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EXHIBIT 10.4
PLEDGE AND ASSIGNMENT OF NOTE AND COLLATERAL
THIS PLEDGE AND ASSIGNMENT OF NOTE AND COLLATERAL (this
"AGREEMENT") is made and entered into as of this 6th day of June, 2000, by and
between HORIZON MEDICAL PRODUCTS, INC., a Georgia corporation (the "COMPANY"),
and BANC OF AMERICA COMMERCIAL FINANCE CORPORATION, formerly known as
NationsCredit Commercial Corporation, as agent for the Lenders referred to below
(the "AGENT").
WITNESSETH:
WHEREAS, the Company, certain Lenders (the "LENDERS") and the
Agent are parties to an Amended and Restated Credit Agreement, dated as of May
26, 1998 (as the same may be amended, restated, supplemented or otherwise
modified from time to time, the "CREDIT AGREEMENT"; terms defined in the Credit
Agreement and not otherwise defined herein have, as used herein, the respective
meanings provided for therein); and
WHEREAS, the Company is the owner or holder of the promissory
note(s), security agreement(s), guaranties and other documents described on
Schedule 1 attached hereto (such documents, together with any extensions,
renewals, modifications, supplements or replacements thereof or therefor, all
certificates, instruments or other documents which may be now or hereafter
existing with respect thereto and all accounts, contract rights or general
intangibles of the Company which may now or hereafter arise therefrom or exist
with respect thereto are hereinafter called the "ASSIGNED DOCUMENTS"); and
WHEREAS, in order to induce the Lenders to advance to the
Company a $900,000 short-term bridge loan under the Credit Agreement, the
Pledgor has agreed to grant a continuing security interest in and to the
Assigned Documents to secure such loan and the Bridge Loan Note issued with
respect thereto;
NOW, THEREFORE, for and in consideration of the foregoing
premises and the mutual agreements, warranties and representations herein made,
and for other good and valuable consideration, all of which the Company
acknowledges constitutes sufficient consideration and value received by the
Company at the time of or before the Company's execution and delivery hereof,
the Company does hereby covenant and agree as follows:
1. CONVEYANCE. (a) Subject to the terms and conditions
of this Agreement, the Company does hereby grant and convey unto the Agent a
present and continuing lien upon, security interest in and security title to,
and does hereby grant, bargain, convey, sell, transfer,
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pledge, assign and deliver unto the Agent, for the benefit of the Agent and the
Lenders, all of the Company's rights, titles, options, privileges and interests
in, to and under: (i) the Assigned Documents; (ii) any and all collateral for
the Assigned Documents; and (iii) any and all income, revenues, payments,
profits, accounts, contract rights and benefits from, under and in connection
with the Assigned Documents or any collateral therefor, whether now or hereafter
due or arising, together with any and all monies, proceeds and distributions of
every kind and description now or hereafter due or payable with respect thereto
or on account thereof, including, without limitation, any and all payments of
principal or interest now or hereafter due and payable under any of the Assigned
Documents, all of which are hereinafter collectively called the "PAYMENTS". All
of the Company's rights, titles, options, privileges and interests in, to and
under the Assigned Documents, any collateral therefor, and the Payments are
hereinafter sometimes collectively called the "COLLATERAL". This instrument is
made and intended to secure the full, prompt and complete payment of the Bridge
Loan and any and all other indebtedness, obligations and liabilities of the
Company to the Agent or the Lenders now or hereafter arising under this
Agreement or the Bridge Loan Note issued pursuant to the Credit Agreement, or
any renewal or renewals, extension or extensions, or modification or
modifications of, or any substitution or substitutions for, any of the
foregoing. The indebtedness, obligations and liabilities which this instrument
is given to secure are hereinafter sometimes collectively called the
"INDEBTEDNESS".
