FENNEC PHARMACEUTICALS INC. 4,800,000 Common Shares, no par value Underwriting AgreementUnderwriting Agreement • May 4th, 2020 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • New York
Fennec Pharmaceuticals Inc., a British Columbia corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 4,800,000 of its common shares, no par value per share (the “Shares”). The 4,800,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 720,000 Shares pursuant to such option are collectively called the “Option Shares.” The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the “Offered Shares.” Cantor Fitzgerald & Co. (“Cantor”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean Cantor, as Underwr
AT THE MARKET OFFERING AGREEMENT October 30, 2020Terms Agreement • October 30th, 2020 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • New York
Fennec Pharmaceuticals Inc., a British Columbia corporation (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
ContractAdherex Technologies Inc • June 30th, 2014 • Biological products, (no disgnostic substances) • Ontario
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (THE “SECURITIES”) HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AS SET FORTH IN THIS WARRANT. BY PURCHASING SUCH SECURITIES, THE HOLDER HEREOF AGREES FOR THE BENEFIT OF THE ISSUER THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) OUTSIDE THE UNITED STATES IN ACCORDANCE WITH RULE 904 OF REGULATION S UNDER THE ACT, OR (B) IN ACCORDANCE WITH AN EFFECTIVE REGISTRATION STATEMENT OR PURSUANT TO ANOTHER EXEMPTION FROM REGISTRATION.
FENNEC PHARMACEUTICALS INC. UNDERWRITING AGREEMENT 2,352,950 Common SharesUnderwriting Agreement • December 11th, 2017 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • New York
Fennec Pharmaceuticals Inc., a British Columbia corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Wedbush Securities Inc. is acting as the representative (the “Representative”), an aggregate of 2,352,950 authorized but unissued common shares (the “Firm Shares”), no par value (the “Common Stock”), of the Company. The Company also proposes to sell to the Underwriters, upon the terms and conditions set forth in Section 4 hereof, up to an additional 352,942 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.” The Company and the Underwriters hereby confirm their agreement as follows:
October ___, 2024 Dear Pierre Sayad (“Executive”):Fennec Pharmaceuticals Inc. • October 30th, 2024 • Biological products, (no disgnostic substances) • North Carolina
On behalf of the Board of Directors of Fennec Pharmaceuticals, Inc. (“Fennec” or the “Company”), I am pleased to make you an executable offer to join the Company as its Chief Medical Officer. The purpose of this agreement is to clarify the terms of Executive’s “at will” employment with the Company, including Executive’s compensation level and benefit entitlements.
May 3, 2010 Dear Robert Andrade (“Employee”):Adherex Technologies Inc • May 14th, 2010 • Biological products, (no disgnostic substances) • North Carolina
On behalf of the Board of Directors of Adherex Technologies, Inc. (“Adherex” or the “Company”), I am pleased to make you an executable offer to join the Company as its Chief Financial Officer. The purpose of this agreement is to clarify the terms of Employee’s employment with the Company, including Employee’s compensation level and benefit entitlements.
FENNEC PHARMACEUTICALS, INC., A DELAWARE CORPORATION WESTERN ALLIANCE BANK, an arizona corporation LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 4th, 2019 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • California
This Loan And Security Agreement is entered into as of February 1, 2019 (the “Effective Date”), by and between Western Alliance Bank, an Arizona corporation (“Bank”) and Fennec Pharmaceuticals, INC., a Delaware corporation (“Borrower”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 31st, 2015 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • British Columbia
This SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the latest date set forth on the signature page hereof between Fennec Pharmaceuticals Inc. (the “Company”) and the undersigned (the “Subscriber”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 1st, 2022 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 1, 2022, by and among Fennec Pharmaceuticals Inc., a British Columbia corporation (the “Company”), each investor identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”), and Petrichor Opportunities Fund I LP, as collateral agent (in such capacity, the “Collateral Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 31st, 2006 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”) dated as of this 3rd day of OCTOBER 2005 (the “Effective Date”), by and between ADHEREX, INC. (the “Company”), a wholly owned subsidiary of Adherex Technologies Inc. (“AHX”), and JEFFREY SOLASH, PH.D., an individual residing at the address set forth on the signature page hereof (“Employee”).
