Initial Public Offering (IPO): Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1 Brighstar Corp. Form S-1 HTML 1.42M
2: EX-4.1 Form of Common Stock Certificate 4 22K
3: EX-4.2 Certificate of Designation 34 124K
4: EX-4.3 Stockholders' Agreement 41 165K
5: EX-4.4 Purchase Agreement 246 961K
6: EX-4.5 Redemption Agreement 8 47K
7: EX-10.1 Amended & Restated Distribution Agreement 32 129K
W/Motorola
16: EX-10.10 Kyocera Wireless Corp. Supply Agreement 6 44K
17: EX-10.11 Amendment to Supply Agreement W/Kyocera 1 18K
18: EX-10.12 Amendment No. 2 to Supply Agreement W/Kyocera 2± 19K
19: EX-10.13 Amendment No. 3 to Supply Agreement W/Kyocera 1 18K
20: EX-10.14 Amendment No. 4 to Supply Agreement W/Kyocera 2 20K
21: EX-10.15 Amendment No. 5 to Supply Agreement W/Kyocera 2± 19K
22: EX-10.16 Contract for Services W/Otecel S.A. 42 170K
23: EX-10.17 Operating Agreement W/Narbitec 33 128K
24: EX-10.18 First Amendment to Operating Agreement 3 21K
25: EX-10.19 Development and Supply Agreement W/Csi Wireless 44 190K
8: EX-10.2 Exclusive Distribution Agreement W/Motorola 19 73K
26: EX-10.20 First Amendment to Development and Supply 16 67K
Agreement
27: EX-10.21 Employment Agreement / Denise Gibson 11 66K
28: EX-10.22 Executive Employment Agreement/ Marcelo Claure 17 90K
29: EX-10.23 Executive Employment Agreement W/Oscar Fumagali 10 60K
30: EX-10.24 Independent Contractor Agreement/ Victor Raul 8 41K
Califa
31: EX-10.25 Independent Contractor Agreement/ Carlos M. Touyaa 8 41K
32: EX-10.26 Industrial Multi-Tenant Lease 40 183K
33: EX-10.27 Lease Agreement 94 395K
34: EX-10.28 Factoring Agreement/ Factor Banarte 18 118K
35: EX-10.29 Factoring Agreement/ Bbva Bancomer, S.A. 15 65K
9: EX-10.3 Motorola Master Distributor Agreement 23± 94K
36: EX-10.30 Revolving Credit and Security Agreement W/Pnc Bank 131 511K
37: EX-10.31 Amended and Restated Payment Terms Agreement 22 101K
W/Motorola
38: EX-10.32 Intercreditor Agreement W/Motorola 29 124K
39: EX-10.33 Amended and Restated Stock Pledge and Security 14 63K
Agreement W/Motorola
40: EX-10.34 Limited Security Agreement W/Motorola 22 91K
41: EX-10.35 Security Agreement W/Motorola 22 98K
42: EX-10.36 Amended and Restated Security Agreement W/Motorola 13 67K
43: EX-10.37 Amended and Restated Unconditional Guaranty/ 9 45K
Brightstar Corp W/Motorola
44: EX-10.38 Amended and Restated Unconditional Guaranty/ 9 45K
Brightstar U.S.,Inc. W/Motorola
45: EX-10.39 Unconditonal Guaranty W/Motorola 16 70K
10: EX-10.4 Amendment One to Motorola Master Distributor 3 25K
Agreement
46: EX-10.40 Amended and Restated Personal Guaranty W/Motorola 5 32K
47: EX-10.41 Stock Pledge and Security Agreement W/Motorola 11 51K
48: EX-10.42 Amended and Restated Security Agreement W/Motorola 14 67K
49: EX-10.43 Amended and Restated Stock Pledge and Security 10 49K
Agreement/ Motorola
50: EX-10.44 Amended and Restated Pledge Agreement/Telcel C.A. 8± 42K
51: EX-10.45 Promissory Note W/American Express 5± 32K
52: EX-10.49 Purchase Agreement/El Salvador 14 64K
11: EX-10.5 First Amendment to Motorola Master Distributor 2 20K
Agreement
53: EX-10.50 Amendment No. 1 to Purchase Agreement /El Salvador 2 21K
54: EX-10.51 Purchase Agreement/ Guatemala 14 64K
55: EX-10.52 Amendment No. 1 to Purchase Agreement/Guatemala 2 23K
56: EX-10.53 2004 Stock Incentive Plan 20 89K
57: EX-10.54 Cellular Essential Properties Cross License Agmt 17 58K
12: EX-10.6 U.S. Distribution Agreement W/Motorola 30 105K
13: EX-10.7 Distributor Agreement W/Sendo America, Inc. 26 100K
14: EX-10.8 Distribution Agreement W/Sagem S.A. 33 117K
15: EX-10.9 Distributor Agreement W/Samsung 16 68K
58: EX-21 List of Subsidiaries 1 18K
59: EX-23.2 Consent of Deloitte & Touche LLP 1 17K
EX-10.52 — Amendment No. 1 to Purchase Agreement/Guatemala
Exhibit Table of Contents
EXHIBIT 10.52
AMENDMENT NO. 1
TO PURCHASE AGREEMENT
This Amendment No. 1 (the "Amendment") entered into on this _ day of
July, 2004, amends the Purchase Agreement (the "Agreement") dated July 1, 2004,
entered into by and among BRIGHTSTAR CORP., a Delaware corporation
("Brightstar"), RAUL MARCELO CLAURE ("Claure"), BRIGHTSTAR GUATEMALA, S.A., an
entity formed under the laws of Guatemala (the "Company") and J Y M
INMOBILIARIA, S.A. DE C.V., an entity formed under the laws of the Republic of
El Salvador ("Seller") and acknowledged and accepted by Seller's sole
shareholder, ANA MARGARITA FLORES DE MARTINEZ ("Margarita") and SEBASTIAN DE
JESUS MARTINEZ ("Sebastian"). The capitalized terms not defined herein shall
have the same meaning as provided in the Agreement.
