SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 6th, 2018 • Lone Star Value Management LLC • Prefabricated wood bldgs & components • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 1, 2018, by and between ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and Lone Star Value Co-Invest I, LP (“Purchaser”).
ContractLone Star Value Management LLC • December 17th, 2018 • Prefabricated wood bldgs & components • Minnesota
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (“ACT”), OR UNDER ANY STATE SECURITIES LAW AND THIS NOTE MAY NOT BE PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAW, OR UNLESS THE DEBTOR RECEIVES AN OPINION OF COUNSEL, SATISFACTORY TO THE DEBTOR, THAT SUCH REGISTRATION IS NOT REQUIRED.
GUARANTY (Individual)Lone Star Value Management LLC • December 28th, 2017 • Prefabricated wood bldgs & components • New York
FOR VALUE RECEIVED, and in consideration of loans made or to be made or credit otherwise extended or to be extended by Gerber Finance Inc. (“Lender”) to or for the account of KBS Builders, Inc., (“Borrower”) from time to time and at any time and for other good and valuable consideration, and to induce Lender to make such loans or extensions of credit and to make or grant such renewals, extensions, releases of collateral or relinquishments of legal rights as Lender may deem advisable, the undersigned (and each of them if more than one, the liability under this Guaranty being joint and several) (jointly and severally referred to as “Guarantor” or “the undersigned”) unconditionally guaranties to Lender, its successors, endorsees and assigns, the prompt payment when due (whether by acceleration or otherwise) of all Obligations of Borrower to Lender as defined below arising from overadvances based upon Accounts Availability of otherwise Eligible Accounts which exceed the twenty (20%) percen
COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock ("Common Stock") of AMERI HOLDINGS, INC.Common Stock Purchase Warrant • May 18th, 2016 • Lone Star Value Management LLC • Semiconductors & related devices • New York
THIS CERTIFIES that, for value received, Lone Star Value Investors, LP (the "Purchaser" or "Holder") is entitled, upon the terms and subject to the conditions hereinafter set forth, at any time on or after the date hereof and on or prior to 5:00 p.m. (Eastern Time) on May 12, 2021 (the "Termination Date"), but not thereafter, to subscribe for and purchase from AMERI Holdings, Inc., a Delaware corporation (the "Company"), up to 1,000,000 shares of Common Stock (the "Warrant Shares") at an exercise price equal to $6.00 per share (as adjusted from time to time pursuant to the terms hereof, the "Exercise Price"). The Exercise Price and the number of shares for which the Warrant is exercisable shall be subject to adjustment as provided herein.
SERIES B PREFERRED STOCK DIVIDEND AGREEMENTSeries B Preferred Stock Dividend Agreement • July 18th, 2019 • Lone Star Value Management LLC • Prefabricated wood bldgs & components • New York
THIS AGREEMENT (this “Agreement”), dated as of July 16, 2019, is entered into among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), and the undersigned shareholders (each a “Holder” and collectively, the “Holders”).
EXCHANGE AGREEMENTExchange Agreement • October 4th, 2017 • Lone Star Value Management LLC • Prefabricated wood bldgs & components • New York
THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest I, LP, a Delaware limited partnership (“LSV Co-Invest I”, and together with LSVI, the “Holders”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 10th, 2017 • Lone Star Value Management LLC • Services-computer programming services
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $.01 par value per share, of Ciber, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 4th, 2017 • Lone Star Value Management LLC • Prefabricated wood bldgs & components • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 29, 2017, by and among ATRM Holdings, Inc., a Minnesota corporation (the “Company”), Lone Star Value Investors, LP, a Delaware limited partnership (“LSVI”), and Lone Star Value Co-Invest I, LP, a Delaware limited partnership (“LSV Co-Invest I”, and together with LSVI, “Lone Star Value”).
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • October 26th, 2015 • Lone Star Value Management LLC • Services-computer programming, data processing, etc.
