|
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE
HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933,
AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE
SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE
DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER
APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED
AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT
REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER
THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT
REQUIRED.
SERIES
A WARRANT TO PURCHASE
SHARES
OF COMMON STOCK
OF
AAMAXAN
TRANSPORT GROUP, INC.
Expires
October 13, 2013
|
No.:
W-A-08- __
|
Number
of Shares: Up to ___________
|
|
Date
of Issuance: April 14, 2008
|
|
FOR
VALUE RECEIVED, the undersigned, Aamaxan Transport Group,
Inc., Inc., a Delaware corporation (together with its
successors and assigns, the “
Issuer ”),
hereby certifies that _______________________________ or its
registered assigns (the “
Holder ”)
is entitled to subscribe for and purchase, during the Term (as
hereinafter defined), up to ____________________________________
(_____________) shares (subject to adjustment as hereinafter
provided) of the duly authorized, validly issued, fully paid and
non-assessable Common Stock of the Issuer, at an exercise price per
share equal to the Warrant Price then in effect, subject, however,
to the provisions and upon the terms and conditions hereinafter set
forth. Capitalized terms used in this Warrant and not otherwise
defined herein shall have the respective meanings specified in
Section 9 hereof.
1.
Term .
The term of this Warrant shall commence on April 14, 2008 and shall
expire at 6:00 p.m., Eastern Time, on October 13, 2013 (such period
being the “
Term ”
and such date, the “
Termination Date ”).
2.
Method of Exercise; Payment; Issuance of New Warrant; Transfer and
Exchange .
(a)
Time of Exercise .
The purchase rights represented by this Warrant may be exercised in
whole or in part during the Term for such number of shares of
Common Stock set forth above, which number is equal to fifty
percent (50%) of the number of shares of Common Stock into which
the Series A Convertible Preferred Stock issued by the Issuer to
the Holder on the Original Issue Date pursuant to the Purchase
Agreement may be converted.
(b)
Method of Exercise .
The Holder hereof may exercise this Warrant, in whole or in part,
by the surrender of this Warrant (with the exercise form attached
hereto duly executed) at the principal office of the Issuer, and by
the payment to the Issuer of an amount of consideration therefor
equal to the Warrant Price in effect on the date of such exercise
multiplied by the number of shares of Warrant Stock with respect to
which this Warrant is then being exercised, payable at such
Holder’s election (i) by certified or official bank check or
by wire transfer to an account designated by the Issuer, (ii) by
“cashless exercise” in accordance with Section 2(c),
but only when a registration statement under the Securities Act
providing for the resale of the Warrant Stock is not then in
effect, or (iii) by a combination of the foregoing methods of
payment selected by the Holder of this Warrant.
(c)
Cashless Exercise .
Notwithstanding any provision herein to the contrary and commencing
180 days following the Original Issue Date if a registration
statement under the Securities Act providing for the resale of the
Warrant Stock (A) has not been declared effective by the Securities
and Exchange Commission by the date such registration statement is
required to be effective pursuant to the Registration Rights
Agreement (as defined in Section 8) as to any portion of the
Warrant Stock issuable hereunder (“Non-Registered Warrant
Stock”), or (B) is not effective at the time of exercise of
this Warrant such that there is Non-Registered Warrant Stock,
unless the registration statement is not effective as a result of
the Issuer exercising its rights under Section 3(n) of the
Registration Rights Agreement, in lieu of exercising this Warrant
by payment of cash, the Holder may exercise this Warrant by a
cashless exercise for the Non-Registered Warrant Stock and shall
receive the number of shares of Common Stock equal to an amount (as
determined below) by surrender of this Warrant at the principal
office of the Issuer together with the properly endorsed Notice of
Exercise in which event the Issuer shall issue to the Holder a
number of shares of Common Stock computed using the following
formula:
| |
X
= Y - |
(A)(Y) |
| |
|
B
|
| |
|
|
|
Where
|
X
=
|
the
number of shares of Common Stock to be issued to the
Holder.
|
| |
|
|
| |
Y
=
|
the
number of shares of Non-Registered Warrant Stock purchasable
upon exercise of all or part of the Warrant.
|
| |
|
|
| |
A
=
|
the
Warrant Price.
|
| |
|
|
| |
B
=
|
the
Per Share Market Value of one share of Common
Stock.
|
(d)
Issuance of Stock Certificates .
