RICHARDSON ELECTRONICS, LTD. as the Company and BUYERS, as defined herein SECURITIES PURCHASE AGREEMENT Dated as of November 21, 2005Securities Purchase Agreement • November 22nd, 2005 • Richardson Electronics LTD/De • Wholesale-electronic parts & equipment, nec • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 21, 2005, by and among Richardson Electronics, Ltd., a Delaware corporation (the “Company”), and the Buyers listed on the Schedule of Buyers attached hereto as Exhibit A (individually, a “Buyer” and, collectively, the “Buyers”).
RESALE REGISTRATION RIGHTS AGREEMENT among RICHARDSON ELECTRONICS, LTD. and THE HOLDERS LISTED HEREIN Dated November 21, 2005Resale Registration Rights Agreement • November 22nd, 2005 • Richardson Electronics LTD/De • Wholesale-electronic parts & equipment, nec • New York
This Resale Registration Rights Agreement (this “Agreement”), dated November 21, 2005, between Richardson Electronics, Ltd., a Delaware corporation (together with any successor entity, the “Issuer”), and the holders listed on the Schedule of Holders attached hereto as Exhibit A (together with any successors, each a “Holder” and, collectively, the “Holders”).
RICHARDSON ELECTRONICS, LTD. 8.0% Convertible Senior Subordinated Notes due 2011 INDENTURE Dated as of November 21, 2005Indenture • November 22nd, 2005 • Richardson Electronics LTD/De • Wholesale-electronic parts & equipment, nec • New York
INDENTURE, dated as of November 21, 2005 between RICHARDSON ELECTRONICS, LTD., a Delaware corporation (the “Company”), Law Debenture Trust Company of New York, a New York banking corporation as Trustee (the “Trustee”) and J.P. Morgan Trust Company, National Association, a national banking association, as Registrar, Paying Agent and Conversion Agent (the “Registrar,” “Paying Agent” or “Conversion Agent,” as the case may be).