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, Edgewater Technology, Inc., a Delaware corporation (the “Company”);
JOINT FILING AGREEMENTJoint Filing Agreement • August 5th, 2016 • Lone Star Value Management LLC • Instruments for meas & testing of electricity & elec signals
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, no par value per share, of Reliability Incorporated, a Texas corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
LONE STAR VALUE INVESTORS, LP c/o Lone Star Value Management, LLC 53 Forest Avenue, 1st Floor Old Greenwich, Connecticut 06870Lone Star Value Management LLC • March 13th, 2017 • Services-computer programming services
Thank you for agreeing to serve as a nominee for election to the Board of Directors of Ciber, Inc. (the "Company") in connection with the proxy solicitation that Lone Star Value Co-Invest, LP and its affiliates (collectively, the "LSV Group") is considering undertaking to nominate and elect directors at the Company's 2017 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the "13D Group Solicitation"). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its stockholders. This letter ("Agreement") will set forth the terms of our agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • October 17th, 2013 • Lone Star Value Management LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Callon Petroleum Company. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Williams Trading, LLC Rule 10b5-1 Purchase Trading Plan (Non-discretionary Plan-Owned Shares Only)Lone Star Value Management LLC • June 20th, 2014 • Computer peripheral equipment, nec
This Purchase Plan is being entered into between Buyer and Williams to establish a trading plan for Buyer that complies with the requirements of Rule 10b5-1(c)(1) and, to the extent applicable, Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Buyer is establishing this Purchase Plan to acquire for Buyer shares of the common stock, par value $0.001 per share (the “Stock”), of Crossroads System, Inc. (the “Issuer”).
JOINT FILING AGREEMENTJoint Filing Agreement • February 3rd, 2017 • Lone Star Value Management LLC • Services-computer programming, data processing, etc.
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $.01 par value per share, of Edgewater Technology, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • March 12th, 2014 • Lone Star Value Management LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Callon Petroleum Company. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • August 16th, 2016 • Lone Star Value Management LLC • Prefabricated wood bldgs & components
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $0.001 par value per share, of ATRM Holdings, Inc., a Minnesota corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 28th, 2015 • Lone Star Value Management LLC • Semiconductors & related devices • New York
SECURITIES PURCHASE AGREEMENT (“Agreement”) dated as of May 26, 2015, between AMERI Holdings, Inc. (formerly Spatializer Audio Laboratories, Inc.), a Delaware corporation (the “Company”), and Lone Star Value Investors, LP (the “Purchaser”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Note (as defined below).
JOINT FILING AGREEMENTJoint Filing Agreement • July 27th, 2015 • Lone Star Value Management LLC • Oil & gas field machinery & equipment
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, $0.001 par value, of Superior Drilling Products, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • October 4th, 2016 • Lone Star Value Management LLC • Oil & gas field machinery & equipment
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $.001 par value per share, of Superior Drilling Products, Inc., a Utah corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
PROMISSORY NOTELone Star Value Management LLC • August 15th, 2018 • Instruments for meas & testing of electricity & elec signals
This Promissory Note (the "Note") is made and executed as of the date referred to above, by and between Lone Star Value Co-Invest I, LP, a Delaware limited partnership ("Lone Star Value Co-Invest I"), and Reliability Incorporated, a Texas corporation ("RLBY"). By this Note, RLBY promises and agrees to pay to the order of Lone Star Value Co-Invest I, at 53 Forest Avenue, First Floor, Old Greenwich, Connecticut 06870 or at such other place as Lone Star Value Co-Invest I may designate in writing, the principal sum of $15,000, together with interest thereon from the date hereof on the unpaid balance of principal from time to time outstanding, at a fixed rate of interest equal to 10.0% per annum.
JOINT FILING AGREEMENTJoint Filing Agreement • May 14th, 2014 • Lone Star Value Management LLC • Electromedical & electrotherapeutic apparatus
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.0001 par value, of Digirad Corporation, a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
AGREEMENTAgreement • March 12th, 2014 • Lone Star Value Management LLC • Crude petroleum & natural gas • Delaware
This Agreement (this “Agreement”) is made and entered into as of March 9, 2014, by and among Callon Petroleum Company (the “Company”), Lone Star Value Investors L.P. (“LS LP”), Lone Star Value Co-Invest I, L.P. (“LS Co-Invest I”), Lone Star Value Investors GP, LLC (“LS GP”), Lone Star Value Management, LLC (“LS Management”), Jeffrey E. Eberwein (“Eberwein”) and Matthew R. Bob (together with LS LP, LS Co-Invest I, LS GP, LS Management and Eberwein, the “Lone Star Value Stockholders”) (each of the Company and the Lone Star Value Stockholders, a “Party” to this Agreement, and collectively, the “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 23rd, 2014 • Lone Star Value Management LLC • Instruments for meas & testing of electricity & elec signals • Minnesota
SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April 1, 2014, by and between Aetrium Incorporated, a Minnesota corporation (the “Company”), and Lone Star Value Investors, LP (“Purchaser”).
