Administrative Offices
Colmena Corp.
A Delaware corporation
Anthony Q. Joffe 3896 North Federal Highway
President & Chief Executive Officer Lighthouse Point, Florida 33064
Telephone (954) 941-2280
Vanessa H. Lindsey Fax (954) 9412013
Secretary & Chief Administrative Officer e-mail [email protected]
G. Richard Chamberlin
General Counsel
1941 Southeast 51st Terrace
Anthony Q. Joffe (Chair) Ocala, Florida 34471
Penny Adams Field (Chair, audit committee) Telephone (352) 694-6714
Charles J. Champion, Jr. Fax (352) 694-9178
Robert S. Gigliotti e-mail, [email protected]
Vanessa H. Lindsey
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Board of Directors Please Respond to Boca Raton Address
The Crystal Corporate center
2500 North Military Trail, Suite 225-D
Boca Raton, Florida 33431
Telephone (561) 998-3435
Fax (561) 998-3425
January 14, 2000 e-mail, [email protected]
Jack Levine
Jack Levine, P.A.
16655 Northeast Second Avenue
Suite 303
North Miami Beach, Florida 33162
Re.: Settlement agreement with Colmena Corp.("Colmena")
Dear Mr. Levine:
In accordance with the agreement negotiated for us by Colmena's
strategic consultant, the Yankee Companies, Inc., a Florida corporation
("Yankees"), we hereby confirm that Colmena will issue to you 34,000 shares of
its common stock in reliance on the exemption from registration provided by
Section 4(2) of the Securities Act and Section 517.061(11) of the Florida
Securities and Investor Protection Act, in satisfaction of all obligations or
liabilities that Colmena has to you or your affiliates.
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Confirming the information previously provided to you by Yankees,
Colmena has terminated all active operations other than those pertaining to
effecting settlements with creditors, attaining compliance with its obligations
under the Exchange Act and with retaining its corporate charter. After it
becomes current in its exchange Act reporting obligations, assuming that it has
satisfied all material creditor claims, Colmena will seek new business
opportunities. In the event that satisfactory arrangements cannot be made with
creditors, then it will probably seek relief under federal bankruptcy laws prior
to seeking out new business opportunities. It is Colmena's firm intention to
eventually become a profitable company justifying the confidence demonstrated by
its stockholders, especially those, like you, who are making its recovery
possible.
If the foregoing is accurate, please sign in the space indicated and
return an executed copy of this letter to Colmena, at its Boca Raton address
listed above, whereupon this letter shall constitute a binding agreement between
us, and Colmena will instruct its transfer agent to issue the subject shares to
you.
Thanking you for your consideration and assistance, we are
Very truly yours
Colmena Corp.
/s/ Anthony Q. Joffe
Anthony Q. Joffe
President
The foregoing is hereby accepted, as of the date
set forth below.
Dated: January 17, 2000
/s/ Jack Levine
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Jack Levine
On his own behalf and on behalf of his affiliates, including Jack Levine, P.A.
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