FORM OF INITIAL STOCKHOLDER WARRANT PURCHASE AGREEMENT] GLOBAL LOGISTICS ACQUISITION CORPORATION INITIAL STOCKHOLDER WARRANT PURCHASE AGREEMENT
Exhibit 10.9
INITIAL STOCKHOLDER WARRANT
PURCHASE AGREEMENT
PURCHASE AGREEMENT
THIS INITIAL STOCKHOLDER WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of
February
, 2006 by and between Global Logistics Acquisition Corporation, a Delaware corporation
(the “Company”), on the one hand, and each of the undersigned parties listed under Initial
Stockholders on the signature page hereto, on the other hand (collectively, the “Initial
Stockholders” or, individually, an “Initial Stockholder”). Except as otherwise indicated herein,
capitalized terms used herein are defined in Section 7 hereof.
WHEREAS, the Initial Stockholders are officers and directors of the Company with the
exception of Xxxx Xxxxx, Jr., who is a special advisor and founding stockholder of the Company, and
Xxxxxxx Xxxxx, who is a founding stockholder of the Company; and
WHEREAS, in furtherance of the Company’s plan to obtain funding through an initial public
offering (the “Offering”) of its units (the “Units”), each Unit consisting of one share of common
stock (the “Unit Common Stock”) and one warrant to purchase one share of common stock (the “Unit
Warrants” or a “Unit Warrant”) and to demonstrate the commitment of the Initial Stockholders of the
Company to this plan, the Initial Stockholders desire to make an investment in the Company by
purchasing 2,272,727 warrants (the “Initial Stockholder Warrants” or an “Initial Stockholder
Warrant” ) on the terms and conditions described herein; and
WHEREAS, the consummation of this Agreement is contemplated in the prospectus (as amended
or supplemented from time to time, the “Prospectus”) included in the Company’s registration
statement on Form S-1, SEC File No. 333-128591 (as amended from time to time, the “Registration
Statement”) and filed with the Securities and Exchange Commission (the “Commission”).
NOW THEREFORE, in consideration of the mutual promises contained in this Agreement and
other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties to this Agreement, intending to be legally bound, hereby agree as
follows:
Section 1. Authorization, Purchase and Sale; Terms of the Initial Stockholder Warrants.
A. Authorization of the Initial Stockholder Warrants. The Company has authorized,
and hereby ratifies such authorization by execution hereof, the issuance and sale to the
Initial Stockholders of an aggregate of 2,272,727 Initial Stockholder Warrants.
B. Purchase and Sale of the Initial Stockholder Warrants. The Company shall sell to
the Initial Stockholders, or, in the case of Messrs. Xxxxx and Xxxxx, to their designated
Affiliates (each, a “Designated Affiliate”), and subject to the terms and conditions set forth
herein, the Initial Stockholders, or, in the case of Messrs. Xxxxx and Royce, their Designated
Affiliates, shall severally purchase from the Company, contemporaneously with the closing of
the IPO, an aggregate of 2,272,727 Initial Stockholder Warrants. Each Initial Stockholder
shall purchase that number of the Initial Stockholder Warrants as is set forth opposite his
name in the table contained in Exhibit A hereto; provided, that in the case of Messrs.
Xxxxx and Xxxxx, their Designated Affiliates shall purchase such Initial Stockholder Warrants
on their behalf. The purchase price of each Initial Stockholder Warrant shall be $1.10 per
warrant (the “Purchase Price”), which shall be paid in immediately available funds through
wire transfers to the trust account (the “Trust Account”) to be established pursuant to that
certain Investment Management Trust Agreement by and between the Company and The Bank of New
York (the “Trustee”), dated the date of the closing of the Offering. The Purchase Price shall
be wired to the Trust Account by the Initial Stockholders 24 hours prior to the closing of the
Offering. Amounts so received in the Trust Account shall be credited against the respective
purchase obligations of the Initial Stockholders as described on Exhibit A hereto.