SUB-SUBLEASE AGREEMENTSub-Sublease Agreement • April 2nd, 2007 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
This Agreement (this “Agreement”) is made this 22nd day of December, 2006, by and between Biostratum, Inc. (“Biostratum”) and NephroGenex, Inc. (“NephroGenex”).
ContractFennec Pharmaceuticals Inc. • December 1st, 2022 • Biological products, (no disgnostic substances) • British Columbia
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY U.S. STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
SUBSCRIPTION AGREEMENTSubscription Agreement • August 10th, 2017 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • British Columbia
This SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of the latest date set forth on the signature page hereof between Fennec Pharmaceuticals Inc. (the “Company”) and the undersigned (the “Subscriber”).
SUBLEASE AGREEMENTSublease Agreement • March 31st, 2006 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
THIS AGREEMENT OF SUBLEASE (hereinafter referred to as “Sublease”) made as of this 31st day of August, 2005, by and between BIOSTRATUM, INC., a Delaware corporation (hereinafter referred to as “Sublessor”), and ADHEREX, INC., a Delaware corporation, having a principal place of business and mailing address of 4620 Creekstone Drive, Durham, NC 27703 (hereinafter referred to as “Sublessee”).
EXCLUSIVE LICENSE AGREEMENTExclusive License Agreement • September 17th, 2004 • Adherex Technologies Inc • New Jersey
THIS LICENSE AGREEMENT (the “Agreement”) is made and effective as of the 13th day of April, 2001, (the “Effective Date”) by and between RUTGERS, THE STATE UNIVERSITY, having its statewide Office of Corporate Liaison and Technology Transfer at 58 Bevier Road, Piscataway, New Jersey 08854-8010, (hereinafter referred to as “Rutgers”) , and OXIQUANT, INC. a Delaware corporation having a principal place of business at 787 Seventh Avenue, New York, NY 10019 (hereinafter referred to as “Licensee”).
AMENDMENT NO. 1 to DEVELOPMENT AND LICENSE AGREEMENT between GLAXO GROUP LIMITED and ADHEREX TECHNOLOGIES INC.Development and License Agreement • March 31st, 2006 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
THIS AMENDMENT NO. 1 (this “Amendment”) effective on this 20th day of December, 2005 (the “Amendment Effective Date”), is entered into by and between Glaxo Group Limited, a company organized under the laws of England and Wales, having its registered office at GlaxoWellcome House, Berkeley Avenue, Greenford, Middlesex, UB6 0NN United Kingdom (“GGL”) and Adherex Technologies Inc., a company organized under the laws of Canada and having an office located at 4620 Creekstone Drive, Suite 200, Durham, North Carolina, 27703 USA (“Adherex”) with respect to the following facts:
SECOND AMENDMENT TO THE LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 24th, 2021 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • California
THIS SECOND AMENDMENT to the Loan and Security Agreement (this “Amendment”) is made effective as of June 21, 2021 (the “Amendment Date”) and made by and among WESTERN ALLIANCE BANK, an Arizona corporation (“Bank”) and FENNEC PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”).
SECOND AMENDMENT TO LEASE AGREEMENTLease Agreement • November 5th, 2004 • Adherex Technologies Inc • Biological products, (no disgnostic substances)
THIS SECOND AMENDMENT TO LEASE (the “Second Amendment”) is entered into this 14th day of September 2004, by and between Realmark-Commercial LLC and (hereinafter called “Lessor”) and Adherex, Inc. (hereinafter called “Lessee”).
