Contract
EXHIBIT
10.8
This
Agreement is made as of ________, 2008 by and between Symphony
Acquisition Corp.
(the “Company”) and American Stock Transfer & Trust Company
(“Trustee”).
WHEREAS,
the Company’s registration statement on Form S-1, No. 333-151646
(“Registration Statement”), for its initial public offering of securities
(“IPO”) has been declared effective as of the date hereof (“Effective Date”) by
the Securities and Exchange Commission (capitalized terms used
herein and not
otherwise defined shall have the meanings set forth in the Registration
Statement); and
WHEREAS,
EarlyBirdCapital, Inc. (“EBC”) is acting as the representative of the
underwriters in the IPO; and
WHEREAS,
as described in the Registration Statement, and in accordance
with the Company’s
Amended and Restated Certificate of Incorporation, $47,635,000
of the gross
proceeds of the IPO and sale of the Sponsors’ Warrants (or $54,727,750) if the
underwriters’ over-allotment option is exercised in full) will be delivered
to
the Trustee to be deposited and held in a trust account for the
benefit of the
Company and the holders of the Company’s common stock, par value $.0001 per
share, issued in the IPO as hereinafter provided (the amount
to be delivered to
the Trustee will be referred to herein as the “Property”, the stockholders for
whose benefit the Trustee shall hold the Property will be referred
to as the
“Public Stockholders,” and the Public Stockholders and the Company will be
referred to together as the “Beneficiaries”); and
WHEREAS,
the Company and the Trustee desire to enter into this Agreement
to set forth the
terms and conditions pursuant to which the Trustee shall hold
the
Property;
IT
IS
AGREED:
1. Agreements
and Covenants of Trustee.
The
Trustee hereby agrees and covenants to:
(a) Hold
the
Property in trust for the Beneficiaries in accordance with the
terms of this
Agreement in a segregated trust account (“Trust Account”) established by the
Trustee;
(b) Manage,
supervise and administer the Trust Account subject to the terms
and conditions
set forth herein;
(c) In
a
timely manner, upon the instruction of the Company, to invest
and reinvest the
Property in United States “government securities” within the meaning of Section
2(a)(16) of the Investment Company Act of 1940 having a maturity
of 180 days or
less,
and/or
in any open ended investment company registered under the Investment
Company Act
of 1940 that holds itself out as a money market fund selected
by the Company
meeting the conditions of paragraphs (c)(2), (c)(3) and (c)(4)
of Rule 2a-7
promulgated under the Investment Company Act of 1940, as determined
by the
Company;
(d) Collect
and receive, when due, all principal and income arising from
the Property, which
shall become part of the “Property,” as such term is used herein;
(e) Notify
the Company and EBC of all communications received by it with
respect to any
Property requiring action by the Company;
1
(f) Supply
any necessary information or documents as may be requested by
the Company in
connection with the Company’s preparation of the tax returns relating to income
from the property in the Trust Account (or otherwise);
(g) Participate
in any plan or proceeding for protecting or enforcing any right
or interest
arising from the Property if, as and when instructed by the Company
and/or EBC
to do so;
(h) Render
to
the Company and to EBC, and to such other person as the Company
may instruct,
monthly written statements of the activities of and amounts in
the Trust Account
reflecting all receipts and disbursements of the Trust Account;
and
(i) Commence
liquidation of the Trust Account only after and promptly after
receipt of, and
only in accordance with, the terms of a letter (“Termination Letter”), in a form
substantially similar to that attached hereto as either Exhibit
A or Exhibit B
hereto, signed on behalf of the Company by its President or Chairman
of the
Board and Secretary or Assistant Secretary and affirmed by counsel
for the
Company, and complete the liquidation of the Trust Account and
distribute the
Property in the Trust Account only as directed in the Termination
Letter and the
other documents referred to therein; provided, however, that
in the event that a
Termination Letter has not been received by the Trustee by the
24-month
anniversary of the closing (“Closing”) of the IPO (“First Date”), or the
30-month anniversary of the Closing (“Last Date”) in the event that a definitive
agreement for a Business Combination has been executed on or
prior to the First
Date but the Business Combination has not been consummated by
the First Date,
the Trust Account shall be liquidated in accordance with the
procedures set
forth in the Termination Letter attached as Exhibit B hereto
to the stockholders
of record on the record date established by the Company for such
purpose. The
Company shall set the record date to be within ten days of the
Last Date, or as
soon thereafter as reasonably practicable and legally permissible.
