CB Pharma Acquisition Corp.
Exhibit 10.3
0 Xxxxxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx X. Xxxxxxxxx
EJF Opportunities, LLC
Xxxxxxx X. Xxxxxx
Xxxx X. Aldeanueva
Xxxxxxx X. Xxxxxxxx Profit Sharing Plan
Xxxxx Xxxxxxx
Dear Sirs:
Pursuant to that certain Registration Rights Agreement (the “RRA”), dated as of December 12, 2014, by and among CB Pharma Acquisition Corp., a Cayman Islands company (the “Company”), and the respective undersigned parties (each, individually, a “Shareholder”, and collectively, the “Shareholders”), the Company has granted the Shareholders certain registration rights (the “Registration Rights”) with respect to the ordinary shares of the Company (the “Insider Shares”) purchased by the Shareholders from the Company prior to the Company’s initial public offering.
The Shareholders have executed an agreement (the “Transfer Agreement”) of even date herewith pursuant to which the Shareholders have transferred the Insider Shares, for aggregate consideration of $1.00, to EJF Opportunities, LLC, Xxxxxxx X. Xxxxxx, Xxxx X. Aldeanueva, Xxxxxxx X. Xxxxxxxx Profit Sharing Plan and Xxxxx Xxxxxxx (the “Investors”), in the amounts identified in Schedule A. In connection with the transfer of the Insider Shares, the Shareholders desire to assign their Registration Rights with respect to the Insider Shares to the Investors in accordance with Section 6.2 of the RRA, and the Company has agreed to consent to such assignment. Accordingly, the Shareholders’ Registration Rights with respect to such securities shall be assigned to the Investors as of the date hereof. The Shareholders shall maintain their Registration Rights with respect to any other securities of the Company not transferred to the Investors pursuant to the Transfer Agreement.
[Remainder of page intentionally left blank; signature page to follow.]
| Very truly yours, | ||
| SHAREHOLDERS: | ||
| /s/ Xxxxxxx X. Xxxxxxxxx | ||
| Fortress Biotech, Inc. | ||
| /s/ Xxxx X. Chill | ||
| Xxxx X. Chill | ||
| /s/ Xxxxxx X. Kornlbuth | ||
| Xxxxxx X. Kornlbuth | ||
| /s/ Xxxx Xxxxxxxxxx | ||
| Xxxx Xxxxxxxxxx |
The undersigned acknowledges and consents to the foregoing terms.
COMPANY:
| By: | /s/ Xxxxxxx X. Xxxxxxxxx | |
| Name: Xxxxxxx X. Xxxxxxxxx | ||
| Title: Chief Executive Officer |
[Signature Page - Registration Rights Assignment Letter]
Schedule A
| Name of Shareholder | Escrow Shares being Transferred |
Transferee | ||
| Fortress Biotech, Inc. | 520,000 | EJF Opportunities, LLC | ||
| Fortress Biotech, Inc. | 260,000 | Xxxxxxx X. Xxxxxx | ||
| Fortress Biotech, Inc. | 130,000 | Xxxx X. Aldeanueva | ||
| Fortress Biotech, Inc. | 110,000 | Xxxxxxx X. Xxxxxxxx Profit Sharing Plan | ||
| Xxxx X. Chill | 10,000 | Xxxxxxx X. Xxxxxxxx Profit Sharing Plan | ||
| Xxxxxx X. Xxxxxxxxx | 10,000 | Xxxxxxx X. Xxxxxxxx Profit Sharing Plan | ||
| Xxxx Xxxxxxxxxx | 10,000 | Xxxxx Xxxxxxx |
