EXHIBIT 10.22(a)
XXXXX X. XXXXXXXXX
Pinnacle Advisors, Ltd.
000 Xxxxx Xxxxxx
Xxx Xxxx, X.X. 00000
(000) 000-0000
Xxxxx 0, 0000
Xxxxxx Enterprises, Inc.
000 Xxxxx Xxxxxx
Xxx Xxxx, XX 00000
Re: Sale of Shares of Common Stock of Finlay Enterprises, Inc.
Gentlemen:
This letter confirms the agreement of Xxxxx X. Xxxxxxxxx ("Cornstein") to
sell to Finlay Enterprises, Inc. (the "Company") an aggregate of 100,000 shares
of the common stock of the Company (the "Shares"), on the terms set forth
herein.
1. Simultaneously with the execution and delivery of this Agreement, (i)
the Company shall purchase from Cornstein, and Cornstein shall sell to the
Company, the Shares at a price of $16.25 per share, or an aggregate price of
$1,625,000 (the "Purchase Price"), and (ii) the Company shall deliver to
Cornstein the Purchase Price by wire transfer to an account designated by
Cornstein and Cornstein will either DWAC the Shares to the Company or deliver to
the Company one or more stock certificates representing the Shares, with stock
powers duly endorsed in blank attached thereto.
2. Cornstein represents and warrants to the Company that (a) the Shares are
owned by Cornstein, (b) the Shares are being sold free and clear of all
encumbrances and liens of any kind whatsoever other than any restrictions
imposed by Federal and state securities law, (c) Cornstein is authorized to
enter into this Agreement and to consummate the transactions contemplated hereby
and (d) Cornstein is fully familiar with the financial condition of the Company
and has had an adequate opportunity to ask and have answered questions regarding
the financial and business conditions of the Company.
3. The Company represents that as of the date of its execution of this
Agreement, all necessary corporate actions will have been taken to authorize the
transaction contemplated herein.
4. This Agreement shall be governed by the laws of the State of New York
and may not be modified except by a writing executed by the parties hereto.
Please confirm your agreement to the foregoing by executing the enclosed
copy of this letter where indicated.
Very truly yours,
/s/ Xxxxx X. Xxxxxxxxx
-----------------------------
Xxxxx X. Xxxxxxxxx
Accepted And Agreed To:
FINLAY ENTERPRISES, INC.
By /s/ Xxxxxx X. Xxxxxx
-------------------------
Name: Xxxxxx X. Xxxxxx
Title: Chairman & CEO