In the event of any exercise of this Warrant in accordance with and
subject to the terms and conditions hereof, certificates for the
shares of Warrant Stock so purchased shall be dated the date of
such exercise and delivered to the Holder hereof within a
reasonable time, not exceeding three (3) Trading Days after such
exercise (the “
Delivery Date ”)
or, at the request of the Holder (provided that a registration
statement under the Securities Act providing for the resale of the
Warrant Stock is then in effect or that the shares of Warrant Stock
are otherwise exempt from registration), issued and delivered to
the Depository Trust Company (“
DTC ”)
account on the Holder’s behalf via the Deposit Withdrawal
Agent Commission System (“
DWAC ”)
within a reasonable time, not exceeding three (3) Trading Days
after such exercise, and the Holder hereof shall be deemed for all
purposes to be the holder of the shares of Warrant Stock so
purchased as of the date of such exercise. Notwithstanding the
foregoing to the contrary, the Issuer or its transfer agent shall
only be obligated to issue and deliver the shares to the DTC on a
holder’s behalf via DWAC if such exercise is in connection
with a sale or other exemption from registration by which the
shares may be issued without a restrictive legend and the Issuer
and its transfer agent are participating in DTC through the DWAC
system. The Holder shall deliver this original Warrant, or an
indemnification undertaking with respect to such Warrant in the
case of its loss, theft or destruction, at such time that this
Warrant is fully exercised. With respect to partial exercises of
this Warrant, the Issuer shall keep written records for the Holder
of the number of shares of Warrant Stock exercised as of each date
of exercise.
(e)
Compensation for Buy-In on Failure to Timely Deliver Certificates
Upon Exercise .
In addition to any other rights available to the Holder, if the
Issuer fails to cause its transfer agent to transmit to the Holder
a certificate or certificates representing the Warrant Stock
pursuant to an exercise on or before the Delivery Date, and if
after such date the Holder is required by its broker to purchase
(in an open market transaction or otherwise) shares of Common Stock
to deliver in satisfaction of a sale by the Holder of the Warrant
Stock which the Holder anticipated receiving upon such exercise (a
“
Buy-In ”),
then the Issuer shall (1) pay in cash to the Holder the amount by
which (x) the Holder’s total purchase price (including
brokerage commissions, if any) for the shares of Common Stock so
purchased exceeds (y) the amount obtained by multiplying (A) the
number of shares of Warrant Stock that the Issuer was required to
deliver to the Holder in connection with the exercise at issue
times (B) the price at which the sell order giving rise to such
purchase obligation was executed, and (2) at the option of the
Holder, either reinstate the portion of the Warrant and equivalent
number of shares of Warrant Stock for which such exercise was not
honored or deliver to the Holder the number of shares of Common
Stock that would have been issued had the Issuer timely complied
with its exercise and delivery obligations hereunder. For example,
if the Holder purchases Common Stock having a total purchase price
of $11,000 to cover a Buy-In with respect to an attempted exercise
of shares of Common Stock with an aggregate sale price giving rise
to such purchase obligation of $10,000, under clause (1) of the
immediately preceding sentence the Issuer shall be required to pay
the Holder $1,000. The Holder shall provide the Issuer written
notice indicating the amounts payable to the Holder in respect of
the Buy-In, together with applicable confirmations and other
evidence reasonably requested by the Issuer. Nothing herein shall
limit a Holder’s right to pursue any other remedies available
to it hereunder, at law or in equity including, without limitation,
a decree of specific performance and/or injunctive relief with
respect to the Issuer’s failure to timely deliver
certificates representing shares of Common Stock upon exercise of
this Warrant as required pursuant to the terms hereof.
(f)
Transferability of Warrant .
