Stock Purchase Agreement between Trio Merger Corp. and Initial Stockholder

Summary

This agreement is an offer by an initial stockholder to purchase a specified number of shares of common stock in Trio Merger Corp. for a set price. The purchaser confirms that the shares are being acquired for investment purposes, not for resale, and acknowledges that the shares are unregistered under U.S. securities laws. The purchaser also affirms they are an accredited investor and are familiar with the company's business and financial condition.

EX-4.6 4 v221490_ex4-6.htm Unassociated Document
Exhibit 4.6



 
As of February 15, 2011







Board of Directors of Trio Merger Corp.


Dear Sirs:

The undersigned hereby offers to purchase an aggregate of _____ shares (“Shares”) of common stock, par value $.0001 per share, of Trio Merger Corp. (“Corporation”) for an aggregate purchase price, and total consideration, of $______.
 
The undersigned represents and warrants that he has been advised that the Shares have not been registered under the Securities Act; that he is acquiring the Shares for his account for investment purposes only; that he has no present intention of selling or otherwise disposing of the Shares in violation of the securities laws of the United States; that he is an “accredited investor” as defined by Rule 501 of Regulation D promulgated under the Securities Act of 1933, as amended; and that he is familiar with the proposed business, management, financial condition and affairs of the Corporation.
 
 
 
Very truly yours,
   
   
   
   
 
[Name of Initial Stockholder]