WARRANT TO PURCHASE ORDINARY SHARES PRESBIA PLCWarrant Agreement • December 12th, 2018 • Presbia PLC • Surgical & medical instruments & apparatus • California
THIS WARRANT TO PURCHASE ORDINARY SHARES (the “Warrant”) certifies that, for value received, Richard S. Ressler, an individual (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business (Eastern Time) on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Presbia PLC, an Irish public limited company (the “Company”), up to 14,731,667 ordinary shares with a nominal value of US$0.001 each (the “Warrant Shares”). The purchase price of one ordinary share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLEDGE AGREEMENTPledge Agreement • December 12th, 2018 • Presbia PLC • Surgical & medical instruments & apparatus • California
THIS PLEDGE AGREEMENT (as amended, restated, modified or supplemented and in effect from time to time, this “Agreement”) is executed as of December 10, 2018 (the “Closing Date”), by and between PRESBIA PLC, a company incorporated in Ireland (registered no. 539137 ), whose registered office is at Riverside One, Sir John Rogerson’s Quay, Dublin 2, Ireland (“Pledgor”), and RICHARD RESSLER, as the lender (together with any successors, “Lender”).
GUARANTYGuaranty • December 12th, 2018 • Presbia PLC • Surgical & medical instruments & apparatus
THIS GUARANTY (this “Guaranty”) is dated for reference purposes and executed as of December 10, 2018, by the guarantor identified above (“Guarantor”), with reference to the following facts:
SECURITIES PURCHASE & EXCHANGE AGREEMENTSecurities Purchase & Exchange Agreement • December 12th, 2018 • Presbia PLC • Surgical & medical instruments & apparatus • California
This SECURITIES PURCHASE & EXCHANGE AGREEMENT (this “Agreement”) is entered into as of December 10, 2018 between Richard S. Ressler, an individual or his assignee (“Buyer”), Presbia USA, Inc., a Delaware corporation (“Presbia USA”), and Presbia PLC, an Irish incorporated public limited company (“Presbia PLC” and with Presbia USA, the “Companies” and individually, a “Company” and, together with Buyer, the “Parties” and individually, a “Party”).
GUARANTYGuaranty • December 12th, 2018 • Presbia PLC • Surgical & medical instruments & apparatus • California
THIS GUARANTY (this “Guaranty”) is dated for reference purposes and executed as of December 10, 2018, by the guarantor identified above (“Guarantor”), with reference to the following facts:
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • December 12th, 2018 • Presbia PLC • Surgical & medical instruments & apparatus • California
THIS SECURITY AND PLEDGE AGREEMENT (as amended, restated, modified or supplemented and in effect from time to time, this “Agreement”) is entered into as of December 10, 2018, by and between PRESBIA USA, INC., a Delaware corporation (“Debtor”), and RICHARD RESSLER (together with any successors, “Secured Party”).
DATED10 December 2018 PRESBIA USA, INC. (as Chargor)Charge of Shares • December 12th, 2018 • Presbia PLC • Surgical & medical instruments & apparatus
