UNITED STATES DEPARTMENT OF THE TREASURY 1500 Pennsylvania Avenue, NW Washington, D.C. 20220
Exhibit 10.1
UNITED STATES DEPARTMENT OF THE TREASURY
0000 Xxxxxxxxxxxx Xxxxxx, XX
Xxxxxxxxxx, X.X. 00000
0000 Xxxxxxxxxxxx Xxxxxx, XX
Xxxxxxxxxx, X.X. 00000
December 16, 2009
Ladies and Gentlemen:
Reference is made to that certain letter agreement (the “Repurchase Letter Agreement”), dated
as of the date set forth on Schedule A hereto, between the United States Department of the Treasury
(the “Investor”) and the company set forth on Schedule A hereto (the “Company”). Capitalized terms
used but not defined herein shall have the meanings assigned to them in the Repurchase Letter
Agreement.
As documented by the Repurchase Letter Agreement, the Company has completed the repurchase
from the Investor of all of the Preferred Shares issued to the Investor pursuant to the Securities
Purchase Agreement. Following such time, the Company delivered a Warrant Repurchase Notice dated
as of the date set forth on Schedule A hereto to the Investor. In connection with the
consummation, on the date hereof, of the repurchase of the Warrant by the Company from the
Investor, as contemplated by the Warrant Repurchase Notice and Section 4.9 of the Securities
Purchase Agreement:
(a) The Company hereby acknowledges receipt from the Investor of the Warrant;
and
(b) The Investor hereby acknowledges receipt from the Company of a wire transfer to the
account of the Investor set forth on Schedule A hereto in immediately available funds of the
aggregate purchase price set forth on Schedule A hereto, representing payment in full for
the Warrant, determined in accordance with Section 4.9 of the Securities Purchase Agreement.
This letter agreement will be governed by and construed in accordance with the federal law of
the United States if and to the extent such law is applicable, and otherwise in accordance with the
laws of the State of New York applicable to contracts made and to be performed entirely within such
State.
This letter agreement may be executed in any number of separate counterparts, each such
counterpart being deemed to be an original instrument, and all such counterparts will together
constitute the same agreement. Executed signature pages to this letter agreement may be delivered
by facsimile and such facsimiles will be deemed sufficient as if actual signature pages had been
delivered.
UST Sequence No. 267
In witness whereof, the parties have duly executed this letter agreement as of the date first
written above.
UNITED STATES DEPARTMENT OF THE TREASURY |
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By: | /s/ Xxxxxxx X. Xxxxxxx, Xx. | |||
Name: | Xxxxxxx X. Xxxxxxx, Xx. | |||
Title: | Assistant Secretary for Financial Stability | |||
COMPANY: LSB Corporation |
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By: | /s/ Xxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxx X. Xxxxxxxx | |||
Title: | President & Chief Executive Officer | |||