Jevons' Transaction Structures

• There are various types of equity transactions possible with Jevons, depending upon the objectives of the target company and/or its shareholders:

• If the shareholders of the target company are interested in selling the business outright, Jevons will consider an acquisition of all outstanding shares.

• If certain existing shareholders wish to divest, but other shareholders wish to remain owners of the target company, Jevons will consider acquiring the stake of the shareholders wishing to divest subject to certain protections.

• If all existing shareholders want to remain as shareholders, subject to a pro-rata dilution of their shareholdings as a result of the provision of new equity, Jevons can provide preferred share capital.

• There is a post-closing holdback of a particular percentage of the purchase price to verify the representations and warranties of the target company and/or selling shareholder (interest is paid on holdback funds at approximately the Prime Rate plus 3% as published at the commencement of the holdback period);

• A selling shareholder has the option to defer a portion of the purchase price and receive either (i) a stream of interest-only payments at typical corporate debenture rates on the deferred purchase price amount with payment of the deferred purchase price amount at the end of an agreed upon term, or (ii) blended payments of deferred purchase price and interest;