SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 21st, 2023 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 21, 2023, by and among DiaMedica Therapeutics Inc., a corporation existing under the laws of British Columbia, Canada (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser,” and collectively, the “Purchasers”). The Company and the Purchasers are sometimes hereinafter referred to each as a “party” and collectively as the “parties.”
UNDERWRITING AGREEMENTUnderwriting Agreement • December 11th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 30th, 2023 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 23, 2023, by and among DiaMedica Therapeutics Inc., a corporation existing under the laws of British Columbia, Canada (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
Voting Common Shares, without par value UNDERWRITING AGREEMENTUnderwriting Agreement • February 13th, 2020 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
DiaMedica Therapeutics Inc., a company organized under the laws of British Columbia, Canada (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 2,125,000 shares (the “Firm Shares”) of voting common shares, without par value (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also proposes to grant to the several Underwriters an option to purchase up to zero additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (the “Agreement”) are herein collectively called the “Securities.”
DIAMEDICA INC. (the “Corporation”) - and - Werner Pauls (the “Shareholder”)Voting Agreement • November 9th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Manitoba
NOW THEREFORE, in consideration of the premises and of the mutual agreement and covenants set forth herein and in the Investment Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • March 28th, 2023 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Minnesota
This Employment Agreement (“Agreement”) is effective as of January 3, 2022 (“Effective Date”), by and between DiaMedica USA, Inc. a Delaware corporation (the “Company”), and Kirsten Gruis, M.D., an individual (“Executive”). The Company and Executive are sometimes referred to as the “Parties” or “Party” in this Agreement, and the Company may designate the parent company of the Company or a subsidiary to be the employer of the Executive.
SHAREHOLDER RIGHTS PLAN AGREEMENT DATED AS OF AUGUST 25TH, 2011 Between DIAMEDICA INC. and CIBC MELLON TRUST COMPANY as Rights AgentShareholder Rights Plan Agreement • January 30th, 2014 • DiaMedica Inc. • Manitoba
WHEREAS the Board of Directors of the Company has determined that it is advisable that the Company adopt a shareholder rights plan to take effect on the Effective Date (as hereinafter defined), subject to approval by the Independent Shareholders (as hereinafter defined) at the annual and meeting of shareholders of the Company scheduled to be held i n 2 0 1 1 , to ensure fair and equal treatment of all the Company’s shareholders in the event of a take-over bid, to protect shareholders from coercive take-over tactics and to allow the Board of Directors and Shareholders of the Company adequate time to assess the bid and consider alternatives to enhance value for Shareholders (the “Rights Plan”);
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 4th, 2019 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • British Columbia
This Indemnification Agreement (the “Agreement”) made and entered into as of ________________ (the “Effective Date”) by and between DiaMedica Therapeutics Inc., a corporation organized and existing under the laws of British Columbia (the “Company”), and ___________________ (the “Indemnitee”).
301 CARLSON PARKWAY OFFICE LEASEOffice Lease • June 29th, 2022 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Minnesota
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 26th, 2024 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 25, 2024, by and among DiaMedica Therapeutics Inc., a corporation existing under the laws of British Columbia, Canada (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser,” and collectively, the “Purchasers”). The Company and the Purchasers are sometimes hereinafter referred to each as a “party” and collectively as the “parties.”
4,000,000 Shares of Common Stock DIAMEDICA THERAPEUTICS INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 10th, 2020 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
DiaMedica Therapeutics Inc., a corporation organized and existing under the laws of British Columbia, Canada (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 4,000,000 shares (the “Firm Shares”) of its voting common shares, without par value (the “Common Stock”). The Company also proposes to issue and sell to the several Underwriters up to an additional 600,000 shares (the “Additional Shares”) of Common Stock at the option of the Underwriters as provided in Section 2(c) below. The Firm Shares and any Additional Shares purchased by the Underwriters are referred to herein as the “Shares.” Guggenheim Securities, LLC (“Guggenheim Securities”) is acting as representative (the “Representative”) of the several Underwriters in connection with the offering and sale of the Shares contemplated herein (the “Offering”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 19th, 2019 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Minnesota
This Employment Agreement (“Agreement”) is effective as of September 12, 2018 (“Effective Date”), by and between DiaMedica USA, Inc. a Delaware corporation (the “Company”), and Scott Kellen, an individual (“Executive”). The Company and Executive are sometimes referred to as the “Parties” or “Party” in this Agreement, and the Company may designate the parent company of the Company or a subsidiary to be the employer of the Executive.
