Global Defense & National Security Systems, Inc. 11921 Freedom Drive Suite 550 Reston, Virginia 20190Stock Purchase Agreement • December 3rd, 2015 • Simon S. Lee Management Trust • Blank checks
Reference is made to that certain Stock Purchase Agreement, dated as of June 8, 2015 (the “Stock Purchase Agreement”), by and among Global Defense & National Security Systems, Inc. (“GDEF”), Global Defense & National Security Holdings, LLC (the “Sponsor”), STG Group, Inc. (the “Company”), the undersigned stockholders of STG Group, Inc. (the “STG Stockholders”), and Simon Lee as stockholders representative.
JOINT FILING AGREEMENTJoint Filing Agreement • December 3rd, 2015 • Simon S. Lee Management Trust • Blank checks
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.0001, of STG Group, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINDER TO THE SECOND AMENDED AND RESTATED STOCK ESCROW AGREEMENTStock Escrow Agreement • December 3rd, 2015 • Simon S. Lee Management Trust • Blank checks • Delaware
THIS JOINDER (this “Joinder”) to the Second Amended and Restated Stock Escrow Agreement, dated as of October 23, 2015 (the “Escrow Agreement”), by and among Global Defense & National Security Systems, Inc., a Delaware corporation (the “Company”), Global Defense & National Security Holdings LLC, a Delaware limited liability company (the “Sponsor”), and American Stock Transfer & Trust Company (the “Escrow Agent”), is executed and delivered by each of the stockholders of STG Group, Inc., a Delaware corporation, set forth on the signature page hereto (each, a “Stockholder”) and collectively, the “Stockholders”), effective as of November 23, 2015. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the Escrow Agreement.
