Placement Agent Agreements (Attached.)Placement Agent Agreement • January 5th, 2010 • Blackhawk Capital Group BDC Inc • New York
This letter (the "Agreement") will confirm the engagement of Direct Access Partners, with corporate offices located at 14 Wall Street, 18th Floor, New York, NY 10005 ("Placement Agent"), by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the "Company"), as placement agent in connection with the Company's Rule 506 offering under Regulation D under the Securities Act of 1933, as amended (the "Securities Act"), of up to $250,000,000.00 in common stock ("Securities" or “Shares”) to qualified institutional buyers ("QIBs") and "accredited investors" (as those terms are defined under the Securities Act) (the "Investors"). The Offering will be pursuant to a Confidential Private Placement Memorandum dated July 7, 2009 (“Memorandum”) and a subscription agreement and purchase questionnaire ("Subscription Agreement"). The maximum amount to be raised in the Offering is $250,000,000.00 (and
Blackhawk Capital Group BDC, Inc. Subscription Agreement and purchaser questionnaireSubscription Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc • New York
THIS SUBSCRIPTION AGREEMENT, made as of this 5th day of February 2009, by and between Blackhawk Capital Group BDC, Inc., a Delaware corporation (the "Company"), with its address at 14 Wall Street, 11th Floor, New York, New York 10005, and EquitySmith, Inc., 760 Market Street, Suite 856, San Francisco, CA 94102 (the "Purchaser").
EXCHANGE AGREEMENTExchange Agreement • June 29th, 2006 • Blackhawk Capital Group BDC Inc • New York
EXCHANGE AGREEMENT dated as of June 21, 2006 by and between The Concorde Group Inc., a Delaware corporation (“Concorde”) and Blackhawk Capital Group BDC, Inc., a Delaware corporation (“Blackhawk”).
Exhibit No. 10.17Selling Agent Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
This letter agreement (the "Agreement") will confirm the engagement of Richard J. Kelly, an individual ("Selling Agent"), by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the "Company"), as selling agent in connection with the Company’s offering of a maximum of $5 million in common stock of the Company ("Securities") to accredited investors (the "Offering") pursuant to Regulation E under the Securities Act of 1933, as amended ("Securities Act"). Your services under this Agreement are non-exclusive.
BLACKHAWK CAPITAL GROUP BDC INC. STOCK OPTION PLAN INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
INCENTIVE STOCK OPTION AGREEMENT dated February 1, 2009, by and between Blackhawk Capital Group BDC Inc., a Delaware corporation having its principal place of business at 14 Wall Street, 11th Floor, New York, New York 10005 (the "Corporation"), and Craig A. Zabala, an individual with an address at 14 Wall Street, 11th Floor, New York, New York 10005 (the "Optionee").
INVESTMENT ADVISORY MANAGEMENT AGREEMENT BETWEEN BLACKHAWK CAPITAL GROUP BDC, INC. AND BARAK ASSET MANAGEMENT, LLCInvestment Advisory Management Agreement • November 13th, 2006 • Blackhawk Capital Group BDC Inc • New York
Investment Advisory Management Agreement made this 31st day of October 2006, by and between BLACKHAWK CAPITAL GROUP BDC, INC., a Delaware corporation (the "Corporation"), and BARAK ASSET MANAGEMENT, LLC., a New York limited liability corporation (the "Adviser").
CONFIDENTIALSelling Agent Agreement • February 12th, 2008 • Blackhawk Capital Group BDC Inc
This letter agreement (the "Agreement") will confirm the engagement of Richard J. Kelly, an individual ("Selling Agent"), by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the "Company"), as selling agent in connection with the Company’s offering of a maximum of $5 million in common stock of the Company ("Securities") to accredited investors (the "Offering") pursuant to Regulation E under the Securities Act of 1933, as amended ("Securities Act"). Your services under this Agreement are non-exclusive.
AMENDMENT NO. 2 TO INVESTMENT ADVISORY MANAGEMENT AGREEMENT BETWEEN BLACKHAWK CAPITAL GROUP BDC, INC. AND BARAK ASSET MANAGEMENT, LLCInvestment Advisory Management Agreement • November 12th, 2009 • Blackhawk Capital Group BDC Inc
Amendment No. 2 dated November 12, 2009 ("Amendment") to Investment Advisory Management Agreement dated October 31, 2006, by and between BLACKHAWK CAPITAL GROUP BDC, INC., a Delaware corporation (the "Corporation"), and BARAK ASSET MANAGEMENT, LLC, a Delaware limited liability corporation (the "Investment Manager" or "Adviser").
CONFIDENTIALFinancial Advisory Agreement • November 13th, 2006 • Blackhawk Capital Group BDC Inc • New York
This letter (the “Agreement”) will confirm the engagement of Sanders Morris Harris Inc., a Texas corporation (“SMH”), by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the “Company”), as financial adviser and placement agent in connection with the Company’s proposed Private Placement of a maximum $5 million in common stock (“Securities”) to accredited investors (the “Offering”). There will be a minimum of $3.5 million in Securities to be raised in the Offering. Included in both amounts will be $100,000 in Blackhawk debt to be converted by The Concorde Group, Inc. into 100,000 shares of Blackhawk common stock.
