EX-2.2
from SC 13D
5 pages
A. the Undersigned Shall Not Make Any Sale, Transfer or Other Disposition of the Parent Common Stock in Violation of the Act or the Rules and Regulations. B. the Undersigned Has Carefully Read This Letter and Discussed Its Requirements and Other Applicable Limitations Upon the Undersigned’s Ability to Sell, Transfer or Otherwise Dispose of the Parent Common Stock, to the Extent the Undersigned Has Felt It Necessary, With the Undersigned’s Counsel. C. the Undersigned Has Been Advised That the Issuance of Shares of Parent Common Stock to the Undersigned in Connection With the Merger Is Expected to Be Registered Under the Act by a Registration Statement on Form S-4. However, the Undersigned Has Also Been Advised That Because (I) at the Time of the Merger’s Submission for a Vote of the Stockholders of the Company the Undersigned May Be Deemed an Affiliate of the Company, and (II) the Distribution by the Undersigned of the Parent Common Stock Has Not Been Registered Under the Act, the Undersigned May Not Sell, Transfer or Otherwise Dispose of Parent Common Stock Issued to the Undersigned in the Merger Unless (A) Such
12/34/56