Subject to Section 2(h) hereof, this Warrant may be transferred by
a Holder, in whole or in part, without the consent of the Issuer.
If transferred pursuant to this paragraph, this Warrant may be
transferred on the books of the Issuer by the Holder hereof in
person or by duly authorized attorney, upon surrender of this
Warrant at the principal office of the Issuer, properly endorsed
(by the Holder executing an assignment in the form attached hereto)
and upon payment of any necessary transfer tax or other
governmental charge imposed upon such transfer. This Warrant is
exchangeable at the principal office of the Issuer for Warrants to
purchase the same aggregate number of shares of Warrant Stock, each
new Warrant to represent the right to purchase such number of
shares of Warrant Stock as the Holder hereof shall designate at the
time of such exchange. All Warrants issued on transfers or
exchanges shall be dated the Original Issue Date and shall be
identical with this Warrant except as to the number of shares of
Warrant Stock issuable pursuant thereto.
(g)
Continuing Rights of Holder .
The Issuer will, at the time of or at any time after each exercise
of this Warrant, upon the request of the Holder hereof, acknowledge
in writing the extent, if any, of its continuing obligation to
afford to such Holder all rights to which such Holder shall
continue to be entitled after such exercise in accordance with the
terms of this Warrant, provided that if any such Holder shall fail
to make any such request, the failure shall not affect the
continuing obligation of the Issuer to afford such rights to such
Holder.
(h)
Compliance with Securities Laws .
(i)
The
Holder of this Warrant, by acceptance hereof, acknowledges
that this Warrant and the shares of Warrant Stock to be issued
upon exercise hereof are being acquired solely for the
Holder’s own account and not as a nominee for any other
party, and for investment, and that the Holder will not offer,
sell or otherwise dispose of this Warrant or any shares of
Warrant Stock to be issued upon exercise hereof except
pursuant to an effective registration statement, or an
exemption from registration, under the Securities Act and any
applicable state securities laws.
(ii)
Except
as provided in paragraph (iii) below, this Warrant and all
certificates representing shares of Warrant Stock issued upon
exercise hereof shall be stamped or imprinted with a legend in
substantially the following form:
THIS
WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE
HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF
1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY
STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR
OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES
ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER
SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY
SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH
SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS
OF APPLICABLE STATE SECURITIES LAWS IS NOT
REQUIRED.
(iii)
The
Issuer agrees to reissue this Warrant or certificates
representing any of the Warrant Stock, without the legend set
forth above if at such time, prior to making any transfer of
any such securities, the Holder shall give written notice to
the Issuer describing the manner and terms of such transfer.
Such proposed transfer will not be effected until: (a) either
(i) the Issuer has received an opinion of counsel reasonably
satisfactory to the Issuer, to the effect that the
registration of such securities under the Securities Act is
not required in connection with such proposed transfer, (ii) a
registration statement under the Securities Act covering such
proposed disposition has been filed by the Issuer with the
Securities and Exchange Commission and has become effective
under the Securities Act, (iii) the Issuer has received other
evidence reasonably satisfactory to the Issuer that such
registration and qualification under the Securities Act and
state securities laws are not required, or (iv) the Holder
provides the Issuer with reasonable assurances that such
security can be sold pursuant to Rule 144 under the Securities
Act; and (b) either (i) the Issuer has received an opinion of
counsel reasonably satisfactory to the Issuer, to the effect
that registration or qualification under the securities or
“blue sky” laws of any state is not required in
connection with such proposed disposition, or (ii) compliance
with applicable state securities or “blue sky”
laws has been effected or a valid exemption exists with
respect thereto. The Issuer will respond to any such notice
from a holder within three (3) Trading Days. In the case of
any proposed transfer under this Section 2(h), the Issuer will
use reasonable efforts to comply with any such applicable
state securities or “blue sky” laws, but shall in
no event be required, (x) to qualify to do business in any
state where it is not then qualified, (y) to take any action
that would subject it to tax or to the general service of
process in any state where it is not then subject, or (z) to
comply with state securities or “blue sky” laws of
any state for which registration by coordination is
unavailable to the Issuer. The restrictions on transfer
contained in this Section 2(h) shall be in addition to, and
not by way of limitation of, any other restrictions on
transfer contained in any other section of this Warrant.
