April 8, 1998Nonqualified Stock Option Agreement • April 9th, 1998 • Stimsonite Corp • Optical instruments & lenses
We have acted as counsel for Stimsonite Corporation, a Delaware corporation (the "Company"), in connection with the Nonqualified Stock Option Agreement dated as of March 22, 1997 between Robert E. Stutz and the Company (the "Agreement"). We have examined such documents, records and matters of law as we have deemed necessary for purposes of this opinion, and based thereupon we are of the opinion that the shares of the Company's Common Stock, par value $.01 per share ("Common Stock"), that may be issued and sold pursuant to the Agreement are duly authorized and, when issued and sold in accordance with the Agreement, will be validly issued, fully paid and nonassessable so long as the consideration received by the Company is at least equal to the stated par value of such shares of Common Stock.
