INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 8th, 2011 • SCG Financial Acquisition Corp. • Blank checks • New York
This agreement (“Agreement”) is made as of [ ], 2011 by and between SCG Financial Acquisition Corp. (the “Company”), a Delaware Corporation and Continental Stock Transfer & Trust Company (“Trustee”) located at 17 Battery Place, New York, New York 10004. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Registration Statement.
WARRANT AGREEMENTWarrant Agreement • March 8th, 2011 • SCG Financial Acquisition Corp. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [ ], 2011, is by and between SCG Financial Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).
AMENDMENT NO. 1 TO WARRANT SUBSCRIPTION AGREEMENTWarrant Subscription Agreement • March 8th, 2011 • SCG Financial Acquisition Corp. • Blank checks • New York
This Amendment No. 1 (the “Amendment”) dated March 4, 2011 to that certain Warrant Subscription Agreement (the “Agreement”) dated the 28th day of January, 2011, by and between SCG Financial Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at 615 N. Wabash Ave., Chicago, Illinois 60611 and SCG Financial Holdings LLC, an Illinois limited liability company (the “Sponsor”), having its principal place of business at 615 N. Wabash, Chicago, Illinois 60611. All capitalized terms not defined herein shall have the same meaning ascribed to them in the Agreement.
SCG FINANCIAL ACQUISITION CORP.Administrative Services Agreement • March 8th, 2011 • SCG Financial Acquisition Corp. • Blank checks
