multi-million-dollar funding for future expansion and operations. It was expressed by the advisors that another direction could be pursued to facilitate a quicker response time to facilitating a name and symbol change. By auditing Uplift rather than NRP, the Company could be moved to a different stock exchange, one overseen directly by the SEC. Moving to the larger, more prestigious exchange, will require audited financials and a high share price, but provide access to greater funding for bigger operations and removal of the shell designation. This is the reason for generating this communication and request.
I have appreciated your patience and cooperation in the past. Your confidence and financial support have allowed good things to happen to NRP Stone. Now, time is needed to roll out the next phase of operations. Because of my relationship to you, some of the new investors providing next-round funding asked me to request your future cooperation.
Would you be willing to continue holding your stock restriction for another 24 months so that 1) additional money can be raised with larger investors/institutions; and so, 2) the public markets are not affected by the threat of our restricted shares being converted to free-trading shares, thus disrupting or diluting the market? NOTE: This does not pertain to any free-trading shares you acquired or are acquiring by purchasing them directly through the market.
If you agree with me that is worthy of our consideration, review the attached Lock-up Leak-out Agreement. The entirety of the Agreement expires March 31, 2024. It consists of two parts. The first year 100% of the shares remain restricted. After March 31, 2023, 50% of your shares become available, if you so desire, to convert from restricted shares to free trading. After the second year, the remaining 50% would be available to convert.
The way I see it, if we have the opportunity to assist both the Company and ourselves by creating greater future value for the Company and in the marketplace from potentially higher stock prices by merely hanging on to what we already have, with little downside for ourselves, why not?
A copy is attached to this email for your review. If you agree and are in favor of locking up ONLY the restricted shares you acquired with the RMGI transaction, please read, sign, and return the Lock-up Leak-out Agreement, or you can simply sign the DocuSign Agreement forthcoming.
Return to:
NRP Stone
% Uplift Aerospace OR, Sign the forthcoming emailed DocuSign document
1090 Center Drive, (DocuSign is preferable for time and ease)
Park City, UT 84098;
If you have any further questions, please call me directly. We are attempting to finalize this by the end of the week of February 4th, so that the Company and its new investors can proceed.
Have a great 2022!
David Clark
Liaison to former RMGI investors and NRP Stone Shareholders
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