Attached files
| file | filename |
|---|---|
| EX-23.1 - EX-23.1 - MICROVISION, INC. | d587665dex231.htm |
| EX-10.1 - EX-10.1 - MICROVISION, INC. | d587665dex101.htm |
| EX-3.3 - EX-3.3 - MICROVISION, INC. | d587665dex33.htm |
| EX-1.1 - EX-1.1 - MICROVISION, INC. | d587665dex11.htm |
| S-1/A - S-1/A - MICROVISION, INC. | d587665ds1a.htm |
Exhibit 5.1
|
ROPES & GRAY LLP PRUDENTIAL TOWER 800 BOYLSTON STREET BOSTON, MA 02199-3600 WWW.ROPESGRAY.COM |
June 8, 2018
MicroVision, Inc.
6244 185th Avenue NE
Suite 100
Redmond, WA 98052
Attn: David J. Westgor
Ladies and Gentlemen:
We have acted as counsel to MicroVision, Inc., a Delaware corporation (the “Company”), in connection with the Registration Statement on Form S-1 (File No. 333-222857) (as amended through the date hereof, the “Registration Statement”) filed by the Company with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”), for the registration of shares of the common stock, $0.001 par value per share, of the Company, with a maximum aggregate offering price of $20,700,000 (the “Securities”).
In connection with this opinion letter, we have examined such certificates, documents and records and have made such investigation of fact and such examination of law as we have deemed appropriate in order to enable us to render the opinions set forth herein. In conducting such investigation, we have relied, without independent verification, upon certificates of officers of the Company, public officials and other appropriate persons.
The opinions expressed below are limited to the Delaware General Corporation Law.
Based upon and subject to the foregoing, we are of the opinion that the Securities have been duly authorized and, when issued and delivered pursuant to the underwriting agreement to be entered into between the Company and Ladenburg Thalmann & Co. Inc., as representative of the underwriters named therein, against payment of the consideration set forth therein, will be, validly issued, fully paid and non-assessable.
We hereby consent to your filing this opinion as an exhibit to the Registration Statement and to the use of our name therein and in the related prospectus under the caption “Legal Matters.” In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission thereunder.
| MicroVision, Inc. |
June 8, 2018 |
Very truly yours,
/s/ Ropes & Gray LLP
Ropes & Gray LLP
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