Axesstel Inc – Underwriting Agreement (May 16th, 2005)
Axesstel, Inc., a Nevada corporation (the Company), proposes to issue and sell 4,000,000 shares (the Company Firm Shares) of the Companys Common Stock, par value $0.0001 per share (the Common Stock), and the stockholders of the Company named in Schedule A hereto (the Selling Stockholders) propose to sell an aggregate of 4,455,548 shares (the Selling Stockholder Firm Shares) of Common Stock, in each case to you and to the several other underwriters named in Schedule B hereto (collectively, the Underwriters) for whom you are acting as representatives. The Company and Mike H.P. Kwon, the Companys Chairman and Chief Executive Officer (the Principal Selling Stockholder), also propose to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 1,268,332 additional shares (the Additional Shares) of Common Stock as set forth below. The Company Firm Shares and the Selling Stockholder Firm Shares are herein collectively called the Firm Shares, and the
Axesstel Inc – Table of Stock Option Grants Under 2001 Stock Option Plan and Prior Plans (February 4th, 2005)
In connection with our acquisition of Axesstel, Inc., a California corporation (Axesstel California), we assumed stock options granted under Axesstel Californias 2001 Stock Option Plan (2001 Plan) to employees, directors and consultants of Axesstel California for an aggregate of 2,049,527 shares. Our board of directors determined to accelerate the vesting of all outstanding options upon our assumption of those options.
Axesstel Inc – Table of Stock Option Grants Under September 2002, March 2003 and September 2003 Option Pools (October 29th, 2004)
In September 2002, March 2003 and September 2003, the registrants board of directors adopted three stock option pools reserving a total of 2,893,842 shares. These pools (referred to as the Prior Plans) were not approved by the registrants security holders. The Prior Plans provide for the issuance of non-statutory stock options to the registrants employees, directors and consultants, with an exercise price equal to the fair market value of the common stock on the date of grant. All options granted under the Prior Plans vest quarterly over three years.