Closing of Preemptive Rights Offering from Stockholders Agreement
Pursuant to a Stock Purchase Agreement dated as of the date hereof (the US Purchase Agreement) by and among the Company, Advent Funds (as defined herein), Brooke Funds (as defined herein), Highland Funds (as defined herein), Lululemon Athletica USA Inc., a Nevada corporation (USA), Oyoyo Holdings, Inc. a company formed under the laws of British Columbia (OHI), LIPO Investments (USA), Inc., a company formed under the laws of British Columbia (LIPO (USA)), Dennis Wilson (DW), LIPO (USA) agreed to sell all of the issued and outstanding shares of USA participating preferred stock to the Company in exchange for shares of Series TS Preferred Stock and DW and OHI agreed to sell all of the issued and outstanding shares of USA non-participating preferred stock to the Advent Funds, Brooke Funds and Highland Funds in exchange for cash.
Closing of Preemptive Rights Offering. The closing of any purchase of New Securities by the Holders under this Article VI shall be held at the principal office of the Company at 10:00 a.m., local time, three (3) Business Days after being notified of the closing of the primary offering by the Company, or at such other time and place as the parties to the transaction may agree upon. At such closing, the Holders participating in the purchase shall deliver, in cash or by official bank check or wire transfer, payment in full for such shares and all parties to the transaction shall execute such additional documents as are otherwise appropriate.