[SIGNATURE PAGE IMMEDIATELY TO FOLLOW]
Exhibit 10.3
March 15, 2016
| RE: | Closing Statement in connection with the Note Purchase Agreement between Omagine Inc. (“Company”) and YA II PN, Ltd. (p/k/a YA Global Master SPV, Ltd.) (“Investor”). |
This letter shall constitute the Closing Statement agreed upon between the Company and the Investor regarding various payments and transfers to be made by the parties in connection with Note Purchase Agreement dated March 15, 2016 (“Subscription Agreement”).
The parties hereby agree that the Investor shall make the payments and transfers set forth below in accordance with the wire instructions to the account of each recipient as set forth on Schedule A attached hereto (or otherwise provided to the Investor):
| Gross Proceeds to be paid to the Company: | $ | 600,000.00 | ||
| Less: | ||||
| Commitment Fee to be paid to the YA Global II SPV LLC (as designee of the Investor): | $ | (60,000.00 | ) | |
| Repayment to the Investor of balance owed under the Promissory Note dated May 20, 2015: | $ | (150,575.34 | ) | |
| Net Proceeds to the Company: | $ | 389,424.66 |
[SIGNATURE PAGE IMMEDIATELY TO FOLLOW]
| 1 |
Omagine Inc.
| By: /s/ Charles P. Kuczynski | ||
| Name: Charles P. Kuczynski | ||
| Title: Vice President | ||
| YA II PN, Ltd. | ||
| By: Yorkville Advisors Global, LP | ||
| Its: Investment Manager | ||
| By: Yorkville Advisors Global, LLC | ||
| Its: General Partner | ||
| By: /s/ Gerald Eicke | ||
| Name: Gerald Eicke | ||
| Title: Managing Member |
| 2 |
SCHEDULE A
ACCOUNT INSTRUCTIONS
| Omagine Inc. | |
| Omagine, Inc. Account Number ████████ (Confidential)
Bank of America, NA ABA # 021000322 Swift ID: BOFAUS3N
34TH Street Branch 324 West 34th Street New York, N.Y. 10118
Bank Contact: Sidney Haines Telephone: 212 ###-###-####
| |
YA Global II SPV LLC and the Investor:
Instructions on file.
| 3 |
