October 1, 2009
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Exhibit
4.1
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October
1, 2009
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Sypris
Solutions, Inc.
000
Xxxxxxx Xxxx
Suite
450
Louisville,
Kentucky 40222
Dear
Xxxx:
As you
know, Computershare Inc. has purchased the stock transfer business of National
City Bank (“National City”). Effective October 26, 2009 (the “Effective
Date”), Computershare Trust Company, N.A. will become your transfer
agent.
Your
company also has a Rights Agreement dated October 23, 2001 pursuant to which
National City serves as the Rights Agent. Pursuant to Section 22 of the
Rights Agreement, this serves as notice that National City will be resigning as
the Rights Agent on the Effective Date.
Computershare
Trust Company, N.A. agrees to serve as the successor Rights Agent beginning on
the Effective Date, and will continue to provide all of the services set forth
in the Rights Agreement under the terms and conditions set forth therein.
Computershare Trust Company, N.A. further hereby confirms that it will be
qualified to act as the successor Rights Agent under Section 22 of the Rights
Agreement as it will be the principal transfer agent for your Common
Shares.
We would
appreciate your signing below to acknowledge your appointment of Computershare
Trust Company, N.A. as successor Rights Agent, subject to the conditions set
forth above.
Please
feel free to contact Xxxxxx Xxxx at National City Bank with any
questions.
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Very
truly yours,
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Very
truly yours,
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/s/
Xxxxxx X. Xxxx
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/s/
Xxxxxxx Xxxx
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Xxxxxx
X. Xxxx
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Xxxxxxx
Xxxx
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Assistant
Vice President
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Computershare
Trust Company, N.A.
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National
City Bank
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Acknowledged
and Agreed:
Sypris
Solutions, Inc.
/s/ Xxxx
X. XxXxxxxx
By: Xxxx
X. XxXxxxxx
Title:
General Counsel
Date: October
23, 2009