Whenever a certificate representing the Warrant Stock is
required to be issued to the Holder without a legend, in lieu
of delivering physical certificates representing the Warrant
Stock, the Issuer shall cause its transfer agent to
electronically transmit the Warrant Stock to the Holder by
crediting the account of the Holder or Holder’s Prime
Broker with DTC through its DWAC system (to the extent not
inconsistent with any provisions of this Warrant or the
Purchase Agreement).
(i)
Accredited Investor Status .
In no event may the Holder exercise this Warrant in whole or in
part unless the Holder is an “accredited investor” as
defined in Regulation D under the Securities Act.
3.
Stock Fully Paid; Reservation and Listing of Shares;
Covenants .
(a)
Stock Fully Paid .
The Issuer represents, warrants, covenants and agrees that all
shares of Warrant Stock which may be issued upon the exercise of
this Warrant or otherwise hereunder will, when issued in accordance
with the terms of this Warrant, be duly authorized, validly issued,
fully paid and non-assessable and free from all taxes, liens and
charges created by or through the Issuer. The Issuer further
covenants and agrees that during the period within which this
Warrant may be exercised, the Issuer will at all times have
authorized and reserved for the purpose of the issuance upon
exercise of this Warrant a number of authorized but unissued shares
of Common Stock equal to at least one hundred fifty percent (150%)
of the number of shares of Common Stock issuable upon exercise of
this Warrant without regard to any limitations on
exercise.
(b)
Reservation .
If any shares of Common Stock required to be reserved for issuance
upon exercise of this Warrant or as otherwise provided hereunder
require registration or qualification with any Governmental
Authority under any federal or state law before such shares may be
so issued, the Issuer will in good faith use its best efforts as
expeditiously as possible at its expense to cause such shares to be
duly registered or qualified. If the Issuer shall list any shares
of Common Stock on any securities exchange or market it will, at
its expense, list thereon, and maintain and increase when necessary
such listing, of, all shares of Warrant Stock from time to time
issued upon exercise of this Warrant or as otherwise provided
hereunder (provided that such Warrant Stock has been registered
pursuant to a registration statement under the Securities Act then
in effect), and, to the extent permissible under the applicable
securities exchange rules, all unissued shares of Warrant Stock
which are at any time issuable hereunder, so long as any shares of
Common Stock shall be so listed. The Issuer will also so list on
each securities exchange or market, and will maintain such listing
of, any other securities which the Holder of this Warrant shall be
entitled to receive upon the exercise of this Warrant if at the
time any securities of the same class shall be listed on such
securities exchange or market by the Issuer.
(c)
Covenants .
The Issuer shall not by any action including, without limitation,
amending the Certificate of Incorporation or the by-laws of the
Issuer, or through any reorganization, transfer of assets,
consolidation, merger, dissolution, issue or sale of securities or
any other action, avoid or seek to avoid the observance or
performance of any of the terms of this Warrant, but will at all
times in good faith assist in the carrying out of all such terms
and in the taking of all such actions as may be necessary or
appropriate to protect the rights of the Holder hereof against
dilution (to the extent specifically provided herein) or
impairment. Without limiting the generality of the foregoing, the
Issuer will (i) not permit the par value, if any, of its Common
Stock to exceed the then effective Warrant Price, (ii) not amend or
modify any provision of the Certificate of Incorporation or by-laws
of the Issuer in any manner that would adversely affect the rights
of the Holders of the Warrants, (iii) take all such action as may
be reasonably necessary in order that the Issuer may validly and
legally issue fully paid and nonassessable shares of Common Stock,
free and clear of any liens, claims, encumbrances and restrictions
(other than as provided herein) upon the exercise of this Warrant,
and (iv) use its best efforts to obtain all such authorizations,
exemptions or consents from any public regulatory body having
jurisdiction thereof as may be reasonably necessary to enable the
Issuer to perform its obligations under this Warrant.
