SECURITIES PURCHASE AGREEMENT by and among BUTLER INTERNATIONAL, INC., a Maryland corporation EACH OF ITS SUBSIDIARIES SIGNATORY HERETO, and LEVINE LEICHTMAN CAPITAL PARTNERS III, L.P., a California limited partnership $2,500,000 Principal Amount...Securities Purchase Agreement • July 17th, 2006 • Levine Leichtman Capital Partners Iii Lp • Services-engineering services • California
THIS SECURITIES PURCHASE AGREEMENT is entered into as of the 30th day of June, 2006 (this “Agreement”), by and among BUTLER INTERNATIONAL, INC., a Maryland corporation, (the “Parent”), BUTLER SERVICE GROUP, INC., a New Jersey corporation (“BSG”), BUTLER SERVICES INTERNATIONAL, INC., a Delaware corporation (“BSI”), BUTLER TELECOM, INC., a Delaware corporation (“Butler Telecom”), BUTLER SERVICES, INC., a Delaware corporation (“Butler Services”), BUTLER UTILITY SERVICE, INC., a Delaware corporation (“Butler Utility”), BUTLER PUBLISHING, INC., a Delaware corporation (“Butler Publishing” and together with Parent, BSG, BSI, Butler Telecom, Butler Services, and Butler Utility are referred to hereinafter each individually as “Company”, and individually and collectively, jointly and severally, as the “Companies”), and each of the Parent’s Subsidiaries signatory hereto (together with the Parent, each a “Guarantor” and collectively the “Guarantors”), and LEVINE LEICHTMAN CAPITAL PARTNERS III, L.P
BUTLER INTERNATIONAL, INC. WARRANT TO PURCHASE 1,041,254 SHARES OF COMMON STOCKWarrant Agreement • July 17th, 2006 • Levine Leichtman Capital Partners Iii Lp • Services-engineering services • California
This Warrant is being issued in connection with the consummation of the transactions contemplated by that certain Securities Purchase Agreement dated as of June 30, 2006 (as amended from time to time, the “Securities Purchase Agreement”), by and among the Company, Holder and certain other parties.
Levine Leichtman Capital Partners III, L.P. 335 North Maple Drive, Suite 240 Beverly Hills, CA 90210 June 30, 2006Securities Purchase Agreement • July 17th, 2006 • Levine Leichtman Capital Partners Iii Lp • Services-engineering services • California
Butler International, Inc. Butler Service Group, Inc. Butler Services International, Inc. Butler Telecom, Inc. Butler Services, Inc. Butler Utility Service, Inc. Butler Publishing, Inc. 110 Summit Avenue Montvale, New Jersey 07645
Levine Leichtman Capital Partners III, L.P. 335 North Maple Drive, Suite 240 Beverly Hills, CA 90210 June 30, 2006Securities Purchase Agreement • July 17th, 2006 • Levine Leichtman Capital Partners Iii Lp • Services-engineering services • California
Butler International, Inc. Butler Service Group, Inc. Butler Services International, Inc. Butler Telecom, Inc. Butler Services, Inc. Butler Utility Service, Inc. Butler Publishing, Inc. 110 Summit Avenue Montvale, New Jersey 07645