C. Terms of the Initial Stockholder Warrants. Each Initial Stockholder Warrant shall upon
exercise and payment of the exercise price specified therein entitle the holder to purchase
one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”). In
addition, the Initial Stockholder Warrants shall carry rights and terms identical to those
possessed by the Unit Warrants described in the Registration Statement, subject to the
following exceptions: the Initial Stockholder Warrants (i) will be subject to the lock-up
agreement (the “Lock-Up Agreement”) to be signed contemporaneously herewith between the
Initial Stockholders and BB&T Capital Markets, a division of Xxxxx & Xxxxxxxxxxxx, Inc., as
representative of the underwriters for the Offering (the “Representative”), (ii) will be
non-redeemable so long as the Initial Stockholders hold such warrants following their issuance
by the Company to such Initial Stockholders, and (iii) together with the shares of Common
Stock underlying the Initial Stockholder Warrants, are and will be entitled to registration
rights under the registration rights agreement (the “Registration Rights Agreement”) to be
signed contemporaneously herewith between the Initial Stockholders and the Company. Except as
specifically provided in this Agreement, the terms of the Initial Stockholder Warrants shall
in all other respects be as set forth in the Warrant Agreement relating to the Unit Warrants
by and between the Company and the Trustee. In the event of any conflict between this
Agreement and the Warrant Agreement, the terms and provisions of which are incorporated herein
by reference, this Agreement shall control.
Section 2. The Closing. The closing of the purchase and sale of the Initial Stockholder
Warrants to the Initial Stockholders (the “Closing”) shall take place at the offices of the
Representative at or immediately prior to the closing of the IPO. At the Closing, the Company shall
deliver warrant certificates evidencing the Initial Stockholder Warrants to be purchased by the
Initial Stockholders hereunder, registered in each Initial Stockholder’s name, upon the payment of
the aggregate purchase price therefor, by wire transfer of immediately available funds to the Trust
Account.
Section 3. Representations, Warranties and Covenants of Initial Stockholders. As a
material inducement to the Company to enter into this Agreement and issue and sell the Initial
Stockholder Warrants to the Initial Stockholders, the Initial Stockholders hereby severally
represent, warrant and covenant to the Company (which representations, warranties and covenants
shall survive the Closing) that:
A. Capacity and State Law Compliance. Each Initial Stockholder is an individual over
the age of 21 years with the legal capacity to execute and perform the obligations imposed on
each of the Initial Stockholders hereunder. Each Initial Stockholder has engaged in the
transactions contemplated by this Agreement within a state in which the offer and sale of the
Initial Stockholder Warrants is permitted under applicable securities laws. The Initial
Stockholder understands and acknowledges that (i) the transfer of the Initial Stockholder
Warrants; (ii) the purchase of Common Stock on exercise of the Initial Stockholder Warrants,
and (iii) the transfer of the Common Stock underlying the Initial Stockholder Warrants
subsequent to exercise of the Initial Stockholder Warrants, may require the registration of
such Common Stock under Federal and/or state securities laws or the availability of an
exemption from such registration requirements. Each Initial Stockholder understands that: (a)
the Securities have not been and are not being registered under the Securities Act or any
state securities laws, and may not be offered for sale, sold, assigned or transferred unless
(A) subsequently registered thereunder or (B) sold in reliance on an exemption therefrom; and
(b) except as specifically set forth in the Registration Rights Agreement, neither the Company
nor any other person is under any obligation to register such securities under the Securities
Act or any state securities laws or to comply with the terms and conditions of any exemption
thereunder. In this regard, each Initial Stockholder represents that he is familiar with Rule
144 adopted pursuant to the Securities Act, and understands the resale limitations imposed
thereby and by the Securities Act. Each Initial Stockholder is able to bear the economic risk
of its investment in the Securities for an indefinite period of time.
B. Authorization; No Breach.
(i) This Agreement constitutes a valid and binding obligation of each Initial
Stockholder, enforceable in accordance with its terms.
(ii) The execution and delivery by Initial Stockholders of this Agreement and
the fulfillment of and compliance with the respective terms hereof by Initial
Stockholders do not and shall not as of the Closing conflict with or result in a breach
of the terms, conditions or provisions of any other agreement, instrument, order,
judgment or decree to which Initial Stockholder is subject.
C. Investment Representations.
(i) Each of the Initial Stockholders is acquiring the Initial Stockholder
Warrants and, upon exercise thereof, the Common Stock issuable upon such exercise
(collectively, the “Securities”) for his own account, for investment only and not with a
view towards, or for resale in connection with, any public sale or distribution thereof.
