Amendment No. 1 to Private Placement Purchase Agreement between Catalytic Capital Investment Corporation and Purchasers
This amendment updates the Private Placement Purchase Agreement originally made on March 22, 2006, between Catalytic Capital Investment Corporation and several purchasers. The main change is the replacement of the original schedule of purchasers with a new, updated list, including the number of units, warrants, and purchase prices for each purchaser. All other terms of the original agreement remain unchanged. The amendment is effective as of April 20, 2006, and is binding on all parties who sign it.
Exhibit 10.11.1
CATALYTIC CAPITAL INVESTMENT CORPORATION
AMENDMENT NO. 1 TO THE
PRIVATE PLACEMENT PURCHASE AGREEMENT
THIS AMENDMENT NO. 1 TO THE PRIVATE PLACEMENT PURCHASE AGREEMENT (the “Amendment”) is made as of April 20, 2006 between CATALYTIC CAPITAL INVESTMENT CORPORATION, a Delaware corporation (the “Company”), and the Purchasers set forth on the signature pages hereto.
WHEREAS, the Company and the Purchasers are parties to the Private Placement Purchase Agreement, dated as of March 22, 2006 (the “Purchase Agreement”).
WHEREAS, the Purchasers have agreed to amend the Purchase Agreement to update the Schedule of Purchasers attached as Exhibit A thereto.
NOW, THEREFORE, in consideration of good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
| 1. | Exhibit A to the Purchase Agreement is amended and restated in its entirety as attached hereto as Schedule A. |
| 2. | This Amendment may be executed in counterparts and which together shall constitute one instrument. |
| 3. | The Purchase Agreement as modified herein shall remain in full force and effect as so modified. |
[The remainder of this page is intentionally left blank.]
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first written above.
| CATALYTIC CAPITAL INVESTMENT | ||||||
| CORPORATION, a Delaware Corporation | ||||||
| By: | /s/ Matthew G. Pillar | |||||
| Name: | Matthew G. Pillar | /s/ Russell I. Pillar | ||||
| Title: | Chief Financial Officer | Russell I. Pillar | ||||
| /s/ Matthew G. Pillar | ||||||
| Matthew G. Pillar | ||||||
| /s/ Jeffrey D. Goldstein | ||||||
| Jeffrey D. Goldstein | ||||||
| /s/ Jonathan P. May | ||||||
| Jonathan P. May | ||||||
SCHEDULE A
EXHIBIT A
SCHEDULE OF PURCHASERS
| NAME | PLACEMENT UNITS | UNIT PURCHASE PRICE | PLACEMENT WARRANTS | WARRANT PURCHASE | AGGREGATE PURCHASE PRICE | ||||||||
| Russell I. Pillar | 39,583 | $ | 316,664.00 | 204,302 | $ | 316,668.10 | $ | 633,332.10 | |||||
| Matthew G. Pillar | 39,584 | $ | 316,672.00 | 204,301 | $ | 316,666.55 | $ | 633,338.55 | |||||
| Jeffrey D. Goldstein | 6,250 | $ | 50,000.00 | 32,259 | $ | 50,001.45 | $ | 100,001.45 | |||||
| Jonathan P. May | 39,583 | $ | 316,664.00 | 204,302 | $ | 316,668.10 | $ | 633,332.10 | |||||
| TOTAL: | 125,000 | $ | 1,000,000.00 | 645,164 | $ | 1,000,004.20 | $ | 2,000,004.20 | |||||