In all cases,
the Trustee shall provide EBC with a copy of any Termination
Letters and/or any
other correspondence that it receives with respect to any proposed
withdrawal
from the Trust Account promptly after it receives same.
2. Limited
Distributions from Trust Account.
(a) Upon
written request from the Company, which may be given from time
to time in a form
substantially similar to that attached hereto as Exhibit C, the
Trustee shall
distribute to the Company the amount requested by the Company
to cover any
income or other tax obligation owed by the Company;
(b) Upon
written request from the Company, which may be given from time
to time in a form
substantially similar to that attached hereto as Exhibit D, the
Trustee shall
distribute to the Company the amount requested by the Company
to cover expenses
related to investigating and selecting a target business and
other working
capital requirements; provided, however, that the aggregate amount
of all such
distributions shall not exceed $1,350,000 and the Company will
not be allowed to
withdraw interest income earned on the trust account unless there
is sufficient
funds available to pay the Company’s tax obligations on such interest income or
otherwise then due at that time;
(c) Upon
written request from the Company, which may be given from time
to time
commencing after the Company has filed a preliminary proxy statement
for its
initial business combination and ending on the date immediately
prior to the
vote held to approve such business combination, in a form substantially
similar
to that attached as Exhibit E, the Trustee shall distribute to
the Company the
amount requested by the Company so that it may purchase up to
918,750 shares of
common stock (or up to 1,056,562 shares of common stock if the
over-allotment
option in the IPO is exercised in full (in either case, such
amount being
referred to as the “Maximum Amount”)), at prices (including commissions) not to
exceed the amount arrived at by dividing the total amount held
in the Trust
Account on the day prior to the purchase by the number of shares
of common stock
sold in the IPO (such price being referred to as the “Maximum Price”);
and
2
(d) The
limited distributions referred to in Sections 2(a) and 2(b) above
shall be made
only from income collected on the Property. Except as provided
in Section 2(a),
2(b) and 2(c) above, no other distributions from the Trust Account
shall be
permitted except in accordance with Section 1(i) hereof.
(e) In
all
cases, the Company shall provide EBC with a copy of any Termination
Letters
and/or any other correspondence that it issues to the Trustee
with respect to
any proposed withdrawal from the Trust Account promptly after
such issuance.
3. Agreements
and Covenants of the Company.
The
Company hereby agrees and covenants to:
(a) Give
all
instructions to the Trustee hereunder in writing, signed by the
Company’s
Chairman of the Board or President or other authorized officer.
In addition,
except with respect to its duties under paragraphs 1(i), 2(a)
and 2(b) above,
the Trustee shall be entitled to rely on, and shall be protected
in relying on,
any verbal or telephonic advice or instruction which it in good
faith believes
to be given by any one of the persons authorized above to give
written
instructions, provided that the Company shall promptly confirm
such instructions
in writing;
(b) Hold
the
Trustee harmless and indemnify the Trustee from and against,
any and all
expenses, including reasonable counsel fees and disbursements,
or loss suffered
by the Trustee in connection with any action, suit or other proceeding
brought
against the Trustee involving any claim, or in connection with
any claim or
demand which in any way arises out of or relates to this Agreement,
the services
of the Trustee hereunder, or the Property or any income earned
from investment
of the Property, except for expenses and losses resulting from
the Trustee's
gross negligence or willful misconduct. Promptly after the receipt
by the
Trustee of notice of demand or claim or the commencement of any
action, suit or
proceeding, pursuant to which the Trustee intends to seek indemnification
under
this paragraph, it shall notify the Company in writing of such
claim
(hereinafter referred to as the “Indemnified Claim”). The Trustee shall have the
right to conduct and manage the defense against such Indemnified
Claim,
provided, that the Trustee shall obtain the consent of the Company
with respect
to the selection of counsel, which consent shall not be unreasonably
withheld.
The Trustee may not agree to settle any Indemnified Claim without
the prior
written consent of the Company, which consent shall not be unreasonably
withheld. The Company may participate in such action with its
own counsel;
(c) Pay
the
Trustee annual and transaction fees as agreed upon by
the parties, which fees shall be subject to modification by the
parties from
time to time. It is expressly understood that the Property shall
not be used to
pay such fees unless and until it is distributed to the Company
pursuant to
Section 2. The Company shall pay the Trustee the initial acceptance
fee and
first year’s fee at the consummation of the IPO and thereafter on the
anniversary of the Effective Date. The Trustee shall refund to
the Company the
annual fee (on a pro rata basis) with respect to any period after
the
liquidation of the Trust Fund. The Company shall not be responsible
for any
other fees or charges of the Trustee except as set forth in this
Section 3(c)
and as may be provided in Section 3(b) hereof (it being expressly
understood
that the Property shall not be used to make any payments to the
Trustee under
such Sections);
(d) In
connection with any vote of the Company’s stockholders regarding a Business
Combination, provide to the Trustee an affidavit or certificate
of a firm
regularly engaged in the business of soliciting proxies and/or
tabulating
stockholder votes (which firm may be the Trustee) verifying the
vote of the
Company’s stockholders regarding such Business Combination.
