TRANSFER AND SALE AGREEMENTTransfer and Sale Agreement • September 30th, 2013 • Five Island Asset Management LLC • Women's, misses', children's & infants' undergarments • New York
TRANSFER AND SALE AGREEMENT (“Agreement”), dated as of September 26, 2013, between HGI Funding, LLC, a Delaware limited liability company (“HGI Funding”), and Five Island Asset Management LLC, a Delaware limited liability company (“FIAM”). Each of HGI Funding and FIAM referred to as a “Party” and collectively the “Parties.”
VOTING AGREEMENTVoting Agreement • March 25th, 2013 • Five Island Asset Management LLC • Women's, misses', children's & infants' undergarments • New York
This Voting Agreement (this “Agreement”), dated as of March 15, 2013, is made and entered into by and among Five Island Asset Management LLC (“Five Island”), a Delaware limited liability company, TTG Apparel, LLC, a Delaware limited liability company (“TTG”), Tokarz Investments, LLC, a Delaware limited liability company (“Tokarz”), Arsenal Group LLC, a Delaware limited liability company (“Arsenal”), and Fursa Alternative Strategies LLC, a Delaware limited liability company, (“FURSA”, and together with TTG, Tokarz, and Arsenal the “Shareholders”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • September 30th, 2013 • Five Island Asset Management LLC • Women's, misses', children's & infants' undergarments • New York
This ASSIGNMENT AND ASSUMPTION AGREEMENT is made as of this 26th day of September, 2013 (this “Agreement”), by and between Five Island Asset Management LLC, a Delaware limited liability company (“Assignor”) and HGI Funding, LLC, a Delaware limited liability company (“Assignee”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Transfer and Sale Agreement (as defined below).
NewCo Term Sheet SEPTEMBER 26, 2013Term Sheet • September 30th, 2013 • Five Island Asset Management LLC • Women's, misses', children's & infants' undergarments
Set forth below are certain terms that will be incorporated into the proposed transaction (the “Transaction”) among HGI Funding, LLC (“HGI Funding”), TTG Apparel, LLC, a Delaware limited liability company (“TTG”), Tokarz Investments, LLC, a Delaware limited liability (“TKZ”), Fursa Alternative Strategies LLC, a Delaware limited liability (“FUR”) and Arsenal Group LLC, a Delaware limited liability (“ARS”, and together with FUR, “FUR/ARS”, and, FUR/ARS together with TTG/TKZ, the “Co-Investors”) with respect to Frederick’s of Hollywood Group Inc. (the “Company”). This term sheet is not binding with the exception of the paragraphs below labeled “Confidentiality,” “Expenses” and “Non-Binding Understanding,” which shall be binding on the parties hereto. Furthermore, the terms set forth below are subject to customary due diligence and tax review and appropriate approvals.
JOINT FILING AGREEMENTJoint Filing Agreement • March 25th, 2013 • Five Island Asset Management LLC • Women's, misses', children's & infants' undergarments
The undersigned agree that this Schedule 13D relating to the shares of Common Stock (par value $0.01 per share) of Frederick’s of Hollywood Group Inc. shall be filed on behalf of the undersigned.
