FOUNDER WARRANT AGREEMENTWarrant Agreement • May 17th, 2007 • Shermen WSC Acquisition Corp • Blank checks • New York
This Agreement (the “Agreement”) is made as of [ ], 2007 between Shermen WSC Acquisition Corp., a Delaware corporation, with offices at c/o The Shermen Group, 1251 Avenue of the Americas, Suite 900, New York, New York 10020 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
SHERMEN WSC ACQUISITION CORP. FOUNDER WARRANT PURCHASE AGREEMENTFounder Warrant Purchase Agreement • May 17th, 2007 • Shermen WSC Acquisition Corp • Blank checks • New York
THIS FOUNDER WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of [ ], 2007 between Shermen WSC Acquisition Corp., a Delaware corporation (the “Company”), on the one hand, and Shermen WSC Holding LLC, on the other hand (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 17th, 2007 • Shermen WSC Acquisition Corp • Blank checks • New York
This Agreement is made as of , 2007 by and between Shermen WSC Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
20,000,000 UNITS SHERMEN WSC ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • May 17th, 2007 • Shermen WSC Acquisition Corp • Blank checks • New York
The undersigned, Shermen WSC Acquisition Corp., a Delaware corporation (the “Company”), hereby confirms in this Underwriting Agreement (this “Agreement”) its agreement with CIBC World Markets Corp. ("CIBC") and CRT Capital Group LLC (“CRT”) (CIBC and CRT being referred to herein variously as “you,” or the “Representatives”) and with the other underwriters named on Schedule I hereto for which CIBC and CRT are acting as Representatives (the Representatives and the other Underwriters being collectively called the “Underwriters” or individually, an “Underwriter”) as follows:
