Item 1.01 Entry into a Material Definitive Agreement
On
· In which the SALT Framework Agreement is released and cancelled and the
remaining SALT Purchase Agreements with the SALT subsidiaries and the PGT and SALT Guarantees relating to the same are all cancelled, upon payment by SALT of USD$7,215,000 within 5 days of signing the Settlement Agreement.
· PGT retains any monies already paid under the remaining SALT Purchase
Agreements.
· Thereafter, no party has claims against each other.
Scorpio Tankers Inc. ("STNG") Postponement Agreement:
· In which the STNG Framework Agreement is released and cancelled and "freezes"
the remaining STNG Purchase Agreements with the STNG subsidiaries and the PGT/STNG guarantees relating to the same upon payment by STNG of USD$5,276,500 within 5 days of signing the Postponement Agreement.
· PGT retains any monies already paid under the remaining STNG Purchase
Agreements.
· STNG are then required to make a further payment of USD
6-month anniversary of signing the Postponement Agreement.
· STNG also have the option, by paying a fee of USD
to the 9-month anniversary of signing the Postponement Agreement, to elect to "unfreeze" a minimum of eleven (11) and a maximum of nineteen (19) of the remaining STNG Purchase Agreements during the 18-month period commencing on the 6-month anniversary of signing the Postponement Agreement.
· If STNG elect to "unfreeze" a remaining STNG Purchase Agreement the relevant
PGT/STNG guarantees will also "unfreeze" and the relevant STNG Purchase Agreement will have a minimum 7-month lead-in time and a pre-agreed "Purchase Price" will be payable by STNG to PGT.
· If the option is not exercised, the remaining STNG Purchase Agreements and
applicable guarantees are released and cancelled.
· If the option is exercised, any remaining STNG Purchase Agreements and
applicable guarantees which are not "unfrozen" during the option period are
released and cancelled.
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