1
EXHIBIT 99
February 10, 1998
VIA FACSIMILE, 0-000-000-0000
-----------------------------
Rohm and Xxxx Company
000 Xxxxxxxxxxxx Xxxx Xxxx
Xxxxxxxxxxxx, XX 00000
Gentlemen:
This is to confirm our agreement that, in consideration of our
agreement to amend the Memorandum of Agreement, dated October 15, 1997 between
Advanced Lighting Technologies, Inc. "ADLT" and Rohm and Xxxx Company
("RandH"), XXXX and XxxxX agree as follows:
1. ADLT may continue to hold its existing equity stake in
Fiberstars, Inc. until two years following the date on which
XxxxX shall request ADLT in writing to divest such interest,
provided that:
i. after such written request for divestiture, ADLT
shall be pursuing in good faith all reasonable and
prudent steps to divest such interest as soon as
reasonably practicable,
ii. after such written request for divestiture, any
employee of ADLT then serving as a director or
otherwise participating in the management of
Fiberstars, Inc. shall as soon as practicable submit
his resignation and shall no longer continue serving
in such capacity,
iii. without the prior written consent of RandH ADLT shall
not purchase any additional shares in Fiberstars,
Inc.
Provided that ADLT shall have satisfied the above obligations
RandH shall consider, upon written request from ADLT, a
reasonable extension of the time period after such written
request for divestiture of ADLT's interest in Fiberstars, Inc.
2
Rohm and Xxxx
Page 2
February 10, 1998
Please confirm our understanding by executing the attached
copy and returning it to the undersigned.
Very truly yours,
Advanced Lighting Technologies, Inc.
/s/ XXXXXXXX X. XXXXX
Xxxxxxxx X. Xxxxx
Chief Financial Officer and Vice President
Accepted and Agreed this
10th day of February, 1998
Rohm and Xxxx Company
By: /s/ X. XXXXXXX XXXXXXXXXXX
X. XXXXXXX XXXXXXXXXXX
