EX-1.2
from S-1/A
10 pages
This Is to Confirm Our Agreement (This “Agreement”) Whereby ESH Acquisition Corp., a Delaware Corporation (“Company”), Has Requested I-Bankers Securities, Inc. (“I-Bankers”) and Dawson James Securities, Inc. (“Dawson James”, and Together With I-Bankers, the “Advisors” and Each an “Advisor”) to Assist It in Connection With the Company Merging With, Acquiring Shares Of, Engaging in a Share Exchange, Share Reconstruction, Recapitalization and Amalgamation, Purchasing All or Substantially All of the Assets Of, Entering Into Contractual Arrangements, or Engaging in Any Other Similar Business Combination (In Each Case, a “Business Combination”) With One or More Businesses or Entities (Each a “Target”) as Described in the Company’s Registration Statement on Form S-1 (File No. 333-265226) (The “Registration Statement”) Filed With the Securities and Exchange Commission (The “Commission”) in Connection With Its Initial Public Offering (“Ipo”). 1. Services and Fees. (A) the Advisors Will: (I) Hold Meetings With Company Stockholders to Discuss the Business Combination and the Target’s Attributes; (II) Introduce the Company to Potential Investors to Purchase the Company’s Securities (The “Securities”) in Connection With the Business Combination; (III) Assist the Company in Trying to Obtain Stockholder Approval for the Business Combination, Including Assistance With the Company’s Proxy Statement or Tender Offer Materials; and (IV) Assist the Company With Any Press Releases and Filings Related to the Business Combination or the Target
12/34/56
