Targeted Medical Pharma, Inc. Suite 301 Los Angeles, California 9077 July 20, 2012Targeted Medical Pharma, Inc. • August 14th, 2012 • Blank checks • California
Reference is hereby made to the Letter of Intent, dated January 25, 2011, by and between Targeted Medical Pharma, Inc. (“the Company”) and AFH Holding and Advisory, LLC (“AFH Advisory”), as amended on October 6, 2011 (the “Letter of Intent”) (Except as otherwise set forth herein, capitalized terms used and not otherwise defined herein are used as defined in the Letter of Intent). Pursuant to the Letter of Intent, among other things, the Business Combination was consummated, and the Business Combination Shares were issued, as of January 31, 2011. The parties acknowledge and agree that the Offering, and certain related transactions, contemplated by the Letter of Intent have not been consummated, and the registration statement relating to the Offering, which was filed with the Securities and Exchange Commission on February 14, 2011, has been withdrawn by the Company. The parties desire to set forth their agreement with respect to the outstanding obligations under the Letter of Intent, and
SECURITY AGREEMENTSecurity Agreement • August 14th, 2012 • Targeted Medical Pharma, Inc. • Blank checks • California
THIS SECURITY AGREEMENT (this “Security Agreement”), is made as of July 20, 2012, by and between Targeted Medical Pharma, Inc., a Delaware corporation, having an address at 2980 Beverly Glen Circle, Suite 301, Los Angeles, CA 90077 (the “Obligor” or “Company”), and AFH Holding and Advisory, LLC, a Delaware limited liability company, having an address at 9595 Wilshire Boulevard, Suite 700, Beverly Hills, CA 90212 (the “Secured Party”). (The Company and the Secured Party may hereinafter be referred to singularly as a “party,” and collectively as the “parties”).
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • August 14th, 2012 • Targeted Medical Pharma, Inc. • Blank checks
AMENDMENT NO. 2 TO THE AGREEMENT AND PLAN OF REORGANIZATION (this “Amendment”) made effective as of August 13, 2012 by and between AFH Holding and Advisory, LLC (“AFH”), Targeted Medical Pharma, Inc. (“Targeted”), William E. Shell, MD (“Shell”), the Estate of Elizabeth Charavustra (the “Estate”) and Kim Giffoni (“Giffoni”).
