Exhibit (a)(3)
WITHDRAWAL LETTER
i2 TELECOM INTERNATIONAL, INC.
WITHDRAWAL OF PREVIOUSLY TENDERED ELIGIBLE OPTIONS PURSUANT TO THE OFFER TO EXCHANGE OUTSTANDING OPTIONS FOR SHARES OF COMMON STOCK
DATED July1, 2009
THE RIGHT TO WITHDRAW ELIGIBLE OPTIONS
TENDERED PURSUANT TO THE OFFER WILL COMMENCE ON July1, 2009 AND
WILL EXPIRE AT 5:00 P.M., ATLANTA TIME,
ON JULY 31, 2009 UNLESS THE OFFER IS
EXTENDED BY i2 TELECOM INTERNATIONAL, INC.
Deliver to:
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If by e-mail: |
| If by facsimile (fax): |
| If by mail: |
parena@i2telecom.com |
| (770) 663-8282 |
| i2 Telecom International, Inc. c/o Paul R. Arena 5070 Old Ellis Pointe, Suite 110 Roswell, GA 30076 |
The method you use to withdraw previously tendered eligible options must be the same method used previously to tender the eligible options.
If you previously accepted our offer to exchange your eligible options by delivering a Letter of Transmittal, but you would like to change your decision and withdraw your tendered eligible options, you must properly complete, sign and return a Withdrawal Letter substantially in the form hereof no later than 5:00 P.M., Atlanta time, on July 31, 2009 (or such later date and time to which we extend the Offer). You must use the same method that you used to previously tender your eligible options, either signing and sending a Withdrawal Letter (1) electronically via e-mail as an attachment in Adobe PDF format to the e-mail address indicated above; (2) by facsimile to the number indicated above; or (3) by mail to the address provided above. This Withdrawal Letter will be effective only if it is properly signed, completed and received by us before the expiration of the Offer. Capitalized terms used but not defined herein have the same meanings as in the Offer to Exchange Outstanding Options for Shares of Common Stock, referred to as the “Offer to Exchange.”
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To i2 Telecom International, Inc.:
By completing and delivering this Withdrawal Letter, I hereby withdraw my tender to i2 Telecom International, Inc. (“i2 Telecom”) of my eligible options to purchase shares of Common Stock of i2 Telecom in connection with its offer to exchange outstanding options for unregistered, restricted shares of Common Stock.
By execution hereof, I acknowledge and agree that:
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| • | I previously received a copy of the Offer to Exchange Outstanding Options for Shares of Common Stock, dated July 1, 2009 (the “Offer to Exchange”), and the Letter of Transmittal referred to therein (which together constitute the “Offer”). I completed and returned the Letter of Transmittal, in which I tendered my eligible options to you in exchange for unregistered, restricted shares. I now wish to withdraw my tendered eligible options as indicated on the signature page to this Withdrawal Letter. I understand that by signing and delivering this Withdrawal Letter to you, I am revoking my election with respect to your offer to exchange eligible options for restricted shares. |
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| • | I understand that by withdrawing my previously tendered eligible options, I must reject the Offer with respect to all of my tendered eligible options. I understand that in order to withdraw previously tendered options with respect to the Offer, I must properly complete, sign and deliver this Withdrawal Letter so that it is received by you before 5:00 P.M., Atlanta time, on July 31, 2009 (or such later date and time to which i2 Telecom extends the Offer), and that the method I use to withdraw my previously tendered eligible options must be the same method I used previously to tender my eligible options. |
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| • | This Withdrawal Letter supersedes and replaces any Letter of Transmittal that I have previously delivered. |
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| • | Neither i2 Telecom nor any other person is obligated to give notice of any defects or irregularities in this Withdrawal Letter, nor will anyone incur any liability for failure to give any such notice. i2 Telecom will determine all questions as to the form and validity, include time of receipt, of Withdrawal Letters. i2 Telecom’s determination of these matters will be final and binding on all parties. |
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| • | If I wish to re-tender eligible options, I acknowledge that this Withdrawal Letter may only be rescinded by properly completing and delivering a new Letter of Transmittal prior to the expiration of the Offer. |
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i2 TELECOM INTERNATIONAL, INC. WITHDRAWAL LETTER
SIGNATURE PAGE
By delivery and execution hereof, I agree to all the terms and conditions set forth in the Withdrawal Letter and the Offer. Please sign and date in the spaces provided below. It is important that you provide us your e-mail address in the space provided below.
I hereby withdraw my tender of all of my eligible options.
SIGNATURE OF OWNER
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(Signature of Holder or Authorized
Signatory — must be same as Letter of Transmittal)
Date: _________________ , 2009
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| Print Name: |
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| Division/Title: |
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| Home Address: |
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| Home Telephone No. (with area code): |
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| Work Telephone No. (with area code): |
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| E-mail Address: |
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Capacity (if applicable; must be same as Letter of Transmittal):