2. POWER OF ATTORNEY. The Company does hereby authorize
and empower the Agent, whether before or after an Event of Default and without
notice to or demand upon the Company, and does hereby irrevocably and duly
constitute the Agent as the Company's attorney-in-fact, to receive any and all
of the Payments, to demand and to collect any and all of the Payments by such
means and taking such actions as the Agent shall deem necessary, and to act in
all other ways with respect to the Collateral for the Company and in the
Company's place and stead, including the power to: agree to the modification,
amendment, compromise, extension or release of any of the Collateral or any
person obligated thereunder; perform any obligation of the Company hereunder;
send any Collateral to any person, entity or agent for collection, sale,
redemption or substitution without liability for loss in transit or for any act
or default of the person, entity or agent to whom such Collateral may be sent;
exercise any right, remedy, power or privilege of the holder of the Collateral;
and endorse any check or other instrument evidencing payment of any of the
Payments. The Agent shall have the right, as attorney-in-fact for the Company,
but not the obligation, to take any action hereby authorized, in the name of the
Company or in the Agent's own name, and to exercise any and all of the Company's
rights and remedies, whether available at law or in equity or otherwise, with
respect to any of the Collateral, all without releasing, impairing, affecting or
lessening the liability of the Company. The foregoing appointment of the Agent
as attorney-in-fact for the Company is coupled with an interest, cannot be
revoked by bankruptcy, insolvency, incompetency, death, dissolution or
otherwise, and shall not terminate until the Indebtedness has been paid and
satisfied in full.
3. PAYMENTS PAYABLE TO THE AGENT. The Company shall
direct, instruct, demand and cause Xxxxxxxx X. Xxxx and Xxxx Family Investments,
L.L.L.P. (collectively, the
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"MAKER") and each and every other person, partnership, corporation, limited
liability company, association and other entity or organization now or hereafter
owing any of the Payments to pay any and all amounts so owed promptly and
directly to the Agent. The Company hereby represents and warrants that all
payments so made shall have the same effect in satisfaction of obligations owed
to the Company as if made directly to the Company, and the Company shall not
question or otherwise contest any such payment authorized hereby. The Company
agrees that the Agent shall apply any and all such payments to the Indebtedness
in such manner as the Agent deems appropriate.
4. NOTIFICATION OF OBLIGATIONS. Upon or prior to the
execution hereof, the Company shall deliver to the Agent the originals of the
Assigned Documents, duly endorsed by the Company to the Agent if necessary to
facilitate collection or enforcement, and the Company shall notify Maker and any
other party or parties obligated on any of the Assigned Documents of the content
and existence of this Agreement and of the agreements and obligations of the
Company with respect to payment of the Payments as set forth in paragraphs 2 and
3 hereof. Any and all notices, consents and agreements required hereunder shall
be in such form and substance as the Agent may approve.
5. REPRESENTATIONS AND WARRANTIES OF THE COMPANY. The
Company hereby represents and warrants that: (i) the Company is the owner and
holder of all the Collateral free and clear of any and all liens, security
interests or other encumbrances of any nature whatsoever, except for
encumbrances granted hereunder in favor of the Agent and the Lenders; (ii) the
Company has the lawful right, power and authority to execute this Agreement and
to pledge, assign and convey to the Agent the Collateral in accordance herewith;
(iii) the lien, security interest and security title of the Agent hereunder in
and to the Collateral hereunder is the first and only lien, security interest or
security title encumbering the same; (iv) each of the Assigned Documents is the
valid and legally binding obligation of the Maker, the guarantors or other
parties thereof, and the material terms thereof are enforceable in accordance
with their terms, except as such enforceability may be limited by general
principles of equity or by any applicable bankruptcy, insolvency, moratorium or
other similar laws affecting the rights of creditors generally; and (v) each of
the Assigned Documents is and will be genuine and free from forgery,
counterfeit, and all adverse liens, claims, prepayments, and defenses.
6. COVENANTS OF THE COMPANY. (i) The Company will
promptly pay or cause to be paid and discharge all taxes and assessments levied
or imposed upon, or assessed against, the Collateral, and any and all liens
which may attach to the Collateral; (ii) the Company will fully and completely
perform all of the duties and obligations of the holder or the Agent of the
Assigned Documents and do all acts otherwise necessary to maintain and preserve
the Payments, it being expressly understood and agreed that the Agent neither
undertakes nor assumes any of said duties or obligations in connection with the
Collateral; (iii) the Company shall not further transfer, assign or convey the
Collateral or any portion thereof or any interest
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therein; and (iv) the Company shall not amend, terminate, waive, supplement or
release any of the Collateral (or any terms thereof) without the prior written
consent of the Agent.
7. EVENTS OF DEFAULT. The following shall constitute
events of default ("EVENTS OF DEFAULT") by the Company hereunder:
(a) Breach of Covenant. If the Company should
violate or breach, or should fail fully and completely to
observe, perform, satisfy or comply with, any of the terms,
covenants or conditions set forth in this Agreement; or
(b) Credit Agreement. If any Event of Default
under (and as such term is defined in) the Credit Agreement
shall exist.
