Exhibit 4.9
SURGILIGHT INC.
00000 Xxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, XX 00000
December 11, 2001
Xx. Xxxxx-Xxxx Xxxxx
0X, Xx 0, Xxxxx-Xx Xxxxx Xx
Xxxxxx, Xxxxxx
Re: Amendment to Agreement
Dear Xx. Xxxxx:
This letter amends the terms of the Agreement between you and SurgiLight,
Inc. (the "Company") dated October 12, 2000 (the "Agreement"). The terms of this
letter supercede the terms of the Agreement, and by your signature at the end of
this letter, we mutually agree that the Agreement is terminated, void, and no
longer of any force or effect as of October 12, 2001.
The terms of our new understanding are as follows:
1. This letter confirms that you delivered to the Company 160,000 free trading
shares (the "Shares") of the Company's common stock pursuant to the Agreement,
which the Company pledged to secure a debt obligation to Premier Laser Systems,
Inc.
2. Interest was to accrue on the value of the Shares at the rate of 10% per
annum (the "Accrued Interest").
3. As repayment for the Shares, the Company agrees to issue you 160,000
replacement shares of common stock, plus an additional number of shares of
common stock equal to the value of the Accrued Interest. The number of shares to
be issued in payment of the Accrued Interest is determined based on the average
of the closing price for the Company's common stock for every trading day since
the date of the Agreement ($2.27), multiplied by the original number of shares
(160,000), then multiplied by 16/12 (the agreed 16-month period over which the
Accrued Interest is calculated, divided by twelve to arrive at an annual
figure), then multiplied by 10% (the annual rate of interest), and then divided
by the current closing price for the Company's common stock ($.30). This formula
results in 160,887 additional shares to be issued as payment of the Accrued
Interest. Thus, the total number of shares to be issued to you in full payment
for the Shares is 320,887 shares of newly issued shares of the Company's common
stock (the "New Shares").
4. The Company agrees to register the New Shares in a Form SB-2 Registration
Statement that the Company currently is preparing to file with the U.S.
Securities and Exchange Commission ("SEC"). We anticipate that this Registration
Statement will be declared effective and the New Shares deemed freely
re-sellable within approximately 90 days after the Form SB-2 is filed with the
SEC. The Company will not have any liability to you for delays in this
Registration Statement being declared effective.
Please confirm your understanding of and agreement to these terms by
signing and dating where indicated below and returning your signed copy to us
via Fax.
Sincerely,
/s/ Xxxxxxx X. Xxxx
-----------------------------------
Xxxxxxx X. Xxxx, COO
I hereby agree to the above terms and conditions.
/s/
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Hsueh-Xxxx Xxxxx
December ___, 2001
