UNDERWRITING AGREEMENT among AMMO, INC. and ALEXANDER CAPITAL, L.P., as Representative of the Several UnderwritersUnderwriting Agreement • December 4th, 2020 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
The undersigned, Ammo, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) and set forth on Schedule 4 attached hereto, as being subsidiaries or affiliates of Ammo, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the Underwriters named in Schedule 1 hereto (the “Representative” and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
RETROSPETTIVA, INC.Incentive Stock Option Agreement • January 9th, 1998 • Retrospettiva Inc • Women's, misses', and juniors outerwear
RETROSPETTIVA, INC. 500,000 UNITSUnderwriting Agreement • August 14th, 1997 • Retrospettiva Inc • Women's, misses', and juniors outerwear • California
AMMO, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONAmmo, Inc. • July 16th, 2021 • Ordnance & accessories, (no vehicles/guided missiles)
On April 30, 2021 (the “Effective Date”), Ammo, Inc. (“AMMO” or the “Company”), entered into an agreement and plan of merger (the “Merger Agreement”), by and among the Company, SpeedLight Group I, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company (“Sub”), Gemini Direct Investments, LLC, a Nevada limited liability company (“Gemini”), and Steven F. Urvan, an individual (the “Seller”), whereby Sub merged with and into Gemini, with Sub surviving the merger as a wholly owned subsidiary of the Company (the “Merger”). Capitalized terms not defined in this unaudited pro forma condensed combined financial information have the meaning assigned to them in the Merger Agreement, which is attached to this Form 8-K/A as an exhibit. At the time of the Merger, Gemini had nine (9) subsidiaries, all of which are related to Gemini’s ownership of the gunbroker.com business. Gunbroker.com is a large on-line auction marketplace dedicated to firearms, hunting, shooting, an
RETROSPETTIVA, INC.Non-Statutory Stock Option Agreement • January 9th, 1998 • Retrospettiva Inc • Women's, misses', and juniors outerwear
THIS LICENSE AGREEMENT is made this First day of December, 1997, by and between J. G. HOOK, INC., a Pennsylvania Corporation, with its principal place of business at 1616 Walnut Street, Suite 1122, Philadelphia, Pennsylvania 19103 (hereinafter...License Agreement • March 25th, 1998 • Retrospettiva Inc • Women's, misses', and juniors outerwear
UNDERWRITING AGREEMENT among AMMO, INC. and ALEXANDER CAPITAL, L.P., as Representative of the Several UnderwritersUnderwriting Agreement • May 21st, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
The undersigned, Ammo, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) and set forth on Schedule 4 attached hereto, as being subsidiaries or affiliates of Ammo, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the Underwriters named in Schedule 1 hereto (the “Representative” and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
CONSULTING AGREEMENT THIS AGREEMENT (hereinafter referred to as the "Agreement"), is made as of the ___ day of February, 1998, by and between RETROSPETTIVA, INC. (the "Company") and KEVIN DIEBALL ("Dieball"). 1. ENGAGEMENT. The Company hereby retains...Consulting Agreement • March 25th, 1998 • Retrospettiva Inc • Women's, misses', and juniors outerwear • California
20,000,000 Shares AMMO, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 15th, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
The Company has prepared and filed in conformity with the requirements of the Securities Act of 1933, as amended (the “Securities Act”), and the published rules and regulations thereunder (the “Rules”) adopted by the Securities and Exchange Commission (the “Commission”) a “shelf” registration statement on Form S-3 (No. 333-253192), which became effective as of February 24, 2021, including a base prospectus (the “Base Prospectus”) relating to debt securities, preferred stock, common stock, warrants, rights and units of the Company that may be sold from time to time by the Company in accordance with Rule 415 of the Securities Act, and such amendments thereof as may have been required to the date of this Agreement. (such registration statement, including all exhibits and all documents and information deemed to be part of the registration statement by incorporation by reference or otherwise, as amended from time to time, including the information (if any) contained in the form of final pro
Form of Representative’s Warrant AgreementCommon Stock Purchase Warrant • December 4th, 2020 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT OR CAUSE IT TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THE PURCHASE WARRANT BY ANY PERSON FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) ALEXANDER CAPITAL, L.P. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF ALEXANDER CAPITAL, L.P. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER AND IN ACCORDANCE WITH FINRA RULE 5110(G)(2).
EMPLOYMENT AGREEMENTEmployment Agreement • June 16th, 1997 • Retrospettiva Inc • California
AMMO, INC. STOCK OPTION AGREEMENTStock Option Agreement • October 25th, 2017 • Ammo, Inc. • Women's, misses', and juniors outerwear • Delaware
Unless otherwise defined herein, capitalized terms shall have the meaning set forth in the AMMO, Inc. 2017 Equity Incentive Plan (the "Plan").