Exhibit No. 10.3Placement Agent Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
This letter (the "Agreement") will confirm the engagement of John W. Loofbourrow Associates, Inc. ("Loofbourrow") by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the "Company"), as placement agents in connection with the Company's Rule 506 offering under Regulation D under the Securities Act of 1933, as amended (the "Securities Act"), of up to $25 million in common stock ("Securities") to qualified institutional buyers ("QIBs") and "accredited investors" (as those terms are defined under the Securities Act) (the "Investors"). The Offering will be pursuant to a Confidential Private Placement Memorandum and a subscription agreement and purchaser questionnaire ("Subscription Agreement"). The maximum amount to be raised in the Offering is $25 million. The minimum amount is $3 million. The Company reserves the right to lower the minimum or increase the maximum at its sole discret
AMENDMENT DATED DECEMBER 15, 2009 TO PRIVATE PLACEMENT AGREEMENT DATED JULY 20, 2009 BETWEEN REGISTRANT AND DIRECT ACCESS PARTNERS, LLC Direct Access Partners, LLC 18th Floor New York, NY 10005Private Placement Agreement • March 31st, 2010 • Blackhawk Capital Group BDC Inc
Reference is made to the placement agent agreement (“Agreement”) dated July 20, 2009 between Direct Access Partners LLC (“Placement Agent”) and Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the “Company”). The purpose of this letter agreement is to amend the Agreement.
Exhibit No. 10.5Placement Agent Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
This letter (the "Agreement") will confirm the engagement of EquitySmith, Inc. ("ESI"), by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the "Company"), as placement agent in connection with the Company's Rule 506 offering (“Offering”) under Regulation D under the Securities Act of 1933, as amended (the "Securities Act"), of up to $10 million in common stock ("Securities") to qualified institutional buyers ("QIBs") and "accredited investors" (as those terms are defined under the Securities Act) (the "Investors"). The Offering will be pursuant to a Confidential Private Placement Memorandum and a subscription agreement and purchaser questionnaire ("Subscription Agreement"). This Agreement is separate from the agreement executed January 16, 2009 (“Other Placement Agreement”) by the Company, ESI and John W. Loofbourrow Associates, Inc. (“JWL”) pertaining to the Company retaining
AMENDMENT NO. 1 TO INVESTMENT ADVISORY MANAGEMENT AGREEMENT BETWEEN BLACKHAWK CAPITAL GROUP BDC, INC. AND BARAK ASSET MANAGEMENT, LLCInvestment Advisory Management Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
Amendment No. 1 dated November 26, 2008 ("Amendment") to Investment Advisory Management Agreement dated October 31, 2006, by and between BLACKHAWK CAPITAL GROUP BDC, INC., a Delaware corporation (the "Corporation"), and BARAK ASSET MANAGEMENT, LLC., a Delaware limited liability corporation (the "Investment Manager" or "Adviser").
Exhibit No. 10.4Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
AMENDMENT DATED DECEMBER 15, 2009 TO PRIVATE PLACEMENT AGREEMENT DATED AUGUST 3, 2009 BETWEEN REGISTRANT AND BENTLEY SECURITIES CORPORATIONPrivate Placement Agreement • March 31st, 2010 • Blackhawk Capital Group BDC Inc
Reference is made to the placement agent agreement (“Agreement”) dated August 3, 2009 between Bentley Securities Corporation (“Placement Agent”) and Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the “Company”). The purpose of this letter agreement is to amend the Agreement.
The Blackhawk Group, Inc. PO Box 377, Canal Street Station New York, NY 10013 T +1 917 338 7710 F +1 917 546 9048Interim Employment Agreement • December 9th, 2010 • Blackhawk Capital Group BDC Inc • Delaware
Exhibit No. 10.13 MACROMARKETS LLC Voting Capital Interests Purchase Agreement Dated as of January 12, 2009Voting Capital Interests Purchase Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc • New York
This VOTING CAPITAL INTERESTS PURCHASE AGREEMENT (this “Agreement”), is made as of the 12th day of January, 2009, by and between MacroMarkets LLC, a Delaware limited liability company (the “Company”), and Blackhawk Capital Group BDC, Inc., (“Purchaser”), a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended ("Investment Company Act"). Capitalized terms used herein shall have the meanings ascribed to such terms in Section 5.01 hereof.
Exhibit No. 10.10 EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
This EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of this 30th day of January, 2009 by and between Blackhawk Capital Group BDC, Inc., a Delaware corporation (the "Company") and Craig A. Zabala ("Employee").
Odeon Capital Group LLC 750 Lexington Avenue 26th Floor New York, NY 10022 212-257-6970 212-504-3012 FaxPlacement Agent Agreement • January 26th, 2011 • Blackhawk Capital Group BDC Inc • New York
This Agreement (this “Agreement”) will confirm the basis upon which Blackhawk Capital Group BDC, Inc. (the “Company”), a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended, has engaged Odeon Capital Group, LLC (“Odeon”), a Delaware limited liability company, to provide placement agent, financial advisory and investment banking services in connection with the Offering (as defined below) and the Annual Services (as defined below).