3
4. Limitations
of Liability.
The
Trustee shall have no responsibility or liability to:
(a) Take
any
action with respect to the Property, other than as directed in
paragraphs 1 and
2 hereof and the Trustee shall have no liability to any party
except for
liability arising out of its own gross negligence or willful
misconduct;
(b) Institute
any proceeding for the collection of any principal and income
arising from, or
institute, appear in or defend any proceeding of any kind with
respect to, any
of the Property unless and until it shall have received instructions
from the
Company given as provided here-in to do so and the Company shall
have advanced
or guaranteed to it funds sufficient to pay any expenses incident
thereto;
(c) Change
the investment of any Property, other than in compliance with
paragraph 1(c);
(d) Refund
any depreciation in principal of any Property;
(e) Assume
that the authority of any person designated by the Company to
give instructions
hereunder shall not be continuing unless provided otherwise in
such designation,
or unless the Company shall have delivered a written revocation
of such
authority to the Trustee;
(f) The
other
parties hereto or to anyone else for any action taken or omitted
by it, or any
action suffered by it to be taken or omitted, in good faith and
in the exercise
of its own best judgment, except for its gross negligence or
willful misconduct.
The Trustee may rely conclusively and shall be protected in acting
upon any
order, notice, demand, certificate, opinion or advice of counsel
(including
counsel chosen by the Trustee), statement, instrument, report
or other paper or
document (not only as to its due execution and the validity and
effectiveness of
its provisions, but also as to the truth and acceptability of
any information
therein contained) which is believed by the Trustee, in good
faith, to be
genuine and to be signed or presented by the proper person or
persons. The
Trustee shall not be bound by any notice or demand, or any waiver,
modification,
termination or rescission of this Agreement or any of the terms
hereof, unless
evidenced by a written instrument delivered to the Trustee signed
by the proper
party or parties and, if the duties or rights of the Trustee
are affected,
unless it shall give its prior written consent thereto;
(g) Verify
the correctness of the information set forth in the Registration
Statement or to
confirm or assure that any acquisition made by the Company or
any other action
taken by it is as contemplated by the Registration Statement;
and
(h) Prepare,
execute and file tax reports, income or other tax returns and
pay any taxes with
respect to income and other activities relating to the Trust
Account, regardless
of whether such tax is payable by the Trust Account or the Company
(including
but not limited to income tax obligations), it being expressly
understood that
as set forth in Section 1(i), if there is any income or other
tax obligation
relating to the Trust Account or the Property in the Trust Account,
as
determined from time to time by the Company and regardless of
whether such tax
is payable by the Company or the Trust, at the written instruction
of the
Company, the Trustee shall make funds available in cash from
the Property in the
Trust Account an amount specified by the Company as owing to
the applicable
taxing authority, which amount shall be paid directly to the
Company by
electronic funds transfer, account debit or other method of payment,
and the
Company shall forward such payment to the taxing authority.
4
5. Termination.
This
Agreement shall terminate as follows:
(a) If
the
Trustee gives written notice to the Company that it desires to
resign under this
Agreement, the Company shall use its reasonable efforts to locate
a successor
trustee. At such time that the Company notifies the Trustee that
a successor
trustee has been appointed by the Company and has agreed to become
subject to
the terms of this Agreement, the Trustee shall transfer the management
of the
Trust Account to the successor trustee, including but not limited
to the
transfer of copies of the reports and statements relating to
the Trust Account,
whereupon this Agreement shall terminate; provided, however,
that, in the event
that the Company does not locate a successor trustee within ninety
days of
receipt of the resignation notice from the Trustee, the Trustee
may submit an
application to have the Property deposited with any court in
the State of New
York or with the United States District Court for the Southern
District of New
York and upon such deposit, the Trustee shall be immune from
any liability
whatsoever; or
(b) At
such
time that the Trustee has completed the liquidation of the Trust
Account in
accordance with the provisions of paragraph 1(i) hereof, and
distributed the
Property in accordance with the provisions of the Termination
Letter, this
Agreement shall terminate except with respect to Paragraph 3(b).