Portions of this exhibit marked [ * ] are omitted and requested to be treated confidentially. AMENDMENT NO. 4 to DEVELOPMENT AND LICENSE AGREEMENT between GLAXO GROUP LIMITED and ADHEREX TECHNOLOGIES INC.Development and License Agreement • June 19th, 2007 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
THIS AMENDMENT NO. 4 (this “Fourth Amendment”) effective on this 23rd day of May, 2007 (the “Fourth Amendment Effective Date”), is entered into by and between Glaxo Group Limited, a company organized under the laws of England and Wales, having its registered office at GlaxoWellcome House, Berkeley Avenue, Greenford, Middlesex, UB6 0NN United Kingdom (“GGL”) and Adherex Technologies Inc., a company organized under the laws of Canada and having an office located at 4620 Creekstone Drive, Suite 200, Durham, North Carolina, 27703 USA (“Adherex”):
General Collaboration Agreement Between McGill University and Adherex Technologies, Inc.General Collaboration Agreement • September 17th, 2004 • Adherex Technologies Inc • Quebec
FIRST AMENDMENT TO THE SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 6th, 2023 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances)
This FIRST AMENDMENT TO THE SECURITIES PURCHASE AGREEMENT (this “First Amendment”) is dated as of December 4, 2023 and is made in reference to that certain Securities Purchase Agreement, dated as of August 1, 2022 (as may be amended, restated or otherwise modified from time to time, the “Purchase Agreement”), by and among Fennec Pharmaceuticals, Inc., a British Columbia corporation (the “Company”), the investors party thereto (the “Investors”), and Petrichor Opportunities Fund I LP, as collateral agent (collectively, the “Parties”).
February 28, 2007 Personal and ConfidentialEmployment Agreement • April 2nd, 2007 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
Letterhead] Personal and ConfidentialEmployment Agreement • November 5th, 2004 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
This letter is to offer you employment with Adherex, Inc. (the “Company”), a wholly owned subsidiary of Adherex Technologies Inc. (“AHX”), in Durham, North Carolina, conditional on your execution of the enclosed agreements. You will serve as Chief Scientific Officer of the Company and of AHX.
LICENSE AND SUPPLY AGREEMENTLicense and Supply Agreement • March 21st, 2024 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • New York
THIS LICENSE AND SUPPLY AGREEMENT (the “Agreement”) is entered into as of 15 March, 2024 (the “Effective Date”) by and between FENNEC PHARMACEUTICALS, INC., a company incorporated under the laws of Delaware with registered offices at 68 TW Alexander Drive, Research Triangle Park, NC 27709, USA (“Fennec”) and NORGINE PHARMA UK LIMITED, a company incorporated under the laws of England and Wales with registered offices at Norgine House, Widewater Place, Moorhall Road, Harefield, Uxbridge, UB9 6NS, United Kingdom (“Licensee”). Fennec and Licensee may be referred to herein individually as a “Party” and jointly as the “Parties”.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • August 7th, 2024 • Fennec Pharmaceuticals Inc. • Biological products, (no disgnostic substances) • North Carolina
THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is entered into the 5th day of August, 2024 by and between FENNEC PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), and JEFF HACKMAN (the “Executive”).
AMENDMENT NO. 1Adherex Technologies Inc • September 17th, 2004
THIS Amendment No. 1 (this “Amendment”) to that certain License Agreement (the “License Agreement”) entered into by and among RUTGERS, THE STATE UNIVERSITY OF NEW JERSEY (“Rutgers”) and Oxiquant, Inc. (the “Licensee”) dated as of April 13, 2001 is hereby entered into by and between Rutgers and the Licensee this 19th day of November, 2002.
LEASE TERMINATION AGREEMENT AND RELEASELease Termination Agreement and Release • November 16th, 2009 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
This Lease Termination Agreement and Release (“Agreement”) is made and entered into this ____ day of __________________, 2009 (the “Effective Date”), by and between HIGHWOODS REALTY LIMITED PARTNERSHIP, a North Carolina limited partnership (hereinafter “Landlord”) and ADHEREX, INC., a Delaware corporation (hereinafter “Tenant”). Landlord and Tenant are collectively referred to as the “Parties”.
Portions of this exhibit marked [*] are requested to be treated confidentially.Adherex Technologies Inc • August 13th, 2008 • Biological products, (no disgnostic substances)
Stichting Antoni van Leeuwenhoek Ziekenhuis whose registered office is at Plesmanlaan 121, 1066 CX Amsterdam, The Netherlands, legally represented by S. Rodenhuis (“AVL”), and Adherex Technologies Inc. with an office at 4620 Creekstone Drive, Suite 200, Durham, NC 27703 USA, legally represented by Dr. William P. Peters (“Adherex”).
