Founders' Units Subscription Agreement between James N. Hauslein and Freedom Acquisition Holdings, Inc.
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Summary
This agreement is between James N. Hauslein and Freedom Acquisition Holdings, Inc. Mr. Hauslein agrees to purchase 40,000 units of the company for $106.66. Each unit includes one share of common stock and one warrant to buy another share at $6.00 per share. Upon payment, the company will issue the shares and warrants to Mr. Hauslein, representing 0.4% ownership in the company. The agreement also lists the ownership breakdown among all major shareholders.
EX-10.4 10 g02502exv10w4.htm EX-10.4 FOUNDERS' UNITS SUBSCRIPTION AGREEMENT EX-10.4 FOUNDERS' UNITS SUBSCRIPTION AGREEMENT
Exhibit 10.4
FOUNDERS’ UNITS SUBSCRIPTION AGREEMENT
TO THE BOARD OF DIRECTORS OF
FREEDOM ACQUISITION HOLDINGS, INC.:
FREEDOM ACQUISITION HOLDINGS, INC.:
James N. Hauslein hereby subscribes for FORTY THOUSAND (40,000) units (“Units”) of Freedom Acquisition Holdings, Inc., a Delaware corporation (the “Corporation”) for an aggregate purchase price of ONE HUNDRED AND SIX DOLLARS AND 66/100 ($106.66), the receipt and sufficiency of which is hereby acknowledged. Each Unit shall consist of (i) one (1) share of the Corporation’s common stock, par value $0.0001 per share (the “Common Stock”) and (ii) one (1) warrant to purchase one share of Common Stock of the Corporation at $6.00 per share (each, a “Warrant”). Upon receipt by the Corporation of said consideration on this date, the Corporation shall issue to the undersigned a stock and warrant certificate or certificates (or, if not certificated, provide documentation reflecting the registration in the name of the undersigned on the stock and warrant ledgers of the Corporation) representing such fully paid and non-assessable shares of Common Stock and Warrants of the Corporation. The subscription will represent four-tenths of one percent (0.4%) of the total number of outstanding shares of Common Stock and Warrants of the Corporation. Following such issuance of shares of Common Stock and Warrants of the Corporation, the capitalization of the Corporation shall be as set forth on Schedule A hereto.
[Signature Page to Follow]
Dated: July 20, 2006
| By: | /S/ JAMES N. HAUSLEIN | |||||
| Name: | James N. Hauslein |
Accepted and Agreed on this
20th day of July 2006:
20th day of July 2006:
FREEDOM ACQUISITION HOLDINGS, INC.
By: | /S/ NICOLAS BERGGRUEN | |||
Name: | Nicolas Berggruen | |||
Title: | President |
SCHEDULE A
Capitalization of Freedom Acquisition Holdings, Inc.
| Number of | Number of | Number of | Percentage | |||||||||||||
| Stockholder | Units | Shares | Warrants | Ownership | ||||||||||||
Berggruen Holdings North America Ltd | 4,627,500 | 4,627,500 | 4,627,500 | 49.4 | % | |||||||||||
Marlin Equities II, LLC | 4,627,500 | 4,627,500 | 4,627,500 | 49.4 | % | |||||||||||
Herbert A. Morey | 40,000 | 40,000 | 40,000 | 0.4 | % | |||||||||||
William P. Lauder | 40,000 | 40,000 | 40,000 | 0.4 | % | |||||||||||
James N. Hauslein | 40,000 | 40,000 | 40,000 | 0.4 | % | |||||||||||
Total | 9,375 000 | 9,375,000 | 9,375,000 | 100 | % | |||||||||||