6. Miscellaneous.
(a) The
Company and the Trustee each acknowledge that the Trustee will
follow the
procedures set forth below with respect to funds transferred
from the Trust
Account. Upon receipt of written instructions, the Trustee will
confirm such
instructions with an Authorized Individual at an Authorized Telephone
Number
listed on the attached Exhibit F. In executing funds transfers,
the Trustee will
rely upon account numbers or other identifying numbers of a beneficiary,
beneficiary’s bank or intermediary bank, rather than names. The Trustee shall
not be liable for any loss, liability or expense resulting from
any error in an
account number or other identifying number, provided it has accurately
transmitted the numbers provided.
(b) This
Agreement shall be governed by and construed and enforced in
accordance with the
laws of the State of New York, without giving effect to conflicts
of law
principles that would result in the application of the substantive
laws of
another jurisdiction. It may be executed in several original
or facsimile
counterparts, each one of which shall constitute an original,
and together shall
constitute but one instrument.
(c) This
Agreement contains the entire agreement and understanding of
the parties hereto
with respect to the subject matter hereof. Except for Section
1(i) (which may
not be amended under any circumstances), this Agreement or any
provision here-of
may only be changed, amended or modified by a writing signed
by each of the
parties hereto; provided, however, that no such change, amendment
or
modification may be made without the prior written consent of
EBC. As to any
claim, cross-claim or counterclaim in any way relating to this
Agreement, each
party waives the right to trial by jury.
(d) The
parties hereto consent to the jurisdiction and venue of any state
or federal
court located in the City of New York, Borough of Manhattan,
for purposes of
resolving any disputes hereunder.
(e) Any
notice, consent or request to be given in connection with any
of the terms or
provisions of this Agreement shall be in writing and shall be
sent by express
mail or similar private courier service, by certified mail (return
receipt
requested), by hand delivery or by facsimile transmission:
5
if
to the
Trustee, to:
American
Stock Transfer
&
Trust Company
00
Xxxxxx
Xxxx
Xxx
Xxxx,
Xxx Xxxx 00000
Attn:
Facsimile:
(___) ___-____
if
to the
Company, to:
000
Xxxxx
Xxxxxx, 00xx Xxxxx
Xxx
Xxxx,
Xxx Xxxx 00000
Attn: Xxxx
X.
Xxxxxxxxx
Facsimile.:
(___)
___-____
in
either
case with a copy to:
Xxxxxxxx
Xxxxxx
The
Chrysler Building
000
Xxxxxxxxx Xxxxxx
Xxx
Xxxx,
Xxx Xxxx 00000
Attn:
Xxxxx
Xxxx Xxxxxx, Esq.
Facsimile.:
(000)
000-0000
and:
EarlyBirdCapital,
Inc.
000
Xxxxxxx Xxxxxx
Xxx
Xxxx,
Xxx Xxxx 00000
Attn:
Xxxxxx
Xxxxxx
Facsimile.:
(___)
___-____
and:
Xxxxxxxxx
Traurig, LLP
Met
Life
Building
000
Xxxx
Xxxxxx
Xxx
Xxxx,
Xxx Xxxx 00000
Attn: Xxxxxx
X.
Xxxxx, Esq.
Facsimile.:
(000)
000-0000
(f) This
Agreement may not be assigned by the Trustee without the prior
consent of the
Company and EBC.
(g) Each
of
the Trustee and the Company hereby represents that it has the
full right and
power and has been duly authorized to enter into this Agreement
and to perform
its respective obligations as contemplated hereunder. The Trustee
acknowledges
and agrees that it shall not make any claims or proceed against
the Trust
Account, including by way of set-off, and shall not be entitled
to any funds in
the Trust Account under any circumstance.
6
(h) Each
of
the Company and the Trustee hereby acknowledge that EBC is a
third party
beneficiary of this Agreement.
(i)
The
Trustee hereby consents to the inclusion of American Stock Transfer
& Trust
Company in the Registration Statement and other materials related
to the
IPO.
7
IN
WITNESS WHEREOF, the parties have duly executed this Investment
Management Trust
Agreement as of the date first written above.
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AMERICAN
STOCK TRANSFER
&
TRUST COMPANY, as Trustee
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Name:
Title:
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Name:
Title:
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8
EXHIBIT
A
[Letterhead
of Company]
[Insert
date]
American
Stock Transfer
&
Trust Company
00
Xxxxxx
Xxxx
Xxx
Xxxx,
Xxx Xxxx 00000
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Re:
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Trust
Account No.
