AimRite Holdings Corp (AIMH)

[Debbie777]

From note 6:

http://www.sec.gov/Archives/edgar/data/1087789/000101968701501221/aimrite_ex99-1.txt

Series B

At December 31, 2000, there are 73,000 shares of Series B preferred stock issued and outstanding. Holders of Series B preferred shares can not transfer, sell, pledge, encumber or give away any of the shares transferred to them for one year following their acquisition. The Series B preferred shares shall be convertible to shares of common stock after one year at the rate of one share of common stock for one share of Series B preferred shares. After one year, holders of Series B preferred shares (or shares of common stock which are held pursuant to the conversion rights) shall offer the Company the right to purchase the shares at a price which is one half of the average of the bid and ask price over the 10 days prior to the sale to the Company and the Company shall purchase at that price. If the holder of Series B preferred shares receives a higher offer, the Company shall have the right of first refusal to purchase all of the shares that the holder would transfer at the offered price. The holder of Series B preferred shares shall obtain the reasonable business advice of the Company before encumbering, selling, pledging or giving away any of the shares.