0001193125-12-201255 Sample Contracts

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • May 1st, 2012 • Neophotonics Corp • Semiconductors & related devices • New York

THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is dated as of April 27, 2012, by and between NeoPhotonics Corporation, a Delaware corporation (the “Company”), and Open Joint Stock Company “RUSNANO” (Principal State Registration Number 1117799004333, with registered office at Prospect 60-letiya Oktyabrya 10a, 117036 Moscow, Russian Federation) (the “Purchaser”).

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RIGHTS AGREEMENT
Rights Agreement • May 1st, 2012 • Neophotonics Corp • Semiconductors & related devices

This Rights Agreement (this “Agreement”) is made and entered into as of April 27, 2012, by and among NeoPhotonics Corporation, a Delaware corporation (the “Company”), and Open Joint Stock Company “RUSNANO” (Principal State Registration Number 1117799004333, with registered office at Prospect 60-letiya Oktyabrya 10a, 117036 Moscow, Russian Federation) (the “Purchaser”).

April 27, 2012 NeoPhotonics Corporation
Share Purchase Agreement • May 1st, 2012 • Neophotonics Corp • Semiconductors & related devices • New York
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