SPONSOR WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • October 14th, 2011 • ROI Acquisition Corp. • New York
This SPONSOR WARRANTS PURCHASE AGREEMENT (this “Agreement”) is made as of this 13h day of October, 2011 by and between ROI Acquisition Corp., a Delaware corporation (the “Company”), having its principal place of business at 9 West 57th Street, New York, NY 10019 and ROIC Acquisition Holdings LP, a Delaware limited partnership (the “Sponsor”), having its principal place of business at 9 West 57th Street, New York, NY 10019.
ROI ACQUISITION CORP.Administrative Services Agreement • October 14th, 2011 • ROI Acquisition Corp. • New York
ROI Acquisition Corp c/o ROIC Acquisition Holdings LP New York, NY 10019Securities Purchase Agreement • October 14th, 2011 • ROI Acquisition Corp. • New York
We are pleased to accept the offer that ROIC Acquisition Holdings LP (the “Subscriber” or “you”) has made to purchase 2,156,250 shares of common stock (the “Shares”), $0.0001 par value per share (the “Common Stock”), up to 281,250 of which are subject to complete or partial forfeiture (the “forfeiture”) by you if the underwriters of the initial public offering (“IPO”) of ROI Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). Additionally, (i) up to 326,705 of such Shares are subject to complete or partial forfeiture if the trading price of the Common Stock, following its consummation of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”), does not exceed $15.00 per share for any 20 trading days within any 30 trading day period within 24 months of the closing of the Business Combi
