JDS UNIPHASE CORPORATION STOCK OPTION ASSUMPTION AGREEMENTStock Option Assumption Agreement • June 8th, 2005 • JDS Uniphase Corp /Ca/ • Semiconductors & related devices
As you know, on May 26, 2005, (the “Closing Date”) JDS Uniphase Corporation (“JDSU”) acquired Photonic Power Systems, Inc. (“Photonic”) through a merger transaction (the “Merger”) in accordance with the terms and conditions of that certain Agreement and Plan of Merger by and among JDSU, JDSU Acquisition VI, Inc. (“Sub”), Photonic and Jan Gustav Werthen, as representative (the “Merger Agreement”). On the Closing Date, you held one or more outstanding unvested options to purchase shares of Photonic common stock granted to you under the Photonic 2002 Stock Option Plan, as amended (the “Plan”) and documented with a Stock Option Agreement (the “Option Agreement”) issued to you under the Plan (the “Photonic Options”). In accordance with the Merger Agreement, on the Closing Date JDSU assumed all obligations of Photonic under the Photonic Options. This Agreement evidences the assumption of the Photonic Options, including the necessary adjustments to the outstanding Photonic Options required by