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement"), is entered into as of the 16th day of December, 1998, by and among RETROSPETTIVA, INC., a California corporation (the "Company") and FRANK TRIBBLE ("Tribble"). WHEREAS, the Company desires...Employment Agreement • April 13th, 2000 • Retrospettiva Inc • Women's, misses', and juniors outerwear • California
SOUTHERN CALIFORNIA CHAPTER OF THE [LOGO] SOCIETY OF INDUSTRIAL AND OFFICE REALTORS,-R- INC. INDUSTRIAL REAL ESTATE LEASE (SINGLE-TENANT FACILITY) ARTICLE ONE: BASIC TERMS This Article One contains the Basic Terms of this Lease between the Landlord...Retrospettiva Inc • June 16th, 1997
RETROSPETTIVA, INC. 500,000 UNITS UNDERWRITING AGREEMENTUnderwriting Agreement • June 16th, 1997 • Retrospettiva Inc • California
COMMODORE FACTORS CORP. 1430 BROADWAY NEW YORK, N.Y. AMENDMENT TO FACTORING AGREEMENT Retrospettiva, Inc. 8825 West Olympic Boulevard Beverly Hills, CA 90211 Tel: 310-657-4488 Fax: 310-657-4499 Gentlemen: The following is an amendment to the factoring...Factoring Agreement • March 25th, 1998 • Retrospettiva Inc • Women's, misses', and juniors outerwear • New York
SETTLEMENT AGREEMENTSettlement Agreement • November 7th, 2022 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This SETTLEMENT AGREEMENT (this “Agreement”) is made and entered into as of November 3, 2022, by and among AMMO, Inc., a Delaware corporation (the “Company”) and Steven F. Urvan and Susan T. Lokey (collectively with each of their respective Affiliates and Associates, the “Urvan Group”). The Company and each of the members of the Urvan Group are each herein referred to as a “party” and collectively, the “parties.” Capitalized terms used herein shall have the meanings set forth in Section 16 of this Agreement.
AMMO, INC. STOCK AWARD AGREEMENT FOR STOCK UNITSAmmo, Inc. • October 25th, 2017 • Women's, misses', and juniors outerwear • Wyoming
Unless otherwise defined herein, capitalized terms shall have the defined meaning set forth in the AMMO, Inc. 2017 Equity Incentive Plan.
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT is entered into as of the 20th day of April, 1996, by and between RETROSPETTIVA, INC., a California corporation (the "Employer"), and BORIVOJE VUKADINOVIC (the "Employee"). The Employer hereby employs the...Employment Agreement • June 16th, 1997 • Retrospettiva Inc • California
EMPLOYMENT AGREEMENTEmployment Agreement • June 29th, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
This Employment Agreement (the “Agreement”) is made and entered into March 26, 2021, (the “Effective Date”) between AMMO, Inc., a Delaware corporation (the “Company”), and Robert Goodmanson (“Employee”) . Company and Employee are sometimes referred to individually as “Party” and collectively as “Parties”.
SETTLEMENT AGREEMENTSettlement Agreement • August 19th, 2020 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Wisconsin
This Settlement Agreement is entered into on this 26th day of June, 2020 by and between Jagemann Stamping Company, a Wisconsin corporation (“Jagemann”), on the one hand and Enlight Group II, LLC, a Delaware limited liability company (“Enlight”), and AMMO, Inc., a Delaware corporation (“AI”) on the other hand. Enlight and AI are referred to herein collectively as “AMMO”. Jagemann and AMMO are referred to herein individually as a “Party and collectively as the “Parties”.
LICENSING AGREEMENTLicensing Agreement • May 24th, 2018 • Ammo, Inc. • Women's, misses', and juniors outerwear • Delaware
This LICENSING AGREEMENT ("Agreement") is made effective as of this 15'" day of February, 2017_("Effective Date"), by and between AMMO, Inc., a Delaware corporation ("AMMO") with an office at 6402 East Thomas Rd, Scottsdale, AZ 85251, and Jeff Rann, an individual residing at 5420 County Road 531, Hondo, TX, 78861 ("JR").
CONFIDENTIALRetrospettiva Inc • January 4th, 2017 • Women's, misses', and juniors outerwear
WARRANT TO PURCHASE 50,000 Units RETROSPETTIVA, INC. REPRESENTATIVE'S WARRANT Dated: July ___, 1997Retrospettiva Inc • June 16th, 1997
REVOLVING CONVERTIBLE LOAN NOTERevolving Convertible Loan Note • November 15th, 2007 • Retrospettiva Inc • Women's, misses', and juniors outerwear
AMMO, INC. STOCK AWARD AGREEMENT FOR RESTRICTED STOCKAmmo, Inc. • October 25th, 2017 • Women's, misses', and juniors outerwear • Delaware
Unless otherwise defined herein, capitalized terms shall have the defined meaning set forth in the AMMO, Inc. 2017 Equity Incentive Plan.