FIRST AMENDMENT TO LEASELease • November 1st, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
GPEx®-DERIVED CELL LINE SALE AGREEMENTGpex®-Derived Cell Line Sale Agreement • November 1st, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
This GPEx®-Derived Cell Line Sale Agreement (this “Agreement”) is made as of this 2nd day of February, 2012 (“Effective Date”), by and between DiaMedica Inc., a Manitoba corporation, with a place of business at 200 – 135 Innovation Drive, Winnipeg, Manitoba, R3T 6A8, Canada (“Client”), and Catalent Pharma Solutions, LLC, a Delaware limited liability company, with a place of business at 14 Schoolhouse Road, Somerset, New Jersey 08873, USA (“Catalent”).
THIS INVESTMENT AGREEMENT is made effective on the 16th day of July, 2016 BETWEEN:Investment Agreement • November 9th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Manitoba
OPTION AGREEMENT This Agreement dated as of the ● day of ●, ●, BETWEEN: DIAMEDICA THERAPEUTICS INC. a corporation incorporated under the laws of Canada, (hereinafter called the “Corporation”), OF THE FIRST PART, - and - of the • of ●, in the ● of ●,...Option Agreement • November 1st, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • British Columbia
WHEREAS the Participant is a bona fide Senior Officer, Director, Employee, Management Company Employee or Consultant of the Corporation or any subsidiary of the Corporation;
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 10th, 2024 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 28, 2024, by and among DiaMedica Therapeutics Inc., a corporation existing under the laws of British Columbia, Canada (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
Representative’s WarrantRepresentative’s Warrant • December 11th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “Securities ACT”), OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER THE SECURITIES ACT AND ALL APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM.
SUPPLY AGREEMENTSupply Agreement • November 1st, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
This Supply Agreement (“Agreement”) is entered into as of September 27, 2018 (the “Effective Date”), by and between DiaMedica Therapeutics, Inc., a corporation organized and existing under the laws of Canada with offices at c/o DiaMedica USA, Inc., Two Carlson Parkway, Suite 260, Minneapolis, Minnesota 55447, USA (“Licensor”) and Ahon Pharmaceutical co., Ltd., a corporation organized and existing under the laws of China, having a place of business at No. 55, Songshan Rd., Jinzhou, Liaoning Province, China (“Licensee”). Licensor and Licensee may each be referred to herein individually as a “Party” and collectively as the “Parties”.
LICENSE AND COLLABORATION AGREEMENTLicense and Collaboration Agreement • November 1st, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • New York
This License and Collaboration Agreement (this “Agreement”) is made as of September 27, 2018 (the “Effective Date”), by and between DiaMedica Therapeutics, Inc., a corporation organized and existing under the laws of Canada with offices at c/o DiaMedica USA, Inc., Two Carlson Parkway, Suite 260, Minneapolis, Minnesota 55447, USA (“DiaMedica”), and Ahon Pharmaceutical co., Ltd., a corporation organized and existing under the laws of China, having a place of business at No. 55, Songshan Rd., Jinzhou, Liaoning Province, China (“Ahon”). DiaMedica and Ahon are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
DIAMEDICA INC. (the “Corporation”) - and - Rick Pauls (the “Shareholder”)Voting Agreement • November 9th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Manitoba
NOW THEREFORE, in consideration of the premises and of the mutual agreement and covenants set forth herein and in the Investment Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
FIRST AMENDMENT TO GPEx® DEVELOPMENT AND MANUFACTURING AGREEMENTGpex® Development and Manufacturing Agreement • November 1st, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
This First Amendment to GPEx® Development and Manufacturing Agreement (this “Amendment”), is made as of this 10th day of April, 2017 (“Amendment Effective Date”), by and between DiaMedica Therapeutics Inc., a Manitoba corporation, with a place of business at Two Carlson Parkway, Suite 165, Minneapolis, MN 55447 (“Client”), and Catalent Pharma Solutions, LLC, a Delaware limited liability company, with a place of business at 14 Schoolhouse Road, Somerset, NJ 08873, USA (“Catalent”).
