Second Amendment to Rights Agreement between Bolder Technologies Corporation and American Stock Transfer & Trust Company

Summary

Bolder Technologies Corporation and American Stock Transfer & Trust Company have amended their existing Rights Agreement, effective January 23, 1998. The amendment clarifies that individuals or entities acquiring securities through firm commitment underwriting, including stabilization transactions, will not be considered beneficial owners of those securities under the agreement. This change is intended to address how ownership is defined in the context of underwriting arrangements. The amendment is executed by both parties and is legally binding as of the effective date.

EX-4.2 4 d81680ex4-2.txt AMENDMENT NO. 2 TO RIGHTS AGREEMENT 1 EXHIBIT 4.2 SECOND AMENDMENT TO THE RIGHTS AGREEMENT Pursuant to Section 27 of the Rights Agreement between Bolder Technologies Corporation (the "Company") and American Stock Transfer & Trust Company, dated as of January 23, 1998 (the "Rights Agreement"), the Company hereby submits the following second amendment to the Rights Agreement: Section 1(c) of the Rights Agreement is hereby amended, effective as of January 23, 1998, by inserting the following as an additional final paragraph to such Section 1(c): "Notwithstanding anything to the contrary in this Agreement, no Person will be the "Beneficial Owner" of or to "beneficially own" any securities acquired through such Person's participation in a firm commitment underwriting (including securities acquired in stabilization transactions) pursuant to agreements with and between underwriters and selling group members, including, without limitation, underwriting agreements, agreements among underwriters and selected dealer agreements." This Amendment may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one instrument. IN WITNESS WHEREOF and intending to be legally bound, the parties have executed this Second Amendment on November 11, 1999, such Second Amendment to be effective as of January 23, 1998. COMPANY: RIGHTS AGENT: BOLDER TECHNOLOGIES CORPORATION AMERICAN STOCK TRANSFER & TRUST CO. By: /s/ Joseph F. Fojtasek By: /s/ Wilbert Myles ------------------------------------- -------------------------------- Name: Joseph F. Fojtasek Name: Wilbert Myles ----------------------------------- ------------------------------ Title: Vice President, CFO and Secretary Title: Vice President ---------------------------------- ----------------------------- 1.