8. REMEDIES AND POWER OF SALE. If any Event of Default
shall exist, at the Agent's option and election, without demand or notice of any
kind, the Agent may do any one or more of the following:
(a) Acceleration of Indebtedness. The Agent may
declare all or any portion of the Indebtedness to be
immediately due and payable, whereupon the same shall be and
shall become due and payable immediately, without presentment,
demand, notice of demand, notice for payment, notice of
dishonor, protest or notice of any kind, all of which are
expressly waived by the Company.
(b) Payments. The Agent may pay any sum or sums
deemed necessary or appropriate by the Agent to protect the
Collateral or any part thereof or the Agent's interest
therein. Any such sum or sums paid or incurred by the Agent
shall become a part of the Indebtedness, shall be payable on
demand, and shall bear interest at the lesser of (i) the
highest rate of interest payable on any of the Indebtedness,
or (ii) the highest rate permissible under applicable law,
from the date incurred until reimbursed by the Company.
(c) Other Remedies. The Agent may exercise all
rights and remedies contained in the Credit Agreement or in
any of the other Financing Documents.
(d) UCC Remedies. The Agent may exercise any or
all of the rights accruing to a secured party under this
Agreement, the Georgia Uniform Commercial Code and any other
applicable law. Any notice required to be given by the Agent
of a public or private sale or other disposition of the
Collateral, or any other intended action by the Agent, if
given at least ten (10) days prior to such proposed action,
shall constitute reasonable and fair notice to the Company of
any such action. The Agent shall have, without limiting the
generality of the foregoing or any other of its rights and
remedies, the right (but not the obligation)
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to foreclose the liens and security interests created under
this Agreement or under any other agreement relating to the
Collateral by any available judicial procedure or without
judicial process, and full power and authority to sell,
assign, transfer or deliver the whole of the Collateral, or
any part thereof, in such order as the Agent may elect, at
public or private sale or sales in accordance with the Georgia
Uniform Commercial Code, or other applicable law or agreement,
and the Agent shall also have the right (but not the
obligation) to collect any and all Payments due under the
Assigned Documents. At any sale of the Collateral, the Agent
may, if it be the highest bidder, purchase any or all of the
Collateral so sold, and may apply any unpaid Indebtedness on
account of or in full satisfaction of the purchase price. The
Company hereby constitutes and appoints the Agent as the
Company's attorney-in-fact to sign and execute any transfer,
conveyance, instrument or other writing, in the name of the
Company or in the Agent's own name, and to do or cause to be
done any other act, which may be necessary for the purposes
herein, and the Company hereby ratifies and confirms all of
the acts and doings of the Agent as its attorney-in-fact
hereunder. The Agent's powers as attorney-in-fact hereunder
are coupled with an interest, cannot be revoked by bankruptcy,
insolvency, incompetency, death, dissolution or otherwise, and
shall not be exhausted until the Indebtedness has been paid
and satisfied in full. The proceeds of any collection or any
sale by the Agent hereunder of any of the Collateral shall be
applied, first, to the actual and reasonable costs and
expenses of the collection or sale and of all proceedings in
connection therewith, including attorneys' fees (but not to
exceed actual attorneys' fees incurred), if applicable, then
to the payment of the Indebtedness, and the remainder, if any,
shall be paid as provided by law. If the proceeds of any such
collection or sale are not sufficient to pay the Indebtedness
in full, the Agent shall determine, at the Agent's option and
in the Agent's discretion, the portions of the Indebtedness to
which the proceeds (after deducting therefrom the costs and
expenses of the collection or sale and all proceedings in
connection therewith) shall be applied and in what order the
proceeds shall be so applied. The Company shall be liable to
the Agent and the Lenders for any deficiency.
All of the foregoing rights and remedies are cumulative of and
in addition to, and not restrictive of, any right or remedy otherwise provided
for herein or provided for by statute, or now or hereafter existing at law or in
equity, and the Agent may, at the Agent's election and at the Agent's sole
discretion, exercise each and every such right and remedy concurrently or
separately.
