LIMINAL BIOSCIENCES INC., Issuer AND [TRUSTEE], TrusteeIndenture • December 1st, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 2nd, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 29, 2020, by and among Liminal BioSciences Inc., a Canadian corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 2nd, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 29, 2020, by and among Liminal BioSciences Inc., a Canadian corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ARRANGEMENT AGREEMENT AMONG: STRUCTURED ALPHA LP – and – LIMINAL BIOSCIENCES INC. July 11, 2023Arrangement Agreement • July 12th, 2023 • Liminal BioSciences Inc. • Pharmaceutical preparations • Ontario
STRUCTURED ALPHA LP, a limited partnership existing under the laws of the Cayman Islands, by its general partner, THOMVEST ASSET MANAGEMENT LTD., a corporation existing under the laws of the Province of Ontario
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 12th, 2019 • Liminal BioSciences Inc. • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) dated as of April 23, 2019 is entered into by and among Prometic Life Sciences Inc., a Canadian corporation (the “Company”), and certain holders of securities of the Company party to this Agreement (collectively, the “Investor Parties”).
SHARE PURCHASE AGREEMENTShare Purchase Agreement • June 25th, 2021 • Liminal BioSciences Inc. • Pharmaceutical preparations • Ontario
Share Purchase Agreement dated June 22, 2021 among, Kedrion S.p.A. ("Purchaser" or "Kedrion") or a designee thereof as may be provided in accordance with Section 15.7 of this Agreement, and Liminal BioSciences Inc. ("Seller").
PROMETIC LIFE SCIENCES INC. PRIVATE PLACEMENT SUBSCRIPTION AGREEMENTPrivate Placement Subscription Agreement • November 12th, 2019 • Liminal BioSciences Inc. • Ontario
By completing this certificate, the Subscriber authorizes the indirect collection of this information by each applicable securities regulatory authority or regulator and acknowledges that such information is made available to the public under applicable securities legislation.
SPIN-OFF SHAREHOLDER RIGHTS PLAN AGREEMENT amended and restated as of March 22, 2018 between PROMETIC LIFE SCIENCES INC. and COMPUTERSHARE TRUST COMPANY OF CANADA as rights agent and to which intervened PROMETIC BIOSCIENCES INC. and PROMETIC...Shareholder Rights Plan Agreement • November 12th, 2019 • Liminal BioSciences Inc.
THIS AGREEMENT, as amended and restated on March 22, 2018, is entered into between Prometic Life Sciences Inc. (the “Corporation”), a corporation existing under the Canada Business Corporations Act, and Computershare Trust Company of Canada, a trust company existing under the laws of Canada, as rights agent (the “Rights Agent”), to which intervene Prometic Biosciences Inc. (“PBI”), a corporation existing under the Canada Business Corporations Act, and Prometic Bioproduction Inc. (“PBP”), a corporation existing under the Canada Business Corporations Act and Prometic Biotherapeutics Inc. (“PBT”), a corporation existing under the General Corporation Law of the State of Delaware (USA);
ROYALTY STREAM PURCHASE AGREEMENTRoyalty Stream Purchase Agreement • March 20th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • Ontario
This Royalty Stream Purchase Agreement (the “Agreement”) is entered into and effective as of the 30th day of April 2018 (the “Effective Date”), by and between Prometic Life Sciences Inc., Prometic Pharma SMT Limited, Prometic Biosciences Inc. and each of their Affiliates that at any time holds an interest in the Patents or licenses any rights thereunder and becomes a party hereto as provided in Section 5(a), which entities shall be set forth on Schedule “C” hereto which schedule shall be updated as applicable from time to time (collectively referred to as “Prometic”), on the first hand, and Structured Alpha LP (“SALP” or “Buyer”), on the second hand.
FIRST AMENDING AGREEMENTShare Purchase Agreement • November 10th, 2021 • Liminal BioSciences Inc. • Pharmaceutical preparations
First Amending Agreement (the "Amending Agreement") dated November 10, 2021 between Liminal BioSciences Inc. ("Purchaser") , Fairhaven Pharmaceuticals Inc. (the "Corporation"), The Royal Institution for the Advancement of Learning/McGill University (“McGill”), AMORCHEM, LIMITED PARTNERSHIP ("AmorChem LP"), Genesys Ventures III LP ("Genesys") and MSBI Valorisation Inc. (“MSBI”, collectively, with McGill, AmorChem LP and Genesys, the "Sellers") and each of Elizabeth Douville and Jamie Stiff solely in their capacity as Agents of the Sellers (as defined in the Share Purchase Agreement)
ContractPlasma Purchase Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE LIMINAL BIOSCIENCES INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO LIMINAL BIOSCIENCES INC. IF PUBLICLY DISCLOSED.