(ii) Each Initial Stockholder is an “accredited investor” as defined in Rule
501(a)(3) of Regulation D.
(iii) Each Initial Stockholder understands that the Securities are being
offered and sold to him in reliance on specific exemptions from the registration
requirements of United States federal and state securities laws and that the Company is
relying in part upon the truth and accuracy of, and Initial Stockholder’s compliance
with, the representations, warranties and agreements of Initial Stockholder set forth
herein in order to determine the availability of such exemptions and the eligibility of
Initial Stockholder to acquire such securities.
(vii) Each Initial Stockholder initiated discussions with the Company relating
to the purchase and sale of the Securities contemplated by this Agreement on an
unsolicited basis prior to the date of this Agreement. The Initial Stockholders did not
initiate such discussions, nor did Initial Stockholders decide to enter into this
Agreement, as a result of any general solicitation or general advertising within the
meaning of Rule 502(c) under the Securities Act of 1933, as amended (the “Securities
Act”), including the filing of the Registration Statement.
(vi) Each Initial Stockholder has been furnished with all materials relating
to the business, finances and operations of the Company and materials relating to the
offer and sale of the Securities which have been requested by Initial Stockholder. Each
Initial Stockholder has been afforded the opportunity to ask questions of the other
executive officers and directors of the Company. Each Initial Stockholder understands
that his investment in the Securities involves a high degree of risk. Each Initial
Stockholder has sought such accounting, legal and tax advice as he has considered
necessary to make an informed investment decision with respect to his acquisition of the
Securities.
(vii) Each Initial Stockholder understands that no United States federal or
state agency or any other government or governmental agency has passed on or made any
recommendation or endorsement of the Securities or the fairness or suitability of the
investment in the Securities nor have such authorities passed upon or endorsed the
merits of the offering of the Securities.
(viii) Each Initial Stockholder is an investor in securities of companies in
the development stage and acknowledges that he is able to fend for himself, has
knowledge and experience in financial and business matters, knows of the high degree of
risk associated with investments generally and particularly investments in the
securities of companies in the development stage such as the Company, is capable of
evaluating the merits and risks of an investment in the Securities and is able to bear
the economic risk of an investment in the Securities in the amount contemplated
hereunder. Each Initial Stockholder has adequate means of providing for his current
financial needs and contingencies and will have no current or anticipated future needs
for liquidity which would be jeopardized by the investment in the Securities. Each
Initial Stockholder can afford a complete loss of his investment in the Securities.
(ix) Without in any way limiting the representations set forth above, the Initial
Stockholders agree not to make any disposition of all or any portion of the Securities
unless and until:
(1) There is then in effect a registration statement under the
Securities Act and applicable state securities laws covering such proposed
disposition and such disposition is made in accordance with such registration
statement; or
(2)(i) The Initial Stockholder shall have notified the Company of the
proposed disposition and shall have furnished the Company with a detailed
statement of the circumstances surrounding the proposed disposition, and (ii) if
reasonably requested by the Company, the Initial Stockholder shall have furnished
the Company with an opinion of counsel, reasonably satisfactory to the Company,
that such disposition will not require registration of such Securities under the
Securities Act or applicable state securities laws. Notwithstanding the
foregoing, each Initial Stockholder also understands and acknowledges that the
transfer or exercise of the Initial Stockholder Warrants is subject to the
specific conditions to such transfer or exercise as outlined herein, as to which
each Initial Stockholder specifically assents by his execution hereof.
F. No Group. By virtue of the Initial Stockholders purchasing the Initial
Stockholder Warrants under this Agreement, such participation shall not be construed so as to
make any of the Initial Stockholders part of, or a participant in, a “group” as defined in
Rule 13d-5 of the Exchange Act with respect to any securities of the Company.
