6. Proposed Sungevity Business Combination On June 28, 2016, the Company entered into the Merger Agreement, which provides for the merger (the Merger) of Merger Sub with and into Sungevity, with Sungevity surviving the Merger as a wholly-owned subsidiary of the Company. Concurrently with the signing of the Merger Agreement, the Company entered into voting agreements, by and between the Company and certain stockholders of Sungevity, pursuant to which each such stockholder of Sungevity has agreed to vote its voting shares of Sungevity capital stock for the adoption of the Merger Agreement and the transactions contemplated thereby. Pursuant to the Merger Agreement, upon the effectiveness of the Merger (the Effective Time), all shares of Sungevity stock then outstanding (the Sungevity Stock) will be converted into common stock of the Company. Additionally, each outstanding option to acquire shares of the Sungevity stock issued under any of Sungevitys equity compensation plans (Sungevity Options) will be cancelled and extinguished. Holders of vested Sungevity Options and Sungevity common stock shall be entitled to receive a portion of up to 1,750,000 shares of Company common stock. Further, (A) all outstanding warrants issued by Sungevity (Sungevity Warrants) will automatically be converted into their underlying shares of Sungevity stock on a net exercise basis, and (B) all outstanding subordinated convertible notes issued by Sungevity (Sungevity Convertible Notes) will automatically be converted (including any accrued but unpaid interest thereon and any other amounts payable thereunder) into their underlying shares of Sungevity stock at the conversion price set forth in the applicable note purchase agreement, in either case, immediately prior to the Effective Time, with the resulting shares of Sungevity stock being converted into Company common stock. As a result of the Merger, holders of Sungevity Stock, Sungevity Warrants, Sungevity Options and Sungevity Convertible Notes will receive in the aggregat