ADSORBENT SUPPLY AGREEMENTAdsorbent Supply Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • England and Wales
THIS ADSORBENT SUPPLY AGREEMENT is entered into on June 18, 2019 (the “Effective Date”) between Prometic Bioseparations Ltd, a company incorporated under the laws of the Isle of Man having a its registered office at the Unit 2, Freeport, Ballasalla, Isle of Man IM9 2AP, British Isles ("Supplier") and Prometic Bioproduction Inc., a corporation incorporated under the laws of Canada, having a place of business located at 440 Blvd. Armand-Frappier, Suite 300, Laval, Québec, Canada, H7V 4B4 ("Customer").
LIMINAL BIOSCIENCES INC. WAIVER AND AMENDMENT OF REGISTRATION RIGHTSWaiver and Amendment of Registration Rights • March 20th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
This waiver and amendment (this “Waiver and Amendment”) is entered into as of March 17, 2020, by and among Liminal BioSciences Inc. (formerly known as Prometic Life Sciences Inc.), a Canadian corporation (the “Company”) and Consonance Capital Master Account L.P. and P Consonance Opportunities Ltd. (each an “Investor” and, together, the “Investors”). This Waiver and Amendment is being delivered pursuant to Section 3.8 and Section 3.9 of that certain registration rights agreement (the “Registration Rights Agreement”), dated April 23, 2019, by and among the Company and the Investors. Capitalized terms used but not defined herein shall have the respective meanings set forth in the Registration Rights Agreement.
AMENDED AND RESTATED LICENSE AGREEMENT PPPS PROCESSLicense Agreement • March 20th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • Maryland
THIS AMENDED AND RESTATED LICENSE AGREEMENT (this “Agreement”) is dated and entered into as of the 7th day of May, 2012 (the “Effective Date”) by and between:
FIRST AMENDING AGREEMENTShare Purchase Agreement • October 4th, 2021 • Liminal BioSciences Inc. • Pharmaceutical preparations • Ontario
First Amending Agreement (the "Amending Agreement") dated September 29, 2021 between Kedrion S.p.A ("Purchaser") and Liminal BioSciences Inc. ("Seller").
THIRD OMNIBUS AMENDMENT AGREEMENTOmnibus Amendment Agreement • November 12th, 2019 • Liminal BioSciences Inc. • Ontario
This letter agreement is made and entered into on February 17th, 2021 (the “Letter Agreement”)Licensing Agreement • March 24th, 2021 • Liminal BioSciences Inc. • Pharmaceutical preparations • England
by and between: Liminal BioSciences Inc. (formerly known as Prometic Life Sciences Inc.), having its registered office located at 440, boul. Armand-Frappier, suite 300, Laval, Canada, H7V 4B4;
CONSENT AND ACKnowledgementConsent and Acknowledgement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
Consent and acknowledgement dated December 14, 2015 between ProMetic Biosciences Inc. ("PBI"), Innovon Pharmaceutiques Inc. ("Innovon"), Mr. Pierre Laurin ("PL") and ProMetic Pharma SMT Limited ("PBI LTD").
July 11, 2023 Structured Alpha LP c/o Thomvest Asset Management Ltd.Voting and Support Agreement • July 12th, 2023 • Liminal BioSciences Inc. • Pharmaceutical preparations
BOARD OBSERVATION RIGHTS AND DIRECTOR NOMINATION AGREEMENTBoard Observation Rights and Director Nomination Agreement • November 12th, 2019 • Liminal BioSciences Inc. • Ontario
THIS BOARD OBSERVATION RIGHTS AND DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is entered into as of April 23, 2019 by and among Prometic Life Sciences Inc., a Canadian corporation (the “Company”), and certain holders of securities of the Company party to this Agreement (collectively, the “Investor Parties”). The Company and the Investor Parties are referred to herein collectively as the “Parties” and each, individually, as a “Party”. Unless otherwise defined herein, all capitalized terms used herein are defined in Annex A hereto.
Amended and Restated Contract Manufacturing AgreementContract Manufacturing Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
This Amended and Restated Contract Manufacturing Agreement (this “Agreement”) is made and entered into this 7th day of May, 2012 (the “Effective Date”)
PLASMA PURCHASE AGREEMENTPlasma Purchase Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
This Plasma Purchase Agreement (the “Agreement”) is made, entered into and effective as of the 26th day of June 2017 (the “Effective Date”) by and between Prometic Plasma Resources Inc., a corporation existing under the law of Canada, having its registered office located at 440, Boulevard Armand-Frappier, Suite 300, Laval, Québec H7V 4B4 Canada (“Prometic”), and Biotest Pharmaceuticals Corporation, a Delaware corporation, having an address at 5800 Park of Commerce Boulevard NW, Boca Raton, Florida 33487 USA (“BPC”). Prometic and BPC are at times referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
ContractAssignment of Rights • March 20th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • Quebec
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE LIMINAL BIOSCIENCES INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO LIMINAL BIOSCIENCES INC. IF PUBLICLY DISCLOSED.
