SUBSCRIPTION AGREEMENTSubscription Agreement • March 17th, 2014 • Biolase, Inc • Dental equipment & supplies • Delaware
The undersigned understand that Biolase, Inc., a corporation organized under the laws of Delaware (the “Company”), is offering an aggregate of 340,000 shares of its common stock, par value $0.001 per share (“Common Stock” and such shares of Common Stock, the “Securities”), in a private placement. The undersigned further understand that the offering is being made without registration of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), or any securities law of any state of the United States or of any other jurisdiction.
Annex A AMENDED AND RESTATED SECOND AMENDMENT TO RIGHTS AGREEMENTRights Agreement • March 17th, 2014 • Biolase, Inc • Dental equipment & supplies • Delaware
THIS AMENDED AND RESTATED SECOND AMENDMENT TO RIGHTS AGREEMENT (this “Restated Amendment”) is made and entered into as of March 17, 2014, by and between BIOLASE, INC., a Delaware corporation (the “Company”), and COMPUTERSHARE TRUST COMPANY, N.A., a federally chartered trust company, as successor to U.S. Stock Transfer Corporation, a California corporation (the “Rights Agent”), and amends and restates in its entirety the Second Amendment to Rights Agreement, dated as of February 4, 2014, by and between the Company and the Rights Agent.