(d)
Loss, Theft, Destruction of Warrants .
Upon receipt of evidence satisfactory to the Issuer of the
ownership of and the loss, theft, destruction or mutilation of any
Warrant and, in the case of any such loss, theft or destruction,
upon receipt of indemnity or security satisfactory to the Issuer
or, in the case of any such mutilation, upon surrender and
cancellation of such Warrant, the Issuer will make and deliver, in
lieu of such lost, stolen, destroyed or mutilated Warrant, a new
Warrant of like tenor and representing the right to purchase the
same number of shares of Common Stock.
(e)
Payment of Taxes .
The Issuer will pay any documentary stamp taxes attributable to the
initial issuance of the Warrant Stock issuable upon exercise of
this Warrant;
provided ,
however ,
that the Issuer shall not be required to pay any tax or taxes which
may be payable in respect of any transfer involved in the issuance
or delivery of any certificates representing Warrant Stock in a
name other than that of the Holder in respect to which such shares
are issued.
4.
Adjustment of Warrant Price .
The price at which such shares of Warrant Stock may be purchased
upon exercise of this Warrant shall be subject to adjustment from
time to time as set forth in this Section 4. The Issuer shall give
the Holder notice of any event described below which requires an
adjustment pursuant to this Section 4 in accordance with the notice
provisions set forth in Section 5.
(a)
Recapitalization, Reorganization, Reclassification, Consolidation,
Merger or Sale .
(i)
In
case the Issuer after the Original Issue Date shall do any of
the following (each, a “
Triggering Event ”):
(a) consolidate or merge with or into any other Person and the
Issuer shall not be the continuing or surviving corporation of such
consolidation or merger, or (b) permit any other Person to
consolidate with or merge into the Issuer and the Issuer shall be
the continuing or surviving Person but, in connection with such
consolidation or merger, any Capital Stock of the Issuer shall be
changed into or exchanged for Securities of any other Person or
cash or any other property, or (c) transfer all or substantially
all of its properties or assets to any other Person, or (d) effect
a capital reorganization or reclassification of its Capital Stock,
then, and in the case of each such Triggering Event, proper
provision shall be made to the Warrant Price and the number of
shares of Warrant Stock that may be purchased upon exercise of this
Warrant so that, upon the basis and the terms and in the manner
provided in this Warrant, the Holder of this Warrant shall be
entitled upon the exercise hereof at any time after the
consummation of such Triggering Event, to the extent this Warrant
is not exercised prior to such Triggering Event, to receive at the
Warrant Price in effect at the time immediately prior to the
consummation of such Triggering Event, in lieu of the Common Stock
issuable upon such exercise of this Warrant prior to such
Triggering Event, the Securities, cash and property to which such
Holder would have been entitled upon the consummation of such
Triggering Event if such Holder had exercised the rights
represented by this Warrant immediately prior thereto (including
the right of a shareholder to elect the type of consideration it
will receive upon a Triggering Event), subject to adjustments
(subsequent to such corporate action) as nearly equivalent as
possible to the adjustments provided for elsewhere in this Section
4;
provided ,
however ,
the Holder at its option may elect to receive an amount in
unregistered shares of the common stock of the surviving entity
equal to the value of this Warrant calculated in accordance with
the Black-Scholes formula;
provided ,
further ,
such shares of Common Stock shall be valued at a twenty percent
(20%) discount to the VWAP of the Common Stock for the twenty (20)
Trading Days immediately prior to the Triggering Event. Immediately
upon the occurrence of a Triggering Event, the Issuer shall notify
the Holder in writing of such Triggering Event and provide the
calculations in determining the number of shares of Warrant Stock
issuable upon exercise of the new warrant and the adjusted Warrant
Price. Upon the Holder’s request, the continuing or surviving
corporation as a result of such Triggering Event shall issue to the
Holder a new warrant of like tenor evidencing the right to purchase
the adjusted number of shares of Warrant Stock and the adjusted
Warrant Price pursuant to the terms and provisions of this Section
4(a)(i). Notwithstanding the foregoing to the contrary, this
Section 4(a)(i) shall only apply if the surviving entity pursuant
to any such Triggering Event is a company that has a class of
equity securities registered pursuant to the Securities Exchange
Act of 1934, as amended (the “
Exchange Act ”),
and its common stock is listed or quoted on a national securities
exchange, national automated quotation system or the OTC Bulletin
Board. In the event that the surviving entity pursuant to any such
Triggering Event is not a public company that is registered
pursuant to the Exchange Act or its common stock is not listed or
quoted on a national securities exchange, national automated
quotation system or the OTC Bulletin Board, then the Holder shall
have the right to demand that the Issuer pay to the Holder an
amount in cash equal to the value of this Warrant calculated in
accordance with the Black-Scholes formula.
