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EXHIBIT 4.4
SUBSCRIPTION AGREEMENT
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SUBSCRIPTION AGREEMENT
LUMINEX LIGHTING, INC.
A CALIFORNIA CORPORATION
This Subscription Agreement (the "Agreement") is made by and between LUMINEX
LIGHTING, INC., a California corporation (the "Company") and the undersigned
(the "Subscriber").
1. Prospectus. Reference is made to that certain Prospectus, dated
________, 1998. Unless otherwise indicated or the context otherwise requires,
all terms used in this Agreement shall have the same meaning as in the
Prospectus.
2. Subscription. The Subscriber hereby applies for the purchase of
the number of shares of common stock, no par value ("Shares") and redeemable
Common Stock Purchase Warrants ("Warrants") of the Company set forth below on
the terms and conditions described in the Prospectus and in this Agreement.
Simultaneously herewith, the Subscriber is delivering to Platinum Equities, Inc.
(the "Underwriter") (a) cash, a bank cashier's or certified check or a money
order (or, in lieu thereof, such other form of payment as may be acceptable to
the Company and the Underwriter), in the amount of $5.50 for each Share and $.10
for each Warrant the purchase of which is subscribed for and (b) this executed
Subscription Agreement. Checks in the amount of the total subscription price
shall be made payable to "American Stock Transfer & Trust Company as Escrow
Agent for Luminex Lighting, Inc." Checks, together with this executed
Subscription Agreement must be mailed (or sent via overnight delivery) to:
Platinum Equities, Inc.
00 Xxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Xxxx Xxxxx
Telephone No.: (000) 000-0000
The Underwriter will in turn transmit funds, by noon on the next
business day from receipt of your check, to American Stock Transfer & Trust
Company, as Escrow Agent.
If 250,000 Shares and 250,000 Warrants are not sold within 120 days
of the date of the Prospectus, which may be extended for an additional 30 days
by mutual agreement between the Company and the Underwriter, subscription funds
will be returned to the Subscriber without interest or deduction.
Subscribers must only subscribe for the number of Shares and Warrants
which have been allocated to them by their respective account representative.
3. Representations and Warranties of the Subscriber. The Subscriber
represents and warrants that the Subscriber is over the age of 18 years or duly
incorporated if a corporation.
4. Number of Shares. Subject to acceptance or rejection in whole or
in part by the Company, the Underwriter or the selected dealer, the Subscriber
hereby subscribes for Shares and Warrants in accordance with the terms and
conditions of the offering set forth in the Prospectus and in this Agreement, as
follows:
___ Shares at $5.50 per Share and ___ Warrants at $.10 per Warrant,
for an aggregate price of $_____.
IN WITNESS WHEREOF, the undersigned has executed this Agreement this
_____ day of ______, 1998 at _____________, _________________. (City) (State)
________________________________ ___________________________________
Signature Social Security or Tax I.D. No.
________________________________ ___________________________________
Print or Type Name Street Address
________________________________ ___________________________________
Telephone No. City, State, Zip Code
