KALEN CAPITAL CORPORATION and LIGHT QUANTUM ENERGY HOLDINGS AGREEMENT FOR THE PURCHASE OF SHARES OF SOLARWINDOW TECHNOLOGIES, INC.Agreement • December 14th, 2021 • SolarWindow Technologies, Inc. • Industrial organic chemicals • British Columbia
CONSENT TO HAVE AGREEMENTS FILED AS EXHIBITS TO FORM 8-KSolarWindow Technologies, Inc. • December 14th, 2021 • Industrial organic chemicals
Reference is hereby made to that certain Agreement date as of December 8, 2021 (the “SPA”) by and among Kalen Capital Corporation (“KCC”), a company formed and existing under the laws of British Columbia, Canada (“KCC”), and its relevant subsidiaries, wholly-owned by Harmel S. Rayat (“Mr. Rayat”) and Light Quantum Energy Holdings Ltd. a company incorporated and registered in the Cayman Islands (“LQE”), the outstanding voting securities of which are wholly-owned by John Rhee (“Mr. Rhee”) and his common-law spouse Seongae Ko, and the corrective amendment thereto dated the same date thereof (the “Corrective Amendment”), pursuant to which LQE purchased from KCC and KCC sold to LQE (i) 32,984,331 shares of the common stock (the “Shares”) of SolarWindow Technologies, Inc. (the “Company”), (ii) 16,780,167 cash only warrants to purchase up to 16,780,167 Shares and (iii) 1,781,750 cashless warrants to purchase up to 1,781,750 Shares.
CORRECTIVE AMENDMENT TO AGREEMENT FOR THE PURCHASE OF SHARES OF SOLARWINDOW TECHNOLOGIES, INC.Agreement • December 14th, 2021 • SolarWindow Technologies, Inc. • Industrial organic chemicals
THIS CORRECTIVE AMENDEMENT made as of _______________, 2021 (the “Corrective Amendment”), to the Agreement dated _____________, 2021 (the “Agreement”) between KALEN CAPITAL CORPORATION, a company incorporated and registered in Canada whose registered office is at 688 West Hastings Street, Suite 700, Vancouver, BC, V6B 1P1, Canada (the "Seller" or "Kalen"), and its relevant subsidiaries, including but not necessarily limited to Kalen Capital Holdings LLC and LIGHT QUANTUM ENERGY HOLDINGS, a company incorporated and registered in the Cayman Islands with company number MC-330103 whose registered office is at c/o Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104 Cayman Islands (the "Buyer" or "LQE").
