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EXHIBIT 7.1
JOINT ACQUISITION STATEMENT AGREEMENT
This Agreement is made as of August 30, 1989 by and among Xxxx X. Xxxxxxx,
Xxxxx X. Xxxxxxxxx, Xxxxx X. Xxxxxxx, Xxxxxxxx X. Xxxxx, Xxxxxxx X. Xxxxxxx,
Xxxxxxx X. Xxxxxxx, Xxxxxxxx X. Xxxxxxx and Xxxx X. Xxxxxxxxxxxx (collectively
the "Controlling Shareholders").
WITNESSETH:
WHEREAS, the Controlling Shareholders are parties to a certain Shareholder
Agreement dated May 29, 1987 as amended by a certain Amendment No. 1 to
Shareholder Agreement dated October 7, 1987 and as further amended by Amendment
No. 2 to Shareholder Agreement dated July 28, 1989 (as so amended the
"Shareholder Agreement");
WHEREAS, pursuant to the Shareholder Agreement, the Controlling
Shareholders share voting and dispositive power over the shares of Common Stock,
without par value, of Code-Alarm, Inc., a Michigan corporation (the "Common
Stock");
WHEREAS, as a result of the Shareholder Agreement, the Controlling
Shareholders constitute a group for the purposes of filing a Schedule 13D
pursuant to the Securities Exchange Act of 1934, as amended; and
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WHEREAS, as a result of Xxxxx X. Xxxxxxx and Xxxxxxx X. Xxxxxxx acquiring
shares of Common Stock, the Controlling Shareholders are required to file a
Schedule 13D.
NOW, THEREFORE, it is hereby agreed as follows:
1. The Controlling Shareholders shall file a single, joint Schedule 13D on
behalf of each of the Controlling Shareholders, and the Controlling Shareholders
shall file such joint amendments as may be necessary to the Schedule 13D to
reflect any material change in the facts set forth in the Schedule 13D.
2. Each of the Controlling Shareholders hereby disclaims beneficial
ownership of the shares owned by each of the other Controlling Shareholders.
3. Each of the Controlling Shareholders hereby constitutes and appoints
Xxxx X. Xxxxxxx and Xxxxx X. Xxxxxxxxx, jointly and severally , his or her
attorney-in-fact, each with the power of substitution, for such Controlling
Shareholder in any and all capacities, to sign any Schedule 13D in connection
with the ownership by the Controlling Shareholders of the Common Stock, and any
amendments thereto, and to file the same, with exhibits thereto and other
documents in connection therewith, with the Securities and Exchange Commission,
hereby ratifying
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and confirming all that each of said attorneys-in-fact, or his substitutes, may
do or cause to be done by virtue hereof.
IN WITNESS WHEREOF, the Controlling Shareholders have duly executed and
delivered this Agreement as of the date set forth above.
/s/ Xxxx X. Xxxxxxx /s/ Xxxxx X. Xxxxxxxxx
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Xxxx X. Xxxxxxx Xxxxx X. Xxxxxxxxx
/s/ Xxxxx X. Xxxxxxx /s/ Xxxxxxxx X. Xxxxx
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Xxxxx X. Xxxxxxx Xxxxxxxx X. Xxxxx
/s/ Xxxxxxx X. Xxxxxxx /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx
/s/ Xxxxxxxx X. Xxxxxxx /s/ Xxxx X. Chilinginian
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Xxxxxxxx X. Xxxxxxx Xxxx X. Chilinginian
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