Termination Letter
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Gentlemen:
Pursuant
to paragraph 1(i) of the Investment Management Trust Agreement
between Symphony
Acquisition Corp. (“Company”) and American Stock Transfer & Trust Company
(“Trustee”), dated as of _________, 2008 (“Trust Agreement”), this is to advise
you that the Company has entered into an agreement (“Business Agreement”) with
__________________ (“Target Business”) to consummate a business combination with
Target Business (“Business Combination”) on or about [insert
date].
The
Company shall notify you at least 48 hours in advance of the
actual date of the
consummation of the Business Combination (“Consummation Date”).
In
accordance with the terms of the Trust Agreement, we hereby authorize
you to
commence liquidation of the Trust Account to the effect that,
on the
Consummation Date, all of funds held in the Trust Account will
be immediately
available for transfer to the account or accounts that the Company
shall direct
on the Consummation Date.
On
the
Consummation Date (i) counsel for the Company shall deliver to
you written
notification that the Business Combination has been consummated
(“Counsel’s
Letter”) and (ii) the Company shall deliver to you (a) [an affidavit]
[a
certificate] of __________________, which verifies the vote of
the Company’s
stockholders in connection with the Business Combination and
(b) written
instructions with respect to the transfer of the funds held in
the Trust Account
(“Instruction Letter”). You are hereby directed and authorized to transfer the
funds held in the Trust Account immediately upon your receipt
of the Counsel's
Letter and the Instruction Letter, in accordance with the terms
of the
Instruction Letter. In the event that certain deposits held in
the Trust Account
may not be liquidated by the Consummation Date without penalty,
you will notify
the Company of the same and the Company shall direct you as to
whether such
funds should remain in the Trust Account and distributed after
the Consummation
Date to the Company. Upon the distribution of all the funds in
the Trust Account
pursuant to the terms hereof, the Trust Agreement shall be terminated
and the
Trust Account closed.
10
In
the
event that the Business Combination is not consummated on the
Consummation Date
described in the notice thereof and we have not notified you
on or before the
original Consummation Date of a new Consummation Date, then the
funds held in
the Trust Account shall be reinvested as provided in the Trust
Agreement on the
business day immediately following the Consummation Date as set
forth in the
notice.
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Very
truly yours,
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Name:
Title:
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Name:
Title:
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cc:
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EarlyBirdCapital,
Inc.
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11
EXHIBIT
B
[Letterhead
of Company]
[Insert
date]
American
Stock Transfer
&
Trust Company
00
Xxxxxx
Xxxx
Xxx
Xxxx,
Xxx Xxxx 00000
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Re:
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Trust
Account No.
Termination Letter
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Gentlemen:
Pursuant
to paragraph 1(i) of the Investment Management Trust Agreement
between Symphony
Acquisition Corp. (“Company”) and American Stock Transfer & Trust Company
(“Trustee”), dated as of ___________, 2008 (“Trust Agreement”), this is to
advise you that the Company has been unable to effect a Business
Combination
with a Target Company within the time frame specified in the
Company’s
Certificate of Incorporation, as described in the Company’s prospectus relating
to its IPO.
In
accordance with the terms of the Trust Agreement, we hereby authorize
you, to
commence liquidation of the Trust Account as promptly as practicable,
but no
later than ten business days from the date hereof, to stockholders
of record on
the Last Date (as defined in the Trust Agreement). You will notify
the Company
in writing as to when all of the funds in the Trust Account will
be available
for immediate transfer (“Transfer Date”) in accordance with the terms of the
Trust Agreement and the Certificate of Incorporation of the Company.
You shall
commence distribution of such funds in accordance with the terms
of the Trust
Agreement and the Certificate of Incorporation of the Company
and you shall
oversee the distribution of the funds. Upon the distribution
of all the funds in
the Trust Account, your obligations under the Trust Agreement
shall be
terminated.
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Very
truly yours,
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Name:
Title:
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Name:
Title:
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cc:
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EarlyBirdCapital,
Inc.
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12
EXHIBIT
C
[Letterhead
of Company]
[Insert
date]
American
Stock Transfer
&
Trust Company
00
Xxxxxx
Xxxx
Xxx
Xxxx,
Xxx Xxxx 00000
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Re:
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Trust
Account No.
