DEUTSCHE BANK AG, LONDON. BRANCH (as security trustee for and on behalf of the Finance Parties, the “Security Trustee”);
DEUTSCHE BANK AG, LONDON. BRANCH as principal paying agent and a paying agent (the “Principal Paying Agent” and “Paying Agent”); and
DEUTSCHE BANK AG, LONDON. Xxxxxxxxx, Xxxxxx & Xxxxxxxx International.....................
DEUTSCHE BANK AG, LONDON. BRANCH (in its capacity as principal paying agent, the Principal Paying Agent, which expression shall include any successor principal paying agent appointed under Xxxxxx 24 and, together with any further or other paying agents appointed from time to time in respect of the Certificates, the Paying Agents and each a Paying Agent); and
DEUTSCHE BANK AG, LONDON. BRANCH as security agent and trustee for the Finance Parties (the “Security Agent”); and
DEUTSCHE BANK AG, LONDON. Branch is authorised under German Banking Law (competent authority: BaFin – Federal Financial Supervisory Authority) and authorised and subject to limited regulation by the Financial Services Authority. Details about the extent of Deutsche Bank AG, London Branch’s authorisation and regulation by the Financial Services Authority are available on request. Deutsche Bank AG, London Branch is acting as financial adviser to Logica and no one else in connection with the Acquisition or the contents of this announcement and will not be responsible to any person other than Logica for providing the protections afforded to clients of Deutsche Bank AG, London Branch, nor for providing advice in relation to the Acquisition or any matters referred to in this announcement. This announcement is for information purposes only and is not intended to and does not constitute or form part of an offer to sell or otherwise dispose of or invitation to purchase or otherwise acquire any securities or the solicitation of any vote or approval in any jurisdiction, nor shall there be any sale, issue or transfer of the securities referred to in this announcement in any jurisdiction in contravention of applicable law. The Acquisition will be made solely through the Scheme Document and the accompanying Forms of Proxy, which will together contain the full terms and conditions of the Acquisition, including details of how to vote in respect of the Acquisition. Any vote in respect of the Scheme or other response in relation to the Acquisition should be made only on the basis of the information contained in the Scheme Document. This announcement has been prepared for the purpose of complying with the laws of England and Wales and the Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside England and Wales.
DEUTSCHE BANK AG, LONDON. Branch as DB Facility Lender (the “DB Facility Lender”);
DEUTSCHE BANK AG, LONDON. Total........................................... 4,000,000 600,000
DEUTSCHE BANK AG, LONDON. Total.................................................. 600,000 SCHEDULE III SELLING STOCKHOLDERS Name Number of Shares ---- ---------------- Total.................................................. 2,000,000 EXHIBIT A March ___, 1999 Bear, Xxxxxxx & Co., Inc. Xxxxxxxxx & Xxxxx LLC BancBoston Xxxxxxxxx Xxxxxxxx Wit Capital Corporation As Representatives of the Several Underwriters c/o Bear, Xxxxxxx & Co., Inc. 000 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Re: XXXX.xxx, Inc. (the "Company") ------------------------------ Ladies and Gentlemen: The undersigned is an owner of record or beneficially of certain shares of Common Stock of the Company (Common Stock) or securities convertible into or exchangeable or exercisable for Common Stock. The Company proposes to carry out a public offering of Common Stock (the Offering) for which you will act as the representatives (the Representatives) of the underwriters. The undersigned recognizes that the Offering will be of benefit to the undersigned and will benefit the Company by, among other things, raising additional capital for its operations. The undersigned acknowledges that you and the other underwriters are relying on the representations and agreements of the undersigned contained in this letter in carrying out the Offering and in entering into underwriting arrangements with the Company with respect to the Offering. In consideration of the foregoing, the undersigned hereby agrees that the undersigned will not, without the prior written consent of Bear, Xxxxxxx & Co., Inc. (which consent may be withheld in its sole discretion), directly or indirectly, sell, offer, contract or grant any option to sell (including without limitation any short sale) pledge, transfer, establish an open "put equivalent position" within the meaning of Rule 16a-1(h) under the Securities Exchange Act of 1934, as amended, or otherwise dispose of any shares of Common Stock, options or warrants to acquire shares of Common Stock, or securities exchangeable or exercisable for or convertible into shares of Common Stock currently or hereafter owned either of record or beneficially (as defined in Rule 13d-3 under Securities Exchange Act of 1934, as amended) by the undersigned, other than shares purchased by the undersigned in the Offering, or publicly announce the undersigned's intention to do any of the foregoing, for a period commencing on December 9, 1998 and continuing to a date [180] days thereafter. The undersigned also agrees and consents to the entry...
DEUTSCHE BANK AG, LONDON. BRANCH (in its capacity as security trustee under the Senior Facilities Agreement and successor to Credit Suisse First Boston in such capacity, the “Original Security Trustee”);