WARRANT INDENTURE ADHEREX TECHNOLOGIES INC. - AND - COMPUTERSHARE TRUST COMPANY OF CANADA Providing for the Issue of Warrants February 21, 2007Warrant Indenture • February 22nd, 2007 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • Ontario
COMPUTERSHARE TRUST COMPANY OF CANADA, a trust company registered under the laws of Canada and duly authorized to carry on the trust business in each Province of Canada
North Carolina Commercial Lease AgreementNorth Carolina Commercial Lease Agreement • May 14th, 2010 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
This Commercial Lease Agreement ("Lease") is made and effective the 1st day of January, 2010, by and between VALFERN HOLDINGS, INC. ("Landlord") and ADHEREX TECHNOLOGIES, INC. ("Tenant").
Fennec Pharmaceuticals and Norgine Enter into Exclusive Licensing Agreement to Commercialize PEDMARQSI in Europe, Australia, and New Zealand Agreement pairs Norgine’s commercial expertise and leading European footprint with PEDMARQSI, the first and...Fennec Pharmaceuticals Inc. • March 21st, 2024 • Biological products, (no disgnostic substances)
Research Triangle Park, N.C. and Uxbridge, United Kingdom, March 18, 2024 – Fennec Pharmaceuticals Inc. (NASDAQ: FENC; TSX: FRX), a commercial stage specialty pharmaceutical company, and Norgine, a leading European specialist pharmaceutical company, today announced an exclusive licensing agreement under which Norgine will commercialize PEDMARQSI® in Europe, Australia and New Zealand. PEDMARQSI is the first and only approved therapy in the EU and U.K. for the prevention of ototoxicity (hearing loss) induced by cisplatin chemotherapy in patients 1 month to < 18 years of age with localized, non-metastatic solid tumors.
SEPARATION AND MUTUAL RELEASE AGREEMENTSeparation and Mutual Release Agreement • July 13th, 2009 • Adherex Technologies Inc • Biological products, (no disgnostic substances) • North Carolina
This SEPARATION AND MUTUAL RELEASE AGREEMENT (the “Agreement”) is hereby made and entered into as of the last date on the parties’ signature page below, by and between Adherex, Inc., a Delaware corporation with its principal place of business in Durham County, North Carolina (along with its affiliate Canadian company, Adherex Technologies Inc., referred to together in this Agreement as the “Company”), and the undersigned employee (referred to in this Agreement as “you”). (The Company and you are sometimes collectively referred to hereinafter as the “Parties.”)
Adherex Technologies Inc. Stock Option Plan Stock Option Agreement Appendix “A”Adherex Technologies Inc • January 27th, 2005 • Biological products, (no disgnostic substances)
This is to advise you that you have been granted an option (the “Option”) to purchase 3,500,000 Common Shares at a price of $0.45 per share under the Adherex Technologies Inc. Stock Option Plan (the “Plan”).
MERGER AGREEMENTMerger Agreement • September 17th, 2004 • Adherex Technologies Inc • Delaware
THIS MERGER AGREEMENT dated as of October 2, 2002 (the “Agreement”) is made by and among ADHEREX TECHNOLOGIES INC., a corporation amalgamated under the Canada Business Corporations Act (“Adherex”), ADHEREX, INC., a Delaware corporation and a wholly owned subsidiary of Adherex (“Adherex US”), and OXIQUANT, INC., a Delaware corporation (the “Company”).
EXCLUSIVE LICENSE AGREEMENT BETWEEN OREGON HEALTH & SCIENCE UNIVERSITY AND OXIQUANT, INC.Exclusive License Agreement • September 17th, 2004 • Adherex Technologies Inc • Oregon
This Agreement, effective as of September 26, 2002, (“Effective Date”) is entered into by and between the Oregon Health & Science University (“OHSU”), having offices at 2525 S. W. First Avenue, Suite 120, Portland, Oregon 97201-4753, and Oxiquant, Inc. (“OXIQUANT”), a Delaware corporation, having offices at 787 Seventh Avenue, New York, New York 10019.