ContractPlasma Purchase Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • New York
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE LIMINAL BIOSCIENCES INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO LIMINAL BIOSCIENCES INC. IF PUBLICLY DISCLOSED.
FIRST AMENDMENT TO THE CONSOLIDATED LOAN AGREEMENT (this “Agreement”)Consolidated Loan Agreement • November 18th, 2019 • Liminal BioSciences Inc. • Pharmaceutical preparations • Ontario
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 27th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • New York
THIS AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT (“Amendment”) is made as of November 25, 2020, by and among Liminal BioSciences Inc., a Canadian corporation (the “Company”), and the undersigned investors who are party to that certain Securities Purchase Agreement dated as of October 29, 2020 (the “Purchase Agreement”), by and among the Company and the investors party hereto. Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement.
ContractPlasma Purchase Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE LIMINAL BIOSCIENCES INC. HAS DETERMINED THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO LIMINAL BIOSCIENCES INC. IF PUBLICLY DISCLOSED.
Amendment No.1 to Amended and Restated License Agreement PPPS ProcessLicense Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations • England
BY AND BETWEEN ProMetic Life Sciences Inc., a corporation existing under the laws of Canada, having a place of business at 440 Armand-Frappier Blvd., Suite 300, Laval, Québec H7V 4B4;
Contract Manager Prometic Plasma Resources, Inc. 440, Boulevard Armand- Frappier, Suite 300 Laval, Quebec H7V 4B4 CanadaPlasma Purchase Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
Ref.: Notice of Assignment of Plasma Purchase Agreement between Prometic Plasma Resources, Inc. (“Prometic”) and Biotest Pharmaceuticals Corporation (“BPC”) effective as of June 26, 2017
FOURTH LOAN AGREEMENT Dated November 30, 2017 between STRUCTURED ALPHA LP as Lender - and - PROMETIC LIFE SCIENCES INC. as Borrower - and - PROMETIC BIOTHERAPEUTICS INC. as a Guarantor - and - PROMETIC BIOSEPARATIONS LTD as a Guarantor - and -...Loan Agreement • November 12th, 2019 • Liminal BioSciences Inc. • Ontario
NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the covenants and agreements herein contained, and other valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree as follows:
ContractLicense Agreement • March 24th, 2021 • Liminal BioSciences Inc. • Pharmaceutical preparations • Quebec
CERTAIN INFORMATION MARKED WITH [***] HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
ROYALTY STREAM AGREEMENTRoyalty Stream Agreement • March 18th, 2022 • Liminal BioSciences Inc. • Pharmaceutical preparations • Quebec
This Royalty Stream Agreement (the “Agreement”) is entered into and effective as of the 26th day of January 2022 (the “Effective Date”), by and between Liminal BioSciences Inc. (“Liminal”), of the first part, and Innovon Pharmaceutiques Inc. (“Innovon”), of the second part.
MASTER ServIces AGREEMENTMaster Services Agreement • March 20th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
THIS MASTER SERVICES AGREEMENT is entered into as of this 15th day of May, 2015 (the “Effective Date”), by and between ProMetic Life Sciences, Inc. (“CUSTOMER”), having an address at 440 Armand-Frappier Boulevard, Suite 300, Laval, Quebec, H7V 4B4, Canada, and Cangene Corporation doing business as Emergent BioSolutions (“EMERGENT”), an Ontario corporation having an address at 155 Innovation Drive, Winnipeg, Manitoba, R3T 5Y3 Canada, with respect to the following:
CONSOLIDATED LOAN AGREEMENT Originally dated as of April 27, 2017, as amended and restated pursuant to the Restatement on April 23, 2019 between STRUCTURED ALPHA LP as Lender - and - PROMETIC LIFE SCIENCES INC. as Borrower - and - PROMETIC...Consolidated Loan Agreement • November 12th, 2019 • Liminal BioSciences Inc. • Ontario
NOW THEREFORE THIS AGREEMENT WITNESSES that, in consideration of the covenants and agreements herein contained, and other valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree as follows:
PLASMA PURCHASE AGREEMENTPlasma Purchase Agreement • August 4th, 2020 • Liminal BioSciences Inc. • Pharmaceutical preparations
This Plasma Purchase Agreement (the “Agreement”) is made, entered into and effective as of the 6th day of November, 2015 (the “Effective Date”) by and between ProMetic Plasma Resources Inc., a corporation existing under the law of Canada, having its registered office located at 440, Boulevard Armand-Frappier, Suite 300, Laval, Québec H7V 4B4 (“ProMetic”), and Interstate Blood Bank, Inc., a Tennessee corporation (“IBBI”), having an address at 5700 Pleasant View Road, Memphis, Tennessee 38134. ProMetic and IBBI are at times referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