(ii)
In
the event that the Holder has elected not to exercise this
Warrant prior to the consummation of a Triggering Event and
has also elected not to receive an amount in cash equal to the
value of this Warrant calculated in accordance with the
Black-Scholes formula pursuant to the provisions of Section
4(a)(i) above, so long as the surviving entity pursuant to any
Triggering Event is a company that has a class of equity
securities registered pursuant to the Exchange Act and its
common stock is listed or quoted on a national securities
exchange, national automated quotation system or the OTC
Bulletin Board, the surviving entity and/or each Person (other
than the Issuer) which may be required to deliver any
Securities, cash or property upon the exercise of this Warrant
as provided herein shall assume, by written instrument
delivered to, and reasonably satisfactory to, the Holder of
this Warrant, (A) the obligations of the Issuer under this
Warrant (and if the Issuer shall survive the consummation of
such Triggering Event, such assumption shall be in addition
to, and shall not release the Issuer from, any continuing
obligations of the Issuer under this Warrant) and (B) the
obligation to deliver to such Holder such Securities, cash or
property as, in accordance with the foregoing provisions of
this subsection (a), such Holder shall be entitled to receive,
and the surviving entity and/or each such Person shall have
similarly delivered to such Holder an opinion of counsel for
the surviving entity and/or each such Person, which counsel
shall be reasonably satisfactory to such Holder, or in the
alternative, a written acknowledgement executed by the
President or Chief Financial Officer of the Issuer, stating
that this Warrant shall thereafter continue in full force and
effect and the terms hereof (including, without limitation,
all of the provisions of this subsection (a)) shall be
applicable to the Securities, cash or property which the
surviving entity and/or each such Person may be required to
deliver upon any exercise of this Warrant or the exercise of
any rights pursuant hereto.
(b)
Stock Dividends, Subdivisions and Combinations
.
If at any time the Issuer shall:
(i)
make
or issue or set a record date for the holders of the Common
Stock for the purpose of entitling them to receive a dividend
payable in, or other distribution of, shares of Common
Stock,
(ii)
subdivide
its outstanding shares of Common Stock into a larger number of
shares of Common Stock, or
(iii)
combine
its outstanding shares of Common Stock into a smaller number
of shares of Common Stock,
then
(1) the number of shares of Common Stock for which this
Warrant is exercisable immediately after the occurrence of any
such event shall be adjusted to equal the number of shares of
Common Stock which a record holder of the same number of
shares of Common Stock for which this Warrant is exercisable
immediately prior to the occurrence of such event would own or
be entitled to receive after the happening of such event, and
(2) the Warrant Price then in effect shall be adjusted to
equal (A) the Warrant Price then in effect multiplied by the
number of shares of Common Stock for which this Warrant is
exercisable immediately prior to the adjustment divided by (B)
the number of shares of Common Stock for which this Warrant is
exercisable immediately after such adjustment.
(c)
Certain Other Distributions .
If at any time the Issuer shall make or issue or set a record date
for the holders of the Common Stock for the purpose of entitling
them to receive any dividend or other distribution of:
(i)
cash
(other than a cash dividend payable out of earnings or earned
surplus legally available for the payment of dividends under
the laws of the jurisdiction of incorporation of the
Issuer),
(ii)
any
evidences of its indebtedness, any shares of stock of any
class or any other securities or property of any nature
wh
|