RECITALS:
WHEREAS, the Brightstar, Claure and Seller entered into the Agreement
dated July 1, 2004, which Agreement was acknowledged and accepted by Margarita
and Sebastian; and
WHEREAS the parties to the Agreement wish to amend certain terms of
the Agreement;
NOW THEREFORE IT IS AGREED AS FOLLOWS:
1. The recitals set forth above are true and correct and are
hereby incorporated by reference.
2. The last sentence in Section 3(d) shall be deleted in its
entirety and replaced with the following:
The number of shares of Brightstar Stock transferred
to Seller pursuant to subsection (ii) herein shall
be Fifteen Thousand Nine-Hundred Eighty Three
(15,983) shares (the dollar value reflected in
subsection (ii) herein divided by Twelve US Dollars
(US$12)).
3. The last sentence in subsection 4(b) shall be deleted in its
entirety and replaced by the following:
For purposes of this Section 4(b), the number of
shares transferred to Seller pursuant to subsection
(b)(ii) hereof shall be calculated by dividing the
dollar value reflected in subsection (b)(ii) hereof
by Twelve US Dollars (US$12) unless Brightstar has
undergone an initial public offering. If, by the
time the payment is due pursuant to the terms of
this Section 4(b), Brightstar has already undergone
its initial public offering, the closing price of
the Brightstar Stock on the day immediately
preceding the date that the Prepayment Refund is
due, as listed on a the Nasdaq National Market, the
Nasdaq SmallCap Market, the American Stock Exchange,
the OTC Bulletin
Board or the New York Stock Exchange, whichever is
at the time the principal trading exchange or market
for the stock of Brightstar.
4. In subsection (c)(ii) of Section 7, the words "fifteen (15)
calendar days" shall be replaced with "thirty (30) calendar
days".
5. All other provisions of the Agreement remain in full force
and effect.
The undersigned have executed this Amendment as of the date set forth
above and each acknowledges that they have read and understood the foregoing
Amendment,
BRIGHTSTAR:
BRIGHTSTAR CORP.
By: /s/ R. Marcelo Claure
-------------------------------------
R. Marcelo Claure, President
CLAURE:
/s/ R. Marcelo Claure
-----------------------------------------
R. MARCELO CLAURE, Individually
COMPANY:
BRIGHTSTAR GUATEMALA, S.A.
By:
Name:
Title:
SELLER:
J Y M INMOBILIARIA, S.A. DE C.V.
By: /s/ Ana Margarita Flores de Martinez
-------------------------------------
Name: Ana Margarita Flores de Martinez
Title: Representente legal
THIS AGREEMENT WAS ACKNOWLEDGED AND AGREED TO ON THIS 28 DAY OF JULY, 2004 BY:
SELLER'S SHAREHOLDERS:
/s/ Ana Margarita Flores de Martinez
-----------------------------------------
Ana Margarita Flores de Martinez
/s/ Sebastian de Jesus Martinez
-----------------------------------------
Sebastian de Jesus Martinez
2
Dates Referenced Herein and Documents Incorporated by Reference
| Referenced-On Page |
|---|
| This ‘S-1’ Filing | | Date | | First | | Last | | | Other Filings |
|---|
| |  |
| Filed on: | | 8/9/04 | | | | | | | None on these Dates |
| | 7/1/04 | | 1 |
| List all Filings |
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