G. Rescission Right Waiver and Indemnification.
(i) Each of the Initial Stockholders understands and acknowledges that an
exemption from the registration requirements of the Securities Act requires that there
be no general solicitation of purchasers of the Initial Stockholder Warrants. In this
regard, if the Offering of the Units were deemed to be a general solicitation with
respect to the Initial Stockholder Warrants, the offer and sale of such Initial
Stockholder Warrants may not be exempt from registration and, if not, the Initial
Stockholders may have a right to rescind their purchases of the Initial Stockholder
Warrants. In order to facilitate the completion of the Offering and in order to protect
the Company, its stockholders and the Trust Account from claims that may adversely
affect the Company or the interests of its stockholders, each of the Initial
Stockholders hereby agrees to waive, to the maximum extent permitted by applicable law,
any claims, right to xxx or rights in law or arbitration, as the case may be, to seek
rescission of his purchase of the Initial Stockholder Warrants. Each of the Initial
Stockholders acknowledges and agrees that this waiver is being made in order to induce
the Company to sell the Initial Stockholder Warrants to the Initial Stockholders. Each
Initial Stockholder agrees that the foregoing waiver of rescission rights shall apply to
any and all known or unknown actions, causes of action, suits, claims, or proceedings
(collectively, “Claims”) and related losses, costs, penalties, fees, liabilities and
damages, whether compensatory, consequential or exemplary, and expenses in connection
therewith (collectively, “Losses and Expenses”) including attorneys’ and expert witness
fees and disbursements and all other expenses incurred in investigating, preparing or
defending against any Claims, whether pending or threatened, in connection with any
present or future actual or asserted right to rescind the purchase of the Initial
Stockholder Warrants hereunder or relating to the purchase of the Initial Stockholder
Warrants and the transactions contemplated hereby.
(ii) Each Initial Stockholder agrees not to seek recourse against the Trust
Account for any reason whatsoever in connection with his purchase of the Initial
Stockholder Warrants or any Claim, including Losses and Expenses relating thereto, that
may arise now or in the future.
(iii) The Initial Stockholders acknowledge and agree that the stockholders of
the Company, including those who purchase the Units in the Offering, are and shall be
third-party beneficiaries of the foregoing provisions of Section 3(G) of this Agreement.
(v) Each Initial Stockholder agrees that to the extent any waiver of rights
under this Section 3(G) is ineffective as a matter of law, each Initial Stockholder has
offered such waiver for the benefit of the Company as an equitable right that shall
survive any statutory
disqualification or bar that applies to a legal right. Each Initial Stockholder
acknowledges the receipt and sufficiency of consideration received from the Company
hereunder in this regard.
Section 4. Conditions of the Initial Stockholders’ Obligations at the Closing. The
obligation of the Initial Stockholders to purchase and pay for the Initial Stockholder Warrants is
subject to the fulfillment, at or before the Closing, of each of the following conditions:
A. Performance. The Company shall have performed and complied with all agreements,
obligations and conditions contained in this Agreement that are required to be performed or
complied with by it on or before the Closing.
B. Registration Statement. The Registration Statement shall have been declared
effective by the Commission and the closing of the Offering shall take place within four
business days of such effective date or, if the Registration Statement is declared effective
before 2:00 p.m. on a business day, the closing of the Offering shall take place within three
business days of such effective date.
Section 5. Conditions of the Company’s Obligations at the Closing. The obligations of the
Company to the Initial Stockholders under this Agreement are subject to the fulfillment on or
before the Closing of each of the following conditions:
A. Representations and Warranties. The representations and warranties of Initial
Stockholders contained in Section 3 shall be true at and as of the Closing as though then
made.
B. Performance. The Initial Stockholders shall have performed and complied with all
agreements, obligations and conditions contained in this Agreement that are required to be
performed or complied with by them on or before the Closing.
C. Corporate Consents. The Company shall have obtained the consent of its Board of
Directors authorizing the execution, delivery and performance of this Agreement and the
issuance and sale of the Initial Stockholder Warrants hereunder.
Section 8. Termination. This Agreement may or will be terminated at any time prior to the
consummation of the Closing under the following described circumstances:
(i) automatically upon the mutual written consent of the Company and the Initial
Stockholders;
(ii) by either of the Company or the Initial Stockholders by delivery of written
notice thereof, if the Offering shall not have been consummated prior to the one-month
anniversary of the date of this Agreement; or
(iii) automatically if the Offering is not closed within the time periods described
in the Underwriting Agreement after the Registration Statement is declared effective.
