COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • February 22nd, 2007 • China Precision Steel, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York
THIS CERTIFIES THAT, for value received, Belmont Capital Group Limited (“Holder”), is entitled, subject to the terms and conditions of this Common Stock Purchase Warrant (this “Warrant”), at any time or from time to time after the date hereof (the “Effective Date”), to purchase up to six hundred and sixty-six thousand six hundred and sixty-seven (666,667) shares (the “Warrant Shares”) of Common Stock (as defined below), from China Precision Steel, Inc., a Colorado corporation (the “Company”), at an exercise price per share equal to $3.00 (the “Purchase Price). This Warrant shall expire at 5:00 p.m. Eastern Time on that date which is thirty-six (36) months from the date of this Warrant (the “Expiration Date”). Both the number of shares of Common Stock purchasable upon exercise of this Warrant and the Purchase Price are subject to adjustment and change as provided herein. This Warrant is issued in connection with that certain Consulting Agreement (the “Consulting Agreement”), dated as of
AMENDMENT TO DEBT REDUCTION AGREEMENTDebt Reduction Agreement • February 22nd, 2007 • China Precision Steel, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York
This Amendment (this “Amendment”) is made and entered into as of February 20, 2007 by and among China Precision Steel, Inc., a Colorado corporation (the “Company”), Partner Success Holdings Limited, a British Virgin Islands Business Company (“PSHL”), and Mr. Wo Hing Li, a Hong Kong national (“Li”), on the basis of the terms and conditions set forth herein. Capitalized terms not otherwise defined herein have the meaning set forth in the Debt Reduction Agreement, dated as of February 13, 2007 (the “Agreement”), among the Company, PSHL and Li.
LIMITED STANDSTILL AGREEMENTLimited Standstill Agreement • February 22nd, 2007 • China Precision Steel, Inc. • Steel works, blast furnaces & rolling mills (coke ovens) • New York
This AGREEMENT (the “Agreement”) is made as of the ___ day of February, 2007, by the signatories hereto (each a “Holder”), in connection with their respective ownership of shares of China Precision Steel, Inc., a Colorado corporation (the “Company”). Terms not otherwise defined herein are defined in the Stock Purchase Agreement among the Company and the Investors named therein; dated as of February ___, 2007 (the “Stock Purchase Agreement”).