9. LIABILITY OF THE AGENT. The Agent shall not be liable
to the Company for a failure to collect any part or all of the Payments, and the
Agent may be required to account for only such sums as the Agent actually
collects. The Agent shall be under no duty or obligation whatsoever to (and the
Company waives any right it may have to require the Agent to) make or
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give any presentments, demands, notices of demand, notices for payment, notices
of non-performance, protests, notices of protest, notices of dishonor or notices
of any kind in connection with any Collateral. Upon the transfer of all or any
part of the Indebtedness, the Agent may transfer all or any part of the
Collateral and shall be fully discharged thereafter from all liability and
responsibility with respect to such Collateral so transferred, and the
transferee shall be vested with all the rights and powers of the Agent hereunder
with respect to such Collateral so transferred, but with respect to any
Collateral not so transferred the Agent shall retain all rights and powers
herein given.
10. CONCERNING THE AGENT.
The provisions of Article IX of the Credit Agreement shall
inure to the benefit of the Agent in respect of this Agreement and shall be
binding upon the parties to the Credit Agreement in such respect. In furtherance
and not in derogation of the rights, privileges and immunities of the Agent
therein set forth:
(a) The Agent is authorized to take all such
action as is provided to be taken by it as Agent hereunder and
all other action reasonably incidental thereto. As to any
matters not expressly provided for herein (including, without
limitation, the timing and methods of realization upon the
Collateral) the Agent shall act or refrain from acting in
accordance with written instructions from the Required Lenders
or, in the absence of such instructions, in accordance with
its discretion.
(b) The Agent shall not be responsible for the
existence, genuineness or value of any of the Collateral or
for the validity, perfection, priority or enforceability of
the security interests in any of the Collateral, whether
impaired by operation of law or by reason of any action or
omission to act on its part hereunder. The Agent shall have no
duty to ascertain or inquire as to the performance or
observance of any of the terms of this Agreement by the
Company.
11. APPOINTMENT OF CO-AGENTS.
At any time or times, in order to comply with any legal
requirement in any jurisdiction, the Agent may appoint another bank or trust
company or one or more other persons, either to act as co-agent or co-agents,
jointly with the Agent, or to act as separate agent or agents on behalf of the
Agent and the Lenders with such power and authority as may be necessary for the
effectual operation of the provisions hereof and may be specified in the
instrument of appointment (which may, in the discretion of the Agent, include
provisions for the protection of such co-agent or separate agent similar to the
provisions of Section 10).
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12. TERMINATION OF SECURITY INTERESTS; RELEASE OF
COLLATERAL.
Upon the repayment in full of all Indebtedness secured hereby
(other than contingent indemnity or similar claims not yet asserted), the
security interests granted hereunder shall terminate and all rights to the
Collateral shall revert to the Company. At any time and from time to time prior
to such termination of the security interests granted hereunder, the Agent may
release any of the Collateral with the prior written consent of the Lenders.
Upon any such termination of such security interests or release of Collateral,
the Agent will, at the expense of the Company, execute and deliver to the
Company such documents as the Company shall reasonably request to evidence the
termination of the security interests or the release of such Collateral, as the
case may be.
13. NOTICES. All notices, communications and
distributions hereunder shall be given in accordance with Section 10.03 of the
Credit Agreement.
14. APPLICABLE LAW. This Agreement shall be governed by,
construed under and interpreted and enforced in accordance with the internal
laws of the State of Georgia.
15. FORBEARANCE, MODIFICATION. The Agent shall not be
deemed to waive any of the Agent's rights or remedies hereunder unless such
waiver be in writing and signed by or on behalf of the Agent. No delay, omission
or forbearance by the Agent in exercising any of the Agent's rights or remedies
shall operate as a waiver of such rights or remedies, and a waiver in writing on
one occasion shall not be construed as a consent to or a waiver of any right or
any remedy on any future occasion. This Agreement shall not be modified or
amended except by a writing signed by or on behalf of the Company and the Agent.
16. TIME. Time is and shall be the essence of this
Agreement and the covenants and agreements by the Company.
17. CAPTIONS. Any captions or headings preceding the text
of separate sections, paragraphs and subparagraphs hereof are solely for
reference purposes and shall not affect the meaning, construction,
interpretation or effect of the text.
18. SEVERABILITY. In the event that any of the terms,
provisions or covenants of this Agreement are held to be partially or wholly
invalid or unenforceable for any reason whatsoever, such holding shall not
affect, alter, modify, diminish, impede or impair in any manner whatsoever any
of the terms, provisions or covenants hereof not held to be partially or wholly
invalid or unenforceable.
