ContractWarrant Agreement • December 18th, 2009 • Solyndra, Inc. • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY STATE SECURITIES LAWS. NO SALE OR DISPOSITION MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION STATEMENTS RELATED THERETO, (ii) AN OPINION OF COUNSEL OR OTHER EVIDENCE, REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATIONS ARE NOT REQUIRED, (iii) RECEIPT OF NO-ACTION LETTERS FROM THE APPROPRIATE GOVERNMENTAL AUTHORITIES, OR (iv) OTHERWISE COMPLYING WITH THE PROVISIONS OF SECTION 8 OF THIS WARRANT.
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKWarrant Agreement • December 18th, 2009 • Solyndra, Inc. • New York
THIS CERTIFIES THAT, for value received, _________________________________ (the “Original Holder”) or its assignees (as the case may be, the “Holder”) is entitled to subscribe for and purchase up to fully paid and nonassessable shares of Common Stock of SOLYNDRA, INC., a Delaware corporation (the “Company”) (as adjusted pursuant to Section 4 hereof, the “Shares”), at a price per share of $7.3668 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth.
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKWarrant Agreement • December 18th, 2009 • Solyndra, Inc. • California
THIS CERTIFIES THAT, for value received, and its assignees are entitled to subscribe for and purchase fully paid and nonassessable shares of Common Stock (as adjusted pursuant to Section 4 hereof, the “Shares”) of SOLYNDRA, INC., a Delaware corporation (the “Company”), at a price per share of $23.0017 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth. This Warrant is (i) being issued pursuant to Section 1(b) of that certain Note and Warrant Purchase Agreement by and among the Company, the holder of this Warrant and certain other investors dated as of July 25, 2008 (as the same may be amended from time to time, the “Purchase Agreement”); (ii) subject to the terms of that certain Fifth Amended and Restated Investors’ Rights Agreement dated as of July 25, 2008 among the Company, certain holder
SEVENTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • December 18th, 2009 • Solyndra, Inc. • Delaware
SOLYNDRA, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCKWarrant Agreement • December 18th, 2009 • Solyndra, Inc. • New York
THIS CERTIFIES THAT, for value received, HSH NORDBANK AG, NEW YORK BRANCH and its assignees are entitled to subscribe for and purchase 1,318,405 fully paid and nonassessable shares of Common Stock (as adjusted pursuant to Section 4 hereof, the “Shares”) of SOLYNDRA, INC., a Delaware corporation (the “Company”), at a price per share of $4.964 (such price and such other price as shall result, from time to time, from the adjustments specified in Section 4 hereof is herein referred to as the “Warrant Price”), subject to the provisions and upon the terms and conditions hereinafter set forth.
