This is not what Rory just stated in his video, while it may be a bit ambiguous still, it sounds like the merger will take place first. Then the combined company will file for the offering, then uplist. Initially I assumed that we would have to raise money to pay for SC, but if you listen, that is not what's described. It actually makes a lot of sense when you think about it. It will be much easier to finance a company with revenues and to raise money at a more favorable share price.
I now believe the offering will take place after the merger. The S-1 left plenty of room for flexibility on how those proceeds are allocated. The companies are in the process of merging now, hence Rory stating that the combined app will be available in Jan. After the closing, they may do RS depending on where stock is,then will file the S-1A which will include the offering price. Once the raise is complete, they can uplist. Man oh man, what a plan.