SEPARATION AGREEMENT AND RELEASESeparation Agreement • May 25th, 2022 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Minnesota
This Separation Agreement (“Agreement”) and the Release, which is attached and incorporated by reference as Exhibit A (“Release”), are made by and between Harry Alcorn, Jr. Pharm.D. (“Executive”), and DiaMedica USA, Inc., its affiliates, related or predecessor corporations, parent, subsidiaries, successors and assigns (“Employer”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • September 5th, 2023 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
NOW, THEREFORE, in consideration of the mutual covenants of the Parties set forth herein, the receipt and sufficiency of which are acknowledged by the Parties, the Parties hereto, intending to be legally bound, hereby agree as follows:
Litigation Funding AgreementLitigation Funding Agreement • January 3rd, 2020 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • California
This Litigation Funding Agreement (“Agreement”) is made and entered into as of December 27, 2019 (the “Effective Date”) by and between LEGALIST FUND II, L.P., a Delaware limited partnership (the “Funder”), and DiaMedica Therapeutics Inc., a corporation organized under the laws of British Columbia, Canada and headquartered in Minnesota, United States of America (the “Plaintiff”). Each of the Funder and the Plaintiff is individually referred to as a “Party” hereunder and collectively, the “Parties” hereunder.
SHAREHOLDER RIGHTS PLAN AGREEMENTShareholder Rights Plan Agreement • August 27th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Ontario
NOW THEREFORE, in consideration of the premises and the respective covenants and agreements set forth herein the parties hereby agree as follows:
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • May 25th, 2022 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Minnesota
NOW, THEREFORE, in consideration of the mutual covenants of the Parties set forth herein, the receipt and sufficiency of which are acknowledged by the Parties, the Parties hereto, intending to be legally bound, hereby agree as follows:
LICENSE AGREEMENTLicense Agreement • March 11th, 2014 • DiaMedica Inc. • Pharmaceutical preparations • Manitoba
This Agreement is between the University of Manitoba ("UM"), a non-profit institution whose address is 202 Administration Building, Winnipeg, Manitoba, R3T 2N2, Canada and Sanomune Inc. having a principal place of business located at 7-1250 Waverley Street, Winnipeg, Manitoba, R3T 6C6, Canada (hereinafter referred to as "LICENSEE").
SHAREHOLDER RIGHTS PLAN AGREEMENTShareholder Rights Plan Agreement • November 1st, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Ontario
NOW THEREFORE, in consideration of the premises and the respective covenants and agreements set forth herein the parties hereby agree as follows:
OPTION AGREEMENT This Agreement dated as of the day of , 20xx,Option Agreement • November 9th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • British Columbia
WHEREAS the Participant is a bona fide senior officer, director, Employee, or Consultant of the Corporation or any subsidiary of the Corporation;
FIRST AMENDMENT TO GPEx® DEVELOPMENT AND MANUFACTURING AGREEMENTGpex® Development and Manufacturing Agreement • October 19th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
This First Amendment to GPEx® Development and Manufacturing Agreement (this “Amendment”), is made as of this 10th day of April, 2017 (“Amendment Effective Date”), by and between DiaMedica Therapeutics Inc., a Manitoba corporation, with a place of business at Two Carlson Parkway, Suite 165, Minneapolis, MN 55447 (“Client”), and Catalent Pharma Solutions, LLC, a Delaware limited liability company, with a place of business at 14 Schoolhouse Road, Somerset, NJ 08873, USA (“Catalent”).
LEASE GUARANTY AGREEMENTLease Guaranty Agreement • June 29th, 2022 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations • Minnesota
As an inducement to Medica Services Company, LLC, a Delaware limited liability company ("Landlord"), to execute that certain Lease dated June 22, 2022 (the "Lease") by and between Landlord and Diamedica USA Inc., a Delaware corporation ("Tenant"), for premises consisting of approximately 6,175 rentable square feet of space in 301 Carlson Parkway, City of Minnetonka, MN (the "Premises"), the undersigned, hereinafter called "Guarantor" hereby unconditionally guarantees to Landlord and covenants and agrees with Landlord as follows:
SECOND AMENDMENT TO LEASELease Agreement • November 9th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
SUPPLEMENTAL TO LEASE AGREEMENTSupplemental to Lease Agreement • August 27th, 2018 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
SECOND AMENDMENT TO GPEx® DEVELOPMENT AND MANUFACTURING AGREEMENTGpex® Development and Manufacturing Agreement • March 23rd, 2020 • DiaMedica Therapeutics Inc. • Pharmaceutical preparations
This Second Amendment to GPEx® Development and Manufacturing Agreement (this “Amendment”), is made as of this 22nd day of October, 2018 (“Amendment Effective Date”), by and between DiaMedica Therapeutics, Inc., a Manitoba corporation, with a place of business at 2 Carlson Parkway, Suite 260 Minneapolis, MN 55447 (“Client”), and Catalent Pharma Solutions, LLC, a Delaware limited liability company, with a place of business at 14 Schoolhouse Road, Somerset, NJ 08873, USA (“Catalent”).
