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Exhibit 99.6
March 30, 2001
Xx. Xxxxxx Xxxxxx
Xx. Managing Director
Xxxxx Xxxxxxxx Investment Management.
0000 Xxxxxx xx xxx Xxxxx, 0xx Xxxxx
Xxx Xxxxxxx, Xxxxxxxxxx 00000
Re: Sale of 11% Duck Bonds
Dear Bob:
The purpose of this letter is to state the material terms and
conditions of our agreement for the sale of the following bonds held by me. We
agreed to the following:
Duck Bonds: $1,738,000.00 principal amount of Ugly Duckling
Corporation 11.0% bonds maturing April 15, 2007,
CUSIP 000000XX0 (the "Duck Bonds").
Seller: Cygnet Capital Corporation, an Arizona corporation
wholly owned by me.
Buyers: Arbco Associates, L.P. and Xxxxx Xxxxxxxx
Non-Traditional Investments, L.P.
Purchase Price: $1,216,600.00, which amount is 70% of the above
principal amount of the Duck Bonds. Upon transfer of
the Duck Bonds, the Purchase Price shall be paid by
account to account transfer of funds at Bear Xxxxxxx.
Closing Date: The transfer of the Duck Bonds and the payment of the
Purchase Price shall be completed within two business
days after our joint execution of this letter
agreement. On the Closing Date, the Duck Bonds shall
be transferred via account to account transfer at
Bear Xxxxxxx and Seller shall pay all expenses of the
transfer.
Put Right: Each Buyer shall have the right, commencing 90 days
after the Closing Date, to put (sell) all or any
portion of the Duck Bonds to the Seller, from time to
time, for an amount sufficient to yield an annualized
return (on those Duck Bonds sold to Seller) to the
Buyer of 20%, including all interest on the Duck
Bonds received by Buyer while the Duck Bonds are held
by Buyer.
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Page 2 of 3
Xx. Xxxxxx Xxxxxx
March 31, 2001
Call Right: The Seller shall have the right, at any time after
the Closing Date, to call (purchase) all or any
portion of the Duck Bonds from each Buyer, from time
to time, for an amount sufficient to yield an
annualized return (on those Duck Bonds purchased by
Seller) to the Buyer of 20%, including all interest
on the Duck Bonds received by the Buyer while the
Duck Bonds are held by Buyer.
Guaranty and Pledge: All obligations of the Seller to the Buyers,
including the obligations to repurchase the Duck
Bonds if the put or call right is exercised, shall be
personally guaranteed by Xxxxxx X. Xxxxxx XX. Such
personal guaranty shall be secured by a pledge of
200,000 shares of common stock of Ugly Duckling
Corporation held by Xxxxxx X. Xxxxxx.
Representations: The Seller makes the following representations and
warranties to the Buyers:
(a) Seller owns the Duck Bonds free and clear of
all liens, encumbrances and security
interests and may transfer the Duck Bonds to
Buyers without violation of the rights of
any person.
(b) Seller is not aware of any events or
information not publicly disclosed by Ugly
Duckling Corporation that have a material
adverse effect on Ugly Duckling Corporation
or the Duck Bonds.
(c) Seller is not aware of any restriction, nor
does Seller have any current reason to
anticipate any restriction, on Seller's
ability to repurchase the Duck Bonds in the
event of the exercise of the put or call
right.
(d) Seller has no knowledge of any defaults or
events of default of Ugly Duckling
Corporation under any material agreement,
indenture, loan, debenture, bond, leases or
other documents.
(e) Seller is not subject to, nor obligated
under, any provision of its organizational
documents, any material agreement, any
license, franchise or permit or any
applicable law which would be materially
breached by its execution, delivery and
performance of this letter agreement and the
consummation by it of the transactions
described herein.
Documents: The Seller and Buyers shall execute such additional
documents for the transfer of the Duck Bonds in
accordance with this letter as shall be mutually
acceptable to Seller and Buyers.
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Xx. Xxxxxx Xxxxxx
March 31, 2001
Bob, if this letter accurately states the material terms and conditions
of our agreement, please acknowledge our agreement by signing this letter and
returning it to me. If this letter does not accurately state the terms and
conditions of our agreement, then please contact me at 000-000-0000. Your
cooperation and support is greatly appreciated.
Very truly yours,
Xxxxxx X. Xxxxxx, XX
cc: Xxxxxx X. Xxxxxxx, Esq.
Xxxxx Xxxxxxxxxx, Esq. (via facsimile 310-284-6444)
Accepted and approved March ___, 2001.
Xxxxx Xxxxxxxx Capital Advisors, L.P.
By: __________________________________
Its: __________________________________