19. DEFINITIONS. The word "Company" as used herein shall
include the successors and assigns of the Company as if so specified at length
throughout this Agreement, and all covenants, agreements, duties, obligations,
liabilities and responsibilities of the Company
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shall be binding upon and enforceable against the successors and assigns of the
Company. The word the "Agent" as used herein shall include the transferees,
successors, and assigns of the Agent as if so specified at length throughout
this Agreement, and all rights of the Agent under this Agreement shall inure to
the benefit of the transferees, successors, and assigns of the Agent.
20. WAIVERS. THE COMPANY HEREBY EXPRESSLY WAIVES TO THE
EXTENT PERMITTED BY LAW ANY RIGHT THE COMPANY MAY HAVE UNDER THE CONSTITUTION OF
THE STATE OF GEORGIA OR THE CONSTITUTION OF THE UNITED STATES OF AMERICA TO
NOTICE OR TO A JUDICIAL HEARING PRIOR TO THE EXERCISE OF ANY RIGHT OR REMEDY
PROVIDED TO THE AGENT BY THIS AGREEMENT, AND WAIVES TO THE EXTENT PERMITTED BY
LAW THE COMPANY'S RIGHTS, IF ANY, TO SET ASIDE OR INVALIDATE ANY SALE UNDER
POWER DULY CONSUMMATED IN ACCORDANCE WITH THE PROVISIONS OF THIS AGREEMENT ON
THE GROUND (IF SUCH BE THE CASE) THAT THE SALE WAS CONSUMMATED WITHOUT PRIOR
NOTICE OR JUDICIAL HEARING OR BOTH, PROVIDED, HOWEVER, THAT NOTHING CONTAINED
HEREIN SHALL BE DEEMED TO CONSTITUTE A WAIVER OR CONVEYANCE OF ANY STATUTORY
RIGHT OF REDEMPTION THE COMPANY MAY HAVE.
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IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be duly executed and delivered as of the day and year first above
written.
COMPANY:
HORIZON MEDICAL PRODUCTS, INC.
By:
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Name:
------------------------
Title:
-----------------------
AGENT:
BANC OF AMERICA COMMERCIAL
FINANCE CORPORATION, AS AGENT
By:
-----------------------------
Authorized Signatory
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CONSENT TO ASSIGNMENT OF NOTE AND COLLATERAL
The undersigned, Xxxxxxxx X. Xxxx, understands that Horizon
Medical Products, Inc., a Georgia corporation (the "COMPANY"), as Borrower, has
assigned or will assign to Banc of America Commercial Finance Corporation, as
Agent (the "AGENT") under the Amended and Restated Credit Agreement, dated as of
May 26, 1998, by and among the Company, the Lenders from time to time a party
thereto, and the Agent, as agent for such Lenders (as the same may be amended,
restated, supplemented or otherwise modified from time to time, the "CREDIT
Agreement"), pursuant to the foregoing Pledge and Assignment of Note and
Collateral, all rights, titles and interests of the Company in, to and under
that certain Promissory Note, dated June 6, 2000, made by the undersigned and
Xxxx Family Investments, L.L.L.P. payable to the order of the Company in the
principal amount of Nine Hundred Thousand and No/100 Dollars ($900,000.00), and
having a maturity date of August 30, 2000, hereinafter called the "NOTE",
together with any and all collateral securing the Note (including, without
limitation, the undersigned's pledge of 1,889,733 shares of the Company's common
stock to secure the Note), and that such assignment has been or will be made as
security for a $900,000 bridge loan made by the Lenders to the Company under the
Credit Agreement, hereinafter called the "BRIDGE LOAN".
As a condition to making such Bridge Loan, the Agent and the
Lenders have required that the undersigned execute and deliver this agreement
and consent.
