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Contract analysis / dtc-eligibility-letter.docx
dtc-eligibility-letter.docx
High · 0
Medium · 3
Standard · 2
1. Appointment as Transfer Agent and Registrar
Medium
⚑ Forum / governing law
1. Appointment as Transfer Agent and Registrar Continental Share Services, Inc. hereby confirms that it has been duly appointed as the transfer agent and registrar for the shares of Common Stock of Arbor Health Technologies Inc. Such appointment was authorized by a resolution duly adopted by the Board of Directors of the Company at a meeting of the Board held on January 22, 2024, at which a quorum was present and act
2. Description of the Securities
Medium
⚑ Assignment / subcontracting
2. Description of the Securities The following sets forth a description of the securities for which Continental has been appointed transfer agent and registrar, and certain related information pertaining to the capitalization of the Company in connection with the Offering: Continental has reviewed the form of Amended and Restated Certificate of Incorporation of the Company to be filed with the Secretary of State of t
3. DTC Eligibility Confirmation
3. DTC Eligibility Confirmation Continental Share Services, Inc. hereby confirms that the shares of Common Stock of Arbor Health Technologies Inc. (CUSIP 039217105) are eligible for deposit and book-entry transfer through the facilities of The Depository Trust Company ("DTC"), a registered clearing agency under Section 17A of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Continental further co
4. FAST Agent Status
Standard
⚑ Commercial term
4. FAST Agent Status Continental Share Services, Inc. hereby confirms that it serves as a FAST agent for DTC with respect to the Common Stock of Arbor Health Technologies Inc. Continental's FAST agent status has been approved by DTC and is currently in effect. As FAST agent, Continental will maintain a balance certificate registered in the name of Cede & Co., as nominee for DTC, which will reflect the aggregate numbe
5. Closing Mechanics and Delivery
Standard
⚑ Commercial term
5. Closing Mechanics and Delivery On the Closing Date (February 13, 2024), Continental will cause the following actions to be taken in connection with the settlement of the Offering: (a) Firm Shares. Continental will cause 20,000,000 shares of Common Stock (the Firm Shares) to be deposited with DTC and credited to the accounts of the Underwriters or their respective DTC participant accounts, as designated by the Repr
6. Representations and Confirmations
Medium
⚑ Forum / governing law
6. Representations and Confirmations In connection with the Offering and the matters addressed in this letter, Continental hereby represents, warrants, and confirms to each of the addressees as follows: (a) Organization and Good Standing. Continental Share Services, Inc. is a corporation duly organized, validly existing, and in good standing under the laws of the State of New York. (b) Corporate Authority. Continenta
7. Contact Information
7. Contact Information For any questions regarding DTC eligibility, book-entry procedures, transfer agent services, or any other matter addressed in this letter, please contact: Continental Share Services, Inc. 1 Ashbury Asset Advisors Plaza, 30th Floor New York, New York 10004 Attention: Margaret A. Reinhardt, Senior Vice President, Corporate Actions & IPO Services Telephone: (212) 509-4053 Email: mreinhardt@contine
8. Reliance
8. Reliance This letter is being furnished solely for the benefit of (i) Arbor Health Technologies Inc., (ii) the several Underwriters named in the Underwriting Agreement dated February 8, 2024, acting through Whitfield Barrow & Co., LLC, as their Representative, and (iii) their respective counsel, namely Calderwood & Harkness LLP (as counsel to the Issuer) and Meridian Hale & Quivorn LLP (as counsel to the Underwrit