JOINT FILING AGREEMENTJoint Filing Agreement • May 30th, 2014 • Lone Star Value Management LLC • Services-help supply services
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of Amendment No. 2 to the Schedule 13D originally filed on January 21, 2014 (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Hudson Global, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
SUBORDINATION AGREEMENTSubordination Agreement • June 6th, 2018 • Lone Star Value Management LLC • Prefabricated wood bldgs & components • New York
This SUBORDINATION AGREEMENT, dated as of June 1, 2018 by and among, LONE STAR VALUE CO-INVEST I, LP (separately, jointly and severally, “Creditor”), ATRM HOLDINGS, INC., a Minnesota corporation (“Guarantor”), and Gerber Finance Inc., a New York corporation (hereinafter referred to as “Gerber”).
TERMINATION OF JOINT FILING AND SOLICITATION AGREEMENTTermination of Joint Filing and Solicitation Agreement • May 9th, 2017 • Lone Star Value Management LLC • Services-computer programming services
Each of the undersigned is a party to that certain Joint Filing and Solicitation Agreement, dated March 9, 2017 (the "Group Agreement"). Each of the undersigned hereby agrees that the Group Agreement is terminated effective immediately.
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • August 18th, 2014 • Lone Star Value Management LLC • Security brokers, dealers & flotation companies
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, SWS Group, Inc., a Delaware corporation (the “Company”);
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • March 18th, 2016 • Lone Star Value Management LLC • Wholesale-petroleum bulk stations & terminals
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, Dakota Plains Holdings, Inc., a Nevada corporation (the “Company”);
AMENDMENT NO. 1 TO THE 5% CONVERTIBLE UNSECURED PROMISSORY NOTE DUE MAY 26, 2017 OF AMERI HOLDINGS, INC.Lone Star Value Management LLC • May 18th, 2016 • Semiconductors & related devices
THIS AMENDMENT NO. 1 to the 5% CONVERTIBLE UNSECURED PROMISSORY NOTE DUE MAY 26, 2017 OF AMERI HOLDINGS, INC., dated as of May 12, 2016, is made by and between Ameri Holdings, Inc., a Delaware corporation (the "Company"), and Lone Star Value Investors, LP, a Delaware limited partnership (the "Holder").
JOINT FILING AGREEMENTJoint Filing Agreement • February 3rd, 2017 • Lone Star Value Management LLC • Oil & gas field machinery & equipment
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, $0.001 par value per share, of Superior Drilling Products, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
AMENDMENT NO. 1 TO PROMISSORY NOTE OF ATRM HOLDINGS, INC. (F/K/A AETRIUM INCORPORATED) DATED APRIL 1, 2014 FBO LONE STAR VALUE INVESTORS, LP (THE “NOTE”)Lone Star Value Management LLC • August 16th, 2016 • Prefabricated wood bldgs & components • Minnesota
THIS AMENDMENT NO. 1 to the Note, dated as of August 12, 2016 (this “Amendment”), is made by and among ATRM Holdings, Inc. (f/k/a Aetrium Incorporated), a Minnesota corporation (the “Debtor”) and Lone Star Value Investors, LP, a Delaware limited partnership (the “Holder”).
Joint Filing StatementJoint Filing Statement • November 4th, 2013 • Lone Star Value Management LLC • Computer peripheral equipment, nec
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any additional amendments thereto) with respect to the shares of Common Stock, par value $0.001 per share, of Crossroads Systems, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • December 2nd, 2015 • Lone Star Value Management LLC • Services-computer programming, data processing, etc.
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the common stock, $0.01 par value, of Edgewater Technology, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • October 30th, 2014 • Lone Star Value Management LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Callon Petroleum Company. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • December 23rd, 2013 • Lone Star Value Management LLC • Crude petroleum & natural gas
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Callon Petroleum Company, a Delaware corporation (the “Company”);
