THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 4 OF THIS WARRANTStockeryale Inc • November 6th, 2006 • Optical instruments & lenses • Massachusetts
StockerYale, Inc., a Massachusetts corporation (the “Company”), for value received, hereby certifies that The Eureka Interactive Fund Limited, or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after the date of issuance and on or before 5:00 p.m. (Boston time) on October 31, 2016, an aggregate of 2,375,000 nonassessable shares of Common Stock, $0.001 par value per share, of the Company, at a purchase price of $1.15 per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively.
STOCK PURCHASE AGREEMENT by and among THE STOCKHOLDERS OF PHOTONIC PRODUCTS LIMITED and STOCKERYALE, INC. and STOCKERYALE (UK) LIMITED, a wholly owned subsidiary of StockerYale, Inc. October 31, 2006Stock Purchase Agreement • November 6th, 2006 • Stockeryale Inc • Optical instruments & lenses • England and Wales
This STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of October 31, 2006 by and among StockerYale, Inc. (Company Identification Number 042114473), a Massachusetts corporation with its principal office at 32 Hampshire Road, Salem, New Hampshire (the “SYI”), StockerYale (UK) Limited (Company Registration Number 5965205), a private limited company organized under the laws of England and Wales and a wholly owned subsidiary of SYI (“SYUK”, and collectively with SYI, the “Buyers”), and the stockholders of Photonic Products Limited (Company Registration Number 3110900) (the “Company”) listed on Schedule 1 attached hereto (individually, a “Stockholder” and collectively, the “Stockholders”).