CONSULTATION AGREEMENTConsultation Agreement • November 12th, 2009 • Blackhawk Capital Group BDC Inc • New York
This Consultation Agreement ("Agreement") is made by and between Growthink, Incorporated ("Growthink"), a Delaware corporation, with its principal address at 6033 West Century Blvd. Ste. 150, Los Angeles, CA 90045, and Blackhawk Capital Group BDC, Inc. with its principal address at 14 Wall Street, Suite ll00B, New York, NY 1005 together with its principals who execute this agreement (jointly and severally referred to as "Blackhawk," "Company “or "Fund").
Exhibit No. 10.16Placement Agent Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
This letter (the “Agreement”) will confirm the engagement of John W. Loofbourrow Associates, Inc. (“Loofbourrow”), by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the “Company”), as placement agent in connection with the Company’s Regulation E Offering (the "Offering") of $5 million in common stock (“Securities”) to qualified institutional buyers only (the "Investors"). The Offering will be pursuant to Forms 1-E and 1-E/A, which shall include the required Offering Circular for the Offering, filed with the SEC (collectively the "Form 1-E"). The maximum amount to be raised in the Offering is $5,000,000; there is no minimum offering amount. As of April 8, 2008, the Company has sold 698,112 shares of Common Stock in the Offering at $1.00 per share for gross proceeds of $698,112.
AMENDMENT AGREEMENT DATED JULY 13, 2007 BETWEEN BLACKHAWK AND SMH CAPITAL INC. SMH CAPITAL INC. July 13, 2007Amendment Agreement • August 14th, 2007 • Blackhawk Capital Group BDC Inc
Reference is made to the agreement dated October 31, 2006 ("Agreement") between Sanders Morris Harris Inc., a Texas corporation ("SMH") and Blackhawk Capital Group BDC, Inc., a Delaware corporation (the "Company") and a business development company registered under the Investment Company Act of 1940, as amended (the "Investment Company Act"), pursuant to which SMH has acted as financial adviser and placement agent to the Company for the Company's sale of a maximum amount of 5,000,000 shares of its common stock ("Securities") to accredited investors in the Company's Regulation E Offering ("Offering") under the Securities Act of 1933, as amended ("Securities Act"). The Agreement was supplemented by a letter agreement dated January 27, 2007 ("First Amendment") between SMH and the Company relating to the participation of Janney Montgomery Scott in the Offering.
Exhibit No. 10.15Placement Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
AMENDMENT NO. 1 TO INVESTMENT ADVISORY MANAGEMENT AGREEMENT BETWEEN BLACKHAWK CAPITAL GROUP BDC, INC. AND BARAK ASSET MANAGEMENT, LLCInvestment Advisory Management Agreement • November 26th, 2008 • Blackhawk Capital Group BDC Inc
Amendment No. 1 dated November 26, 2008 ("Amendment") to Investment Advisory Management Agreement dated October 31, 2006, by and between BLACKHAWK CAPITAL GROUP BDC, INC., a Delaware corporation (the "Corporation"), and BARAK ASSET MANAGEMENT, LLC., a Delaware limited liability corporation (the "Investment Manager" or "Adviser").
Exhibit No. 10.6Placement Agent Agreement • March 30th, 2009 • Blackhawk Capital Group BDC Inc
This letter (the "Agreement") will confirm the engagement of John W. Loofbourrow Associates, Inc. ("Loofbourrow") and EquitySmith, Inc. ("ESI"), by Blackhawk Capital Group BDC, Inc., a Delaware corporation and a business development company registered under the Investment Company Act of 1940, as amended (the "Company"), as placement agents in connection with the Company's Rule 506 offering under Regulation D under the Securities Act of 1933, as amended (the "Securities Act"), of up to $10 million in common stock ("Securities") to qualified institutional buyers ("QIBs") and "accredited investors" (as those terms are defined under the Securities Act) (the "Investors"). The Offering will be pursuant to a Confidential Private Placement Memorandum and a subscription agreement and purchase questionnaire ("Subscription Agreement"). The maximum amount to be raised in the Offering is $10,000,000. The minimum amount is $3,000,000. The Company reserves the right to lower the minimum or increase t
AMENDMENT NO. 3 TO INVESTMENT ADVISORY MANAGEMENT AGREEMENT BETWEEN BLACKHAWK CAPITAL GROUP BDC, INC. AND BARAK ASSET MANAGEMENT, LLCInvestment Advisory Management Agreement • November 24th, 2010 • Blackhawk Capital Group BDC Inc
Amendment No. 3 dated November 23, 2010 ("Amendment") to Investment Advisory Management Agreement dated October 31, 2006, by and between BLACKHAWK CAPITAL GROUP BDC, INC., a Delaware corporation (the "Corporation"), and BARAK ASSET MANAGEMENT, LLC, a Delaware limited liability corporation (the "Investment Manager" or "Adviser").