NOW, THEREFORE, for and in consideration of the sum of TEN
DOLLARS ($10.00), and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the undersigned does hereby:
(a) consent to and acquiesce in the assignment of the
Note and the collateral securing the Note;
(b) agree with the Agent and the Lenders that, if an
"Event of Default" occurs under (and as defined in) the Credit Agreement, the
Agent shall have the right to accelerate and collect upon the Note and realize
upon any collateral securing the Note
(c) agree that, so long as the foregoing Pledge and
Assignment of Note and Collateral shall remain in effect, the undersigned shall
make all payments under the Note directly to the Agent and shall cause the
proceeds of any sale of any collateral securing the Note to be paid directly to
the Agent, for application against the obligations owing under the Note, and
that the obligations owing under the Note shall be deemed to be the direct
obligation of the undersigned to Bank of America, N.A.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this consent, this 6th day of June, 2000.
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Xxxxxxxx X. Xxxx
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CONSENT TO ASSIGNMENT OF NOTE AND COLLATERAL
The undersigned, Xxxx Family Investments, L.L.L.P.,
understands that Horizon Medical Products, Inc., a Georgia corporation (the
"COMPANY"), as Borrower, has assigned or will assign to Banc of America
Commercial Finance Corporation, as Agent (the "AGENT") under the Amended and
Restated Credit Agreement, dated as of May 26, 1998, by and among the Company,
the Lenders from time to time a party thereto, and the Agent, as agent for such
Lenders (as the same may be amended, restated, supplemented or otherwise
modified from time to time, the "CREDIT AGREEMENT"), pursuant to the foregoing
Pledge and Assignment of Note and Collateral, all rights, titles and interests
of the Company in, to and under that certain Promissory Note, dated June 6,
2000, made by the undersigned and Xxxxxxxx X. Xxxx payable to the order of the
Company in the principal amount of Nine Hundred Thousand and No/100 Dollars
($900,000.00), and having a maturity date of August 30, 2000, hereinafter called
the "NOTE", together with any and all collateral securing the Note (including,
without limitation, the undersigned's pledge of 924,210 shares of the Company's
common stock to secure the Note), and that such assignment has been or will be
made as security for a $900,000 bridge loan made by the Lenders to the Company
under the Credit Agreement, hereinafter called the "BRIDGE LOAN".
As a condition to making such Bridge Loan, the Agent and the
Lenders have required that the undersigned execute and deliver this agreement
and consent.
NOW, THEREFORE, for and in consideration of the sum of TEN
DOLLARS ($10.00), and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the undersigned does hereby:
(a) consent to and acquiesce in the assignment of the
Note and the collateral securing the Note;
(b) agree with the Agent and the Lenders that, if an
"Event of Default" occurs under (and as defined in) the Credit Agreement, the
Agent shall have the right to accelerate and collect upon the Note and realize
upon any collateral securing the Note
(c) agree that, so long as the foregoing Pledge and
Assignment of Note and Collateral shall remain in effect, the undersigned shall
make all payments under the Note directly to the Agent and shall cause the
proceeds of any sale of any collateral securing the Note to be paid directly to
the Agent, for application against the obligations owing under the Note, and
that the obligations owing under the Note shall be deemed to be the direct
obligation of the undersigned to Bank of America, N.A.
IN WITNESS WHEREOF, the undersigned has executed and delivered
this consent, this 6th day of June, 2000.
XXXX FAMILY INVESTMENTS, L.L.L.P.
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By:
------------------------------------
Name:
----------------------------------
Title:
---------------------------------
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SCHEDULE 1
DESCRIPTION OF ASSIGNED DOCUMENTS
Promissory Note, dated June 6, 2000, made by Xxxxxxxx X. Xxxx and Xxxx Family
Investments, L.L.L.P. payable to the order of Horizon Medical Products, Inc., in
the principal amount of $900,000.00, having a maturity date of August 30, 2000.
Loan Agreement, dated as of June 6, 2000, among Xxxxxxxx X. Xxxx, Xxxx Family
Investments, L.L.L.P. and Horizon Medical Products, Inc.
Pledge Agreement, dated June 6, 2000, between Xxxxxxxx X. Xxxx, as pledgor, and
Horizon Medical Products, Inc., as pledgee, covering 1,889,733 shares of Horizon
Medical Products, Inc. common stock.
Pledge Agreement, dated June 6, 2000, between Xxxx Family Investments, L.L.L.P.,
as pledgor, and Horizon Medical Products, Inc., as pledgee, covering 924,210
shares of Horizon Medical Products, Inc. common stock.
Certificate No. 73 evidencing 1,889,733 shares of Horizon Medical Products, Inc.
common stock.
Certificate No. 72 evidencing 924,210 shares of Horizon Medical Products, Inc.
common stock.
