December 19, 2001Loan and Security Agreement • January 4th, 2002 • Pharmaceutical Formulations Inc • Pharmaceutical preparations
This is to confirm that pursuant to mutual consent and understanding, effective as of even date herewith, Section 9.1 of the Loan Agreement shall be, and hereby is, deleted in its entirety and replaced by the following:
Pharmaceutical Formulations, Inc. 460 Plainview Avenue Edison, New Jersey 08818 Attention: Mr. James Ingram, President Re: Conversion of Preferred Shares and Indebtedness Gentlemen:Conversion Agreement • January 4th, 2002 • Pharmaceutical Formulations Inc • Pharmaceutical preparations
By letter dated October 25, 2001, ICC Industries Inc. (“ICC”) and Pharmaceutical Formulations, Inc. (“PFI”) agreed that ICC will convert its 2,500,000 shares of Series A Cumulative Redeemable Convertible Preferred Stock (the “Preferred Stock”) and unpaid dividends into 10,441,176 shares of common stock of PFI at a conversion price of $.34 per share of common stock. At that time we agreed that the conversion shall occur on the date of completion of the formalities required to increase PFI’s authorized capital (i.e. immediately following the filing of the appropriate Certificate of Amendment to PFI’s Certificate of Incorporation, after approval at PFI’s next annual meeting).
