Exhibit 4.2
First AMENDMENT TO
WARRANTS
This First Amendment (this "AMENDMENT") to Warrants is entered into,
dated and effective as of August 22, 2003, among Stratasys, Inc., a Delaware
corporation (the "COMPANY"), and each purchaser identified on the signature
pages hereto (each, a "PURCHASER" and collectively, the "PURCHASERS").
WHEREAS, the Company and each Purchaser is a party to that certain
Securities Purchase Agreement dated as of August 17, 2003 (the "PURCHASE
AGREEMENT");
WHEREAS, pursuant to the Purchase Agreement the Company issued to each
Purchaser the a Warrant (each a "Warrant" and collectively the "Warrants"); and
WHEREAS, the Company and the Purchasers desire to amend each of the
Warrants as set forth herein;
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in
this Agreement, and for other good and valuable consideration the receipt and
adequacy of which are hereby acknowledged, the Company and each Purchaser agrees
to amend each of the Warrants as follows:
1. The Expiration Date set forth in the first paragraph of each Warrant
shall be extended by six months so that each Warrant shall have an Expiration
Date of five years and 6 months from the date of issuance.
2. Section 9(e) of each of the Warrants is hereby amended and restated
as follows:
"(e) NUMBER OF WARRANT SHARES. Simultaneously with any adjustment to
the Exercise Price pursuant to paragraphs (a) or (b) of this Section,
the number of Warrant Shares that may be purchased upon exercise of
this Warrant shall be increased or decreased proportionately, so that
after such adjustment the aggregate Exercise Price payable hereunder
for the increased or decreased number of Warrant Shares shall be the
same as the aggregate Exercise Price in effect immediately prior to
such adjustment."
4. None of the Purchasers has transferred any interest in the Warrant
issued to it under the Agreement. The Company shall as soon as possible, and in
any event within 3 days of the date hereof, issue to each Purchaser a
replacement warrant reflecting the amendments set forth in this Amendment.
5. The Agreement and each of the Warrants, as amended by this
Amendment, shall continue to be and shall remain in full force and effect in
accordance with their respective terms.
6. This Amendment may be executed by facsimile in any number of
counterparts, each of which shall be an original, with the same effect as if the
signatures thereto and hereto were upon the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment
to the Warrants to be duly executed by their respective authorized signatories
as of the date first indicated above.
STRATASYS, INC.
By: /s/ S. ▇▇▇▇▇ ▇▇▇▇▇
------------------------------------
Name: S. ▇▇▇▇▇ ▇▇▇▇▇
Title: CEO
MAINFIELD ENTERPRISES, INC.
By: /s/ Avi Vigder
------------------------------------
Name: Avi Vigder
Title: Authorized Signatory
SMITHFIELD FIDUCIARY LLC
By: /s/ ▇▇▇▇ ▇. Chill
------------------------------------
Name: ▇▇▇▇ ▇. Chill
Title: Authorized Signatory
2