Share Purchase Agreement Between Valence Technology, Inc. and Berg & Berg Enterprises, LLC (August 2011)

Contract Categories: Business Finance › Purchase Agreements
Summary

Valence Technology, Inc. and Berg & Berg Enterprises, LLC have agreed that Berg & Berg will use the outstanding principal and interest from a $2,000,000 loan to purchase 1,832,653 shares of Valence's common stock at $1.10 per share. The shares are considered restricted securities and were sold in a private transaction exempt from registration under the Securities Act. Berg & Berg is acquiring the shares for its own account as an accredited investor, with no intention to resell or distribute them in violation of securities laws.

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EX-10.1 2 ex10-1.htm EXHIBIT 10.1 ex10-1.htm
Exhibit 10.1
 
 
 
 
August 15, 2011
Mr. Carl E. Berg        
Berg & Berg Enterprises, LLC.
10050 Bandley Drive
Cupertino, CA 95014

Re: Share Purchase

Dear Mr. Berg:

This letter agreement confirms Berg & Berg Enterprises, LLC’s (“Berg & Berg”) instructions to apply the outstanding principal and interest on the $2,000,000 loan dated May 25, 2011, to Valence Technology, Inc. (the “Company”), from Berg & Berg to the Company, to the purchase of shares of the Company. The aggregate of the outstanding principal and interest on August 15, 2011, is $2,015,917.81, which provides a sale of one million eight hundred thirty two thousand six hundred and fifty three (1,832,653) shares of the Company’s common stock at a per share price of $1.10, the closing bid price of the Company’s common stock on the NASDAQ Capital Market on August 15, 2011.

These above noted Shares were offered and sold in a transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). Berg & Berg understands that the Shares are “restricted securities” and have not been registered under the Securities Act or any applicable state securities law. Berg & Berg is acquiring the Shares as principal for its own account and not with a view to or for distributing or reselling such Shares or any part thereof in violation of the Securities Act or any applicable state securities law; has no present intention of distributing any of such Shares in violation of the Securities Act or any applicable state securities law; and has no direct or indirect arrangement or understandings with any other persons to distribute or regarding the distribution of such Shares in violation of the Securities Act or any applicable state securities law. Berg & Berg is an “accredited investor” as defined under Regulation D promulgated under the Securities Act.


Sincerely,                                                                                                                          ACCEPTED AND AGREED:
VALENCE TECHNOLOGY, INC.                                                                                  Berg & Berg, LLC.


/s/ Roger A. Williams                                                                                                    /s/ Carl E. Berg                              
Roger A Williams                                                                                                           Carl E. Berg
Vice President of Law and Secretary                                                                          Managing Member


/s/ Don Gottschalk                               
Don Gottschalk
Acting CFO