Dit heb ik gemist.
ISOTIS, INC.
2 Goodyear
Irvine, California 92618
June 13, 2007
Re: Treatment of Stock Options
Dear IsoTis stock option holder,
As you are aware, IsoTis recently completed a reorganization whereby IsoTis,
Inc., a Delaware corporation, became the parent of IsoTis SA and began trading on the
NASDAQ Global Market on January 26, 2007.
As part of the exchange offer, IsoTis, Inc. assumed all of the outstanding options
previously granted to you under the IsoTis SA Stock Option Plan 2003/0, the IsoTis SA Stock
Option Plan 2003/1 and the IsoTis SA Stock Option Plan 2003/2 (the “SA Options”), together
with each of these plans. As a result, your SA options now represent options to acquire shares of
IsoTis, Inc.’s common stock, subject to adjustment to account for the effects of the exchange
offer. This letter summarizes the terms of the assumption and adjustment of your SA Options.
For every 10 shares you are entitled to acquire under your SA Options, you will
instead be entitled to purchase 1 IsoTis Inc. share (rounded down to the nearest whole number of
shares)] The per share exercise price for the IsoTis, Inc. common stock issuable upon the
exercise of an SA Option will be equal to:
(exercise price of SA Option x 10) x ( $0.798151).
Except for these adjustments, each Company Option will be subject to the same
terms and conditions as were applicable to the assumed SA Option.
[Please note, that if you exercise SA Options that were granted under the IsoTis
SA Stock Option Plan 2003/0, you will receive securities that have not been registered under the
federal securities laws and are therefore “restricted securities.” This means that if you exercise
your options, you will have to hold the common stock you receive for at least one year before
you will be able to sell it on the open market unless you qualify for an exemption from these
registration requirements.
1 We are adjusting the exercise price of the options to be reflected in U.S. dollars based on
the USD-CHF exchange rate in effect on January 26, 2007 (the day the SA Options were
assumed by IsoTis, Inc.).
2
With the transition from Swiss SA options to US IsoTis Inc stock options, we will
no longer need the services of UBS in Switzerland to administer the options. This means that the
procedures to exercise stock options will change. We will inform you of the changes within the
next 30 days.
If you should have any questions or comments about this matter, or if you wish to
exercise any of your IsoTis Inc. stock options before new procedures are communicated, please
contact at IsoTis SA: Peter Ward, Director International Finance & Administration at +41 21 620
60 15 (peter.ward@isotis.com) or Hans Herklots Director Investor Relations at +41 21 620 60 11
(hans.herklots@isotis.com) or Rob Morocco CFO at +1 949 855 7155
(Robert.morocco@isotis.com in IsoTis Inc.
Sincerely,
ISOTIS, INC.
Name: Pieter Wolters
Title: President & CEO