Section 6. Survival of Representations and Warranties. All of the representations and
warranties contained herein, and the waiver and indemnification provisions set forth in Section
3(G) hereto, shall survive the Closing, except as otherwise specifically provided herein
Section 7. Definitions. For the purposes of this Agreement, the following terms have the
meanings set forth:
“Affiliate” of any particular Person means any other Person controlling, controlled by or
under common control with such particular Person, where “control” means the possession, directly or
indirectly, of the power to direct the management and policies of a Person whether through the
ownership of voting securities, contract or otherwise.
“Common Stock” is defined in Section 1(A) of this Agreement.
“Exchange Act” means the Securities Exchange Act of 1934, as amended.
“Person” means any individual, partnership, corporation, limited liability company,
association, joint stock company, trust, joint venture, unincorporated organization or governmental
entity or any department, agency or political subdivision thereof.
“Securities Act” means the Securities Act of 1933, as amended.
“Securities and Exchange Commission” or “Commission” means the United States Securities
and Exchange Commission.
Section 8. Miscellaneous.
A. Legends.
(i) The certificates evidencing the Initial Stockholder Warrants will include
the legend set forth in the Lock-Up Agreement.
(ii) By accepting the certificates bearing the aforesaid legend, each Initial
Stockholder agrees, prior to any permitted transfer of the Securities represented by the
certificates and subject to the restrictions contained herein, to give written notice to
the Company expressing his desire to effect such transfer and describing briefly the
proposed transfer.
(iii) The Company may, from time to time, make stop transfer notations in its
records and deliver stop transfer instructions to its transfer agent to the extent its
counsel considers it necessary to ensure compliance with the Securities Act and the
applicable state securities acts.
B. Successors and Assigns. Except as otherwise expressly provided herein, all
covenants and agreements contained in this Agreement by or on behalf of any of the parties
hereto shall bind and inure to the benefit of the respective successors and assigns of the
parties hereto whether so expressed or not. Notwithstanding the foregoing or anything to the
contrary herein, the parties may not assign this Agreement.
C. Severability. Whenever possible, each provision of this Agreement shall be
interpreted in such manner as to be effective and valid under applicable law, but if any
provision of this Agreement is held to be prohibited by or invalid under applicable law, such
provision shall be ineffective only to the extent of such prohibition or invalidity, without
invalidating the remainder of this Agreement.
D. Counterparts. This Agreement may be executed simultaneously in two or more
counterparts, any one of which need not contain the signatures of more than one party, but all
such counterparts taken together shall constitute one and the same Agreement.
E. Descriptive Headings; Interpretation. The descriptive headings of this Agreement
are inserted for convenience only and do not constitute a substantive part of this Agreement.
The use of the word “including” in this Agreement shall be by way of example rather than by
limitation.
F. Governing Law. This Agreement shall be governed by and interpreted and construed
in accordance with the laws of the State of New York applicable to contracts formed and to be
performed entirely within the State of New York, without regard to the conflicts of law
provisions thereof to the extent such principles or rules would require or permit the
application of the laws of another jurisdiction. The Company and the Initial Stockholders
irrevocably and unconditionally submit to the exclusive jurisdiction of the United States
District Court for the Southern District of New York or, if such court does not have
jurisdiction, the New York State Supreme Court in the Borough of Manhattan, in any action
arising out of or relating to this Agreement, agree that all claims in respect of the action
may be heard and determined in any such court and agree not to bring any action arising out of
or relating to this Agreement in any other court. In any action, the Company and the Initial
Stockholders irrevocably and unconditionally waive and agree not to assert by way of motion,
as a defense or otherwise any claims that it is not subject to the jurisdiction of the above
court, that such action is brought in an inconvenient forum or that the venue of such action
is improper. Without limiting the foregoing, the Company and the Initial Stockholders agree
that service of process at each parties respective addresses as provided for in Section 6.2
above shall be deemed effective service of process on such party.
G. Waiver of Jury Trial. Each party hereby irrevocably and unconditionally waives the
right to a trial by jury in any action, suit, counterclaim or other proceeding (whether based
on contract, tort or otherwise) arising out of, connected with or relating to this Agreement,
the transactions contemplated hereby, or the actions of the Insider in the negotiation,
administration, performance or enforcement hereof.