UNDERWRITING AGREEMENT among AMMO, INC. and ALEXANDER CAPITAL, L.P., as Representative of the Several UnderwritersUnderwriting Agreement • May 27th, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
The undersigned, Ammo, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) and set forth on Schedule 4 attached hereto, as being subsidiaries or affiliates of Ammo, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the Underwriters named in Schedule 1 hereto for whom Alexander Capital, L.P. is acting as representative (the “Representative” and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter” (to the extent there are no additional Underwriters named in Schedule 1 hereto other than the Representative, the term Representative as used herein shall mean the Representative, as Underwriters, and the terms “Representative” and “Underwriter” shall mean either the singular or the plural as the context requires)) as follows:
REVOLVING INVENTORY LOAN AND SECURITY AGREEMENTRevolving Inventory Loan and Security Agreement • March 11th, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
This Revolving Inventory Loan and Security Agreement (this “Agreement”) is made as of June __, 2020 (the “Effective Date”), by and between Factors Southwest, L.L.C. d/b/a FSW Funding, an Arizona limited liability (“FSW”) and each of AMMO, Inc., a Delaware corporation and Enlight Group II, LLC, a Delaware limited liability company (collectively and individually, the “Borrower”).
SERVICES AGREEMENTServices Agreement • July 29th, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
This Agreement (this “Agreement”) is made and entered into by and between Trending Equities Corp. (the “Consultant”), and Ammo, Inc., located at 7681 East Gray Road Scottsdale, AZ 85260 (the “Company”; collectively the “Parties”) on May 16th, 2021.
STANDSTILL AGREEMENTStandstill Agreement • May 6th, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This Standstill Agreement (this “Agreement”) is made and entered into as of April 30, 2021 (the “Effective Date”), between Ammo, Inc., a Delaware corporation (the “Company”), and Steven F. Urvan (the “Stockholder”). The Company and the Stockholder are referred to herein as the “Parties.”
LICENSING AGREEMENTLicensing Agreement • May 24th, 2018 • Ammo, Inc. • Women's, misses', and juniors outerwear • Nevada
This LICERNSING AGREEMENT ("Agreement") is made effective as of this 11th day of October, 2016 ("Effective Date"), by and between AMMO, Inc., a Delaware corporation ("AMMO") with an office at 6402 East Thomas Rd, Scottsdale , AZ 85251, and Jesse James, an individual residing at 12295 Trautwein Rd., Austin Texas 78737 ("JJ"), and, solely for the purposes of Section 7, Jesse James Firearms Unlimited, LLC, a Texas limited liability company having an address of 12295 Trautwein Rd., Austin Texas 78737 ("JJFU").
FIRST AMENDED AND RESTATED FACTORING AND SECURITY AGREEMENTFactoring and Security Agreement • March 11th, 2021 • Ammo, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
RETROSPETTIVA, INC. 500,000 UNITSRetrospettiva Inc • June 16th, 1997 • California
PROMISSORY NOTEAmmo, Inc. • February 14th, 2022 • Ordnance & accessories, (no vehicles/guided missiles) • Wisconsin
FOR VALUE RECEIVED, the Borrower, AMMO, INC., a Delaware corporation, and FIRELIGHT GROUP I, LLC, a Delaware limited liability company (collectively, “Borrower”), joint and several, agree and promise to pay to the order of HIAWATHA NATIONAL BANK, a national banking association (“Lender”), its endorsees, successors and assigns, the principal sum of up to Eleven Million Six Hundred Twenty-Five Thousand and 00/100 Dollars ($11,625,000.00), or so much of this amount as is disbursed at the sole discretion of Lender, together with interest on the Principal Balance (as hereinafter defined) at the rate or rates of interest hereinafter set forth payable in the following manner and on all the following terms and at the following times.
AGREEMENT AND PLAN OF MERGER BY AND AMONG NEWGEN BIOPHARMA CORPORATION, RETROSPETTIVA, INC. AND RETROSPETTIVA ACQUISITIONS, INC. Dated as of July 22, 2010Agreement and Plan of Merger • July 27th, 2010 • Retrospettiva Inc • Women's, misses', and juniors outerwear • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of July 22, 2010, by and among NewGen BioPharma Corporation, a New Jersey corporation (the “Company”), Retrospettiva, Inc., a California corporation (“Parent”), and Retrospettiva Acquisitions, Inc., a New Jersey corporation and wholly-owned subsidiary of Parent (the “Merger Subsidiary”). The Company, Parent and the Merger Subsidiary are sometimes referred to herein, individually, as a “Party” and, collectively, as the “Parties.”
