REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 21st, 2008 • North Asia Investment CORP • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2008, by and among North Asia Investment Corporation, a Cayman Islands company (the “Company”) and the undersigned parties listed under Investor on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
Underwriting AgreementNorth Asia Investment CORP • March 21st, 2008 • Blank checks • New York
North Asia Investment Corporation, a corporation incorporated under the laws of the Cayman Islands (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc. (the “Representative”) is acting as representative, an aggregate of 10,000,000 units (the “Units”) of the Company (said Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to an additional 1,500,000 units to cover over-allotments (the “Option Securities” and, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used in this Agreement and not otherwise defined are defined in Section 20 hereof.
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between North Asia Investment Corporation, a Cayman Islands company (the “Company”), and Citigroup Global Markets...North Asia Investment CORP • March 21st, 2008 • Blank checks • New York
WARRANT AGREEMENT NORTH ASIA INVESTMENT CORPORATION and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, as Warrant Agent WARRANT AGREEMENT Dated as of , 2008Warrant Agreement • March 21st, 2008 • North Asia Investment CORP • Blank checks • New York
WARRANT AGREEMENT dated as of , 2008, between North Asia Investment Corporation, a Cayman Islands company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as Warrant Agent (the “Warrant Agent”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • March 21st, 2008 • North Asia Investment CORP • Blank checks • New York
This Agreement is made as of , 2008 by and between North Asia Investment Corporation (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
ESCROW AGREEMENTEscrow Agreement • March 21st, 2008 • North Asia Investment CORP • Blank checks • New York
ESCROW AGREEMENT, dated as of , 2008 (“Agreement”), by and among NORTH ASIA INVESTMENT CORPORATION, a Cayman Islands company (“Company”), THOMAS CHAN-SOO KANG, DONG-SOO CHOE, BONG-HOON HAN, MYUNGJU CHOI, JONGSHIK WOO, ILL-SEOB HAN and KANG & COMPANY, LTD. (each a “Founder” and, collectively, the “Founders”) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (“Escrow Agent”).
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between North Asia Investment Corporation, a Cayman Islands company (the “Company”), and Citigroup Global Markets...North Asia Investment CORP • March 21st, 2008 • Blank checks • New York
NORTH ASIA INVESTMENT CORPORATIONNorth Asia Investment CORP • March 21st, 2008 • Blank checks
Warrant Subscription AgreementWarrant Subscription Agreement • March 21st, 2008 • North Asia Investment CORP • Blank checks