H. Notices. All notices, demands or other communications to be given or delivered under
or by reason of the provisions of this Agreement shall be in writing and shall be deemed to
have been given when delivered personally to the recipient, sent to the recipient by reputable
overnight courier service (charges prepaid) or mailed to the recipient by certified or
registered mail, return receipt requested and postage prepaid. Such notices, demands and other
communications shall be sent:
If to the Company:
Global Logistics Acquisition Corporation
000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx
Xxx Xxxx, XX 00000
Attention: Chief Executive Officer
000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx
Xxx Xxxx, XX 00000
Attention: Chief Executive Officer
with a copy to:
Xxxxxxxxxx Xxxxxx & Xxxxxxx LLP
0000 Xxxxxxxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Attention: Xxxxxxx X. Xxxx
0000 Xxxxxxxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Attention: Xxxxxxx X. Xxxx
If to an Initial Stockholder, to the address set forth below such Insider’s name on the
signature pages hereof.
with a copy to:
Xxxxxxxxxx Xxxxxx & Xxxxxxx LLP
0000 Xxxxxxxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Attention: Xxxxxxx X. Xxxx
0000 Xxxxxxxxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Attention: Xxxxxxx X. Xxxx
I. No Strict Construction. The parties hereto have participated jointly in the
negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or
interpretation arises, this Agreement shall be construed as if drafted jointly by the parties
hereto, and no presumption or burden of proof shall arise favoring or disfavoring any party by
virtue of the authorship of any of the provisions of this Agreement.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, the parties have caused this Initial Stockholder Warrant Purchase
Agreement to be executed and delivered by their duly authorized representatives as of the date
first written above.
| GLOBAL LOGISTICS ACQUISITION CORPORATION | ||||||
| By: | ||||||
| Name: Xxxxxxx X. Xxxxx | ||||||
| Title: Chief Executive Officer and President | ||||||
| INITIAL STOCKHOLDERS: | ||||||
| By: | ||||||
| Xxxxx X. Xxxxxxx | ||||||
| c/o Global Logistics Acquisition Corporation 000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx Xxx Xxxx, XX 00000 |
||||||
| By: | ||||||
| Xxxxxxx X. Xxxxx | ||||||
| c/o Global Logistics Acquisition Corporation 000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx Xxx Xxxx, XX 00000 |
||||||
| By: | ||||||
| Xxxxxxx X. Xxxxxxxx | ||||||
| c/o Global Logistics Acquisition Corporation 000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx Xxx Xxxx, XX 00000 |
||||||
| By: | ||||||
| Xxxxxx X. XxXxxxx | ||||||
| c/o Global Logistics Acquisition Corporation 000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx Xxx Xxxx, XX 00000 |
||||||
| By: | ||||||
| Xxxxxx X. Xxxx | ||||||
| c/o Global Logistics Acquisition Corporation 000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx Xxx Xxxx, XX 00000 |
||||||
| By: | ||||||
| Xxxxxxx Xxxx | ||||||
| c/o Global Logistics Acquisition Corporation 000 Xxxxxxx Xxxxxx, Xxxxx Xxxxx Xxx Xxxx, XX 00000 |
||||||
| By: | ||||||
| Xxxx X. Xxxxx, Xx. | ||||||
| c/o Alleghany Corporation 000 Xxxxxx Xxxxxx Xxx Xxxxxx, XX 00000 |
||||||
| By: | ||||||
| Xxxxxxx X. Xxxxx | ||||||
| c/o Royce & Associates, LLC 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, XX 00000 |
||||||
Exhibit A
| Number of Initial | ||||
| Name | Stockholder Warrants | |||
Xxxxx Xxxxxxx |
431,818 | |||
Xxxxxxx Xxxxx, CFA |
386,364 | |||
Xxxxxxx Xxxxxxxx |
90,909 | |||
Xxxxxx XxXxxxx |
59,091 | |||
Xxxxxx Xxxx |
90,909 | |||
Xxxxxxx Xxxx |
27,273 | |||
Xxxx Xxxxx, Jr. |
181,818 | |||
Xxxxxxx Xxxxx |
1,004,545 | |||
