EX-4.1 3 dex41.txt SPECIMEN OF COMMON STOCK CERTIFICATE EXHIBIT 4.1 SPECIMEN OF COMMON STOCK CERTIFICATE BIOLASE TECHNOLOGY, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK COMMON STOCK NUMBER SHARES This Certifies that: CUSIP 090911 10 8 SEE REVERSE FOR CERTAIN DEFINITIONS SPECIMEN is the record holder of Fully paid and Non-Assessable Shares of Common Stock Par Value $.001 Per Share of BIOLASE TECHNOLOGY, INC. transferable only on the books of the Company by the holder hereof in person or by duly authorized attorney, upon surrender of this Certificate duly endorsed. This Certificate is not valid until countersigned by the Transfer Agent and Registrar. IN WITNESS WHEREOF the Corporation has caused this Certificate to be signed in facsimile by its duly authorized officers and a facsimile of its corporate seal to be impressed hereon. Dated: /s/ EDSON J. ROOD [SEAL] /s/ JEFFREY W. JONES SECRETARY PRESIDENT Countersigned and Registered: U.S. STOCK TRANSFER CORPORATION (Glendale, California) Transfer Agent and Registrar By Authorized Officer The following abbreviations, when used in the inscription on the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM ---as tenants in common UNIF GIFT MIN ACT --...............Custodian.................... (Cust) (Minor) TEN ENT ---as tenants by the entireties under Uniform Gifts to Minors JT TEN ---as joint tenants with right Act......................... of survivorship and not as (State) tenants in common.
Additional abbreviations may also be used though not in the above list. For Value received_________hereby sell assigns and transfer unto PLEASE INSERT SOCIAL SECURITY OR OTHER INDENTIFYING NUMBER OF ASSIGNEE ------------------------------ ------------------------------ ________________________________________________________________________________ ________________________________________________________________________________ (NAME AND ADDRESS OF TRANSFEREE SHOULD BE PRINTED OR TYPEWRITTEN) ________________________________________________________________________________ _______________________________________________________________________Shares represented by the within Certificate and do hereby irrevocably constitute and appoint _______________________________________________________________________Attorney to transfer the said Shares on the share register of the within named Corporation with full power of substitution in the premises. Dated______________________ __________________________________________________________ SIGNATURE Signature Guaranteed: By__________________________________________________________ THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION, (Banks, Stockbrokers, Savings and Loan Associations and Credit Unions) WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM PURSUANT TO S.E.C. RULE 17 Ad-15. This certificate also evidences and entitles the holder hereof to certain Rights as set forth in a Rights Agreement dated as of December 31, 1998 by and between BioLase Technology, Inc. and U.S. Stock Transfer Corporation, as Rights Agent (the "Rights Agreement"), as amended to date, the terms and conditions of which are hereby incorporated herein by reference and a copy of which is on file at the principle executive offices of BioLase Technology, Inc. Under certain circumstances specified in the Rights Agreement, such Rights will be represented by separate certificates and no longer be represented by this certificate. Under certain circumstances specified in the Rights Agreement, Rights beneficially owned by certain persons may become null and void. BioLase Technology, Inc. will mail to the holder of this certificate a copy of the Rights Agreement without charge promptly following receipt of a written request therefor. As described in the Rights Agreement, Rights issued to any Person who becomes a 15% stockholder (as defined in the Rights Agreement) shall become null and void.