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Gentlemen:
Pursuant
to paragraph 2(a) of the Investment Management Trust Agreement
between Symphony
Acquisition Corp. (“Company”) and American Stock Transfer & Trust Company
(“Trustee”), dated as of ___________, 2008 (“Trust Agreement”), the Company
hereby requests that you deliver to the Company $_______ of the
income earned on
the Property as of the date hereof. The Company needs such funds
to pay for the
tax obligations as set forth on the attached tax return or tax
statement. In
accordance with the terms of the Trust Agreement, you are hereby
directed and
authorized to transfer (via wire transfer) such funds promptly
upon your receipt
of this letter to the Company’s operating account at:
[WIRE
INSTRUCTION INFORMATION]
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Very
truly yours,
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Name:
Title:
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Name:
Title:
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cc:
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EarlyBirdCapital,
Inc.
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13
EXHIBIT
D
[Letterhead
of Company]
[Insert
date]
American
Stock Transfer
&
Trust Company
00
Xxxxxx
Xxxx
Xxx
Xxxx,
Xxx Xxxx 00000
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Re:
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Trust
Account No.
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Gentlemen:
Pursuant
to paragraph 2(b) of the Investment Management Trust Agreement
between Symphony
Acquisition Corp. (“Company”) and American Stock Transfer & Trust Company
(“Trustee”), dated as of __________, 2008 (“Trust Agreement”), the Company
hereby requests that you deliver to the Company $_______ of the
income earned on
the Property as of the date hereof, which does not exceed, in
the aggregate with
all such prior disbursements pursuant to paragraph 2(b), if any,
the maximum
amount set forth in paragraph 2(b). The Company needs such funds
to cover its
expenses relating to investigating and selecting a target business
and other
working capital requirements. In accordance with the terms of
the Trust
Agreement, you are hereby directed and authorized to transfer
(via wire
transfer) such funds promptly upon your receipt of this letter
to the Company’s
operating account at:
[WIRE
INSTRUCTION INFORMATION]
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Very
truly yours,
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SYMPHONY
ACQUISITION CORP.
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Name:
Title:
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Name:
Title:
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cc:
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EarlyBirdCapital,
Inc.
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14
EXHIBIT
E
[Letterhead
of Company]
[Insert
date]
American
Stock Transfer
&
Trust Company
00
Xxxxxx
Xxxx
Xxx
Xxxx,
Xxx Xxxx 00000
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Re:
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Trust
Account No.
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Gentlemen:
Pursuant
to paragraph 2(c) of the Investment Management Trust Agreement
between Symphony
Acquisition Corp. (“Company”) and American Stock Transfer & Trust Company
(“Trustee”), dated as of __________, 2008 (“Trust Agreement”), the Company
hereby requests that you deliver to the Company $_______ from
the Property in
order to purchase _____ shares (“Shares”) of the Company’s common stock at a
price of $___ per share (“Purchase Price”). The Purchase Price is below the
Maximum Price (as defined in the Trust Agreement). Additionally,
the Shares,
together with any shares of common stock previously purchased
by the Company
pursuant to paragraph 2(c) of the Trust Agreement, do not exceed
the Maximum
Amount (as defined in the Trust Agreement). In accordance with
the terms of the
Trust Agreement, you are hereby directed and authorized to transfer
(via wire
transfer) such funds promptly upon your receipt of this letter
to the Company’s
operating account at:
[WIRE
INSTRUCTION INFORMATION]
|
Very
truly yours,
|
||
|
SYMPHONY
ACQUISITION CORP.
|
||
| |
|
|
| By: | ||
|
Name:
Title:
|
||
| |
|
|
| By: | ||
|
Name:
Title:
|
||
|
cc:
|
EarlyBirdCapital,
Inc.
|
15
EXHIBIT
F
|
AUTHORIZED
INDIVIDUAL(S)
FOR
TELEPHONE CALL BACK
|
|
AUTHORIZED
TELEPHONE
NUMBER(S)
|
|
|
|
|
|
Company:
|
|
|
|
|
|
|
|
Symphony
Acquisition Corp.
000
Xxxxx Xxxxxx, 00xx Xxxxx
Xxx
Xxxx, Xxx Xxxx 00000
Attn: Xxxx
X. Xxxxxxxxx
|
|
(000)
000-0000
|
|
|
|
|
|
Trustee:
|
|
|
|
|
|
|
|
American
Stock Transfer
&
Trust Company
00
Xxxxxx Xxxx
Xxx
Xxxx, Xxx Xxxx 00000
Attn:
|
|
16
