COMMITMENT LETTERCommitment Letter • November 21st, 2011 • Fushi Copperweld, Inc. • Drawing & insulating of nonferrous wire • New York
This letter agreement sets forth the commitments of funds managed, advised, and/or appointed by Abax Global Capital and its affiliated management entities (the “Sponsor” or “Abax”), subject to the terms and conditions contained herein (including the terms and conditions set forth in Exhibit A attached hereto), to purchase (a) certain equity interests of Green Dynasty Limited, a Cayman Islands exempted company (“Parent”), and (b) Notes issued by the Parent (the “Notes”) in an aggregate original principal amount equal to $25,000,000 and warrants issued by Parent (the “Warrants”) as set forth in Exhibit A. It is contemplated that, pursuant to an Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”) to be entered into by and among Fushi Copperweld, Inc., a Nevada corporation (the “Company”), Parent and a direct wholly-owned subsidiary of Parent to be organized under Nevada law (“Merger Sub”), Merger Sub will merge
AGREEMENT OF JOINT FILINGJoint Filing Agreement • November 21st, 2011 • Fushi Copperweld, Inc. • Drawing & insulating of nonferrous wire
The parties listed below agree that the Schedule 13D/A to which this agreement is attached as an exhibit, and all further amendments thereto, shall be filed on behalf of each of them. This Agreement is intended to satisfy Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
