ELECTRO ENERGY INC. 30 Shelter Rock Road Danbury, Connecticut 06840 (203) 797-2699Reverse Merger Lock-Up Agreement • June 24th, 2004 • Electro Energy Inc • Non-operating establishments
Electro Energy Inc. (“Electro Energy” or the “Company”) plans to enter into a reverse merger transaction (the “Reverse Merger”) with a publicly-traded company, concurrently with a private offering of a minimum of $4,500,000 of Units, each Unit consisting of one share of Series A Convertible Preferred Stock and a warrant to purchase 200 shares of Common Stock (the “Funding Transactions”). The publicly-traded company, which is called “Pubco” for purposes of this lock-up agreement, will then succeed to and operate the business of Electro Energy under the current management of Electro Energy. We currently expect to close these Funding Transactions on or around May 12, 2004. Pubco is not identified at this time due to securities regulations regarding “insider” knowledge of upcoming transactions involving publicly-traded securities.
ELECTRO ENERGY INC. 30 Shelter Rock Road Danbury, Connecticut 06840 (203) 797-2699Reverse Merger Lock-Up Agreement • June 24th, 2004 • Electro Energy Inc • Non-operating establishments
Electro Energy Inc. (“Electro Energy” or the “Company”) plans to enter into a reverse merger transaction (the “Reverse Merger”) with a publicly-traded company, concurrently with a private offering of a minimum of $4,500,000 of Units, each Unit consisting of one share of Series A Convertible Preferred Stock and a warrant to purchase 200 shares of Common Stock (the “Funding Transactions”). The publicly-traded company, which is called “Pubco” for purposes of this lock-up agreement, will then succeed to and operate the business of Electro Energy under the current management of Electro Energy. We currently expect to close these Funding Transactions on or around May 12, 2004. Pubco is not identified at this time due to securities regulations regarding “insider” knowledge of upcoming transactions involving publicly-traded securities.
CREATIVE SOLUTIONS WITH ART, INC. 32C Hadley Village Road South Hadley, Massachusetts 01075 (413) 532-4838Reverse Merger Lock-Up Agreement • June 30th, 2005 • Creative Solutions With Art, Inc. • Services-management consulting services
Creative Solutions with Art, Inc. (the "COMPANY") plans to enter into a reverse merger transaction (the "REVERSE MERGER") with GlobalOptions, Inc., a privately-held risk mitigation and security firm ("GLOBALOPTIONS"), concurrently with a private placement of a minimum of $7,500,000 of Units, each Unit consisting of one share of series A convertible preferred stock and a warrant to purchase 125 shares of common stock (the "FUNDING TRANSACTIONS") of the Company. At the closing of the Funding Transactions, the Company will succeed to and operate the business of GlobalOptions under the current management of GlobalOptions. We currently expect to close these Funding Transactions on or around June 22, 2005.
INFOLOGIX, INC.Reverse Merger Lock-Up Agreement • December 5th, 2006 • InfoLogix Inc • Services-business services, nec
InfoLogix, Inc. (“InfoLogix” or the “Company”) plans to enter into a reverse merger transaction (the “Reverse Merger”) with a publicly-traded company, concurrently with a private placement of a minimum of 6,000,000 shares of Common Stock (the “Financing Transactions”). The publicly-traded company, which is called “Pubco” for purposes of this lock-up agreement, will then succeed to and operate the business of InfoLogix under the current management of InfoLogix. We currently expect to close these Financing Transactions on or around November , 2006. Pubco is not identified at this time due to securities regulations regarding “insider” knowledge of upcoming transactions involving publicly-traded securities.
ELECTRO ENERGY INC. Danbury, Connecticut 06840Reverse Merger Lock-Up Agreement • June 24th, 2004 • Electro Energy Inc • Non-operating establishments
Electro Energy Inc. (“Electro Energy” or the “Company”) plans to enter into a reverse merger transaction (the “Reverse Merger”) with a publicly-traded company, concurrently with a private offering of a minimum of $4,500,000 of Units, each Unit consisting of one share of Series A Convertible Preferred Stock and a warrant to purchase 200 shares of Common Stock (the “Funding Transactions”). The publicly-traded company, which is called “Pubco” for purposes of this lock-up agreement, will then succeed to and operate the business of Electro Energy under the current management of Electro Energy. We currently expect to close these Funding Transactions on or around May 12, 2004. Pubco is not identified at this time due to securities regulations regarding “insider” knowledge of upcoming transactions involving publicly-traded securities.
Re: Reverse Merger Lock-Up AgreementReverse Merger Lock-Up Agreement • November 18th, 2005 • MDwerks, Inc. • Mining & quarrying of nonmetallic minerals (no fuels)
MDwerks Global Holdings, Inc. (‘‘MDwerks’’) and its subsidiaries plan to enter into a reverse merger transaction with a publicly-traded company (‘‘Pubco’’), concurrently with a private offering on a ‘‘best efforts mini-max’’ basis (the ‘‘Offering’’) up to 200 units (each a ‘‘Unit’’ and collectively, the ‘‘Units’’) at a purchase price of $25,000 per Unit. Each Unit consists of 10,000 shares of Pubco’s Class A Common Stock (the ‘‘Common Stock’’), and one detachable warrant (a ‘‘Warrant’’) entitling the holder thereof to purchase up to 10,000 shares of Common Stock at a purchase price of $2.50 per share. Pubco has reserved the right to sell up to an additional 30 Units at $25,000 per Unit (the ‘‘Over-Allotment Option’’ or ‘‘Increased Maximum Offering’’) for an aggregate offering of up to 230 Units.
MCG DIVERSIFIED, INC.Reverse Merger Lock-Up Agreement • June 24th, 2004 • Electro Energy Inc • Non-operating establishments
MCG Diversified, Inc. (the “Company”) plans to enter into a reverse merger transaction (the “Reverse Merger”) with Electro Energy Inc. (“Electro Energy”), concurrently with a private offering of a minimum of $4,500,000 of Units, each Unit consisting of one share of Series A Convertible Preferred Stock and a warrant to purchase 200 shares of Common Stock (the “Funding Transactions”) of the Company. The Company will at the closing of the Funding Transactions succeed to and operate the business of Electro Energy under the current management of Electro Energy. We currently expect to close these Funding Transactions on or around May 12, 2004.
