REZOLUTE, INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of _______, 20__ Debt SecuritiesIndenture • November 14th, 2023 • Rezolute, Inc. • Pharmaceutical preparations • New York
Whereas, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 26th, 2017 • Rezolute, Inc. • Pharmaceutical preparations • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 22, 2017, by and between REZOLUTE, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
PREFUNDED COMMON STOCK PURCHASE WARRANT Rezolute, Inc.Rezolute, Inc. • March 14th, 2024 • Pharmaceutical preparations
THIS PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Rezolute, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PURCHASE AGREEMENTPurchase Agreement • August 4th, 2021 • Rezolute, Inc. • Pharmaceutical preparations • Nevada
THIS PURCHASE AGREEMENT (the “Agreement”), dated as of August 2, 2021, is made by and between REZOLUTE, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
AMENDED AND RESTATED PREFUNDED COMMON STOCK PURCHASE WARRANT Rezolute, Inc.Rezolute, Inc. • May 15th, 2024 • Pharmaceutical preparations
THIS AMENDED AND RESTATED PREFUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Rezolute, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
OPEN MARKET SALE AGREEMENTSMOpen Market Sale • November 14th, 2023 • Rezolute, Inc. • Pharmaceutical preparations • New York
Rezolute, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.001 per share (the “Common Shares”), having an aggregate offering price of up to $50,000,000 on the terms set forth in this agreement (this “Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 4th, 2021 • Rezolute, Inc. • Pharmaceutical preparations • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 2, 2021, is entered into by and between REZOLUTE, INC., a Nevada corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Investor”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • May 4th, 2022 • Rezolute, Inc. • Pharmaceutical preparations • New York
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and the Purchasers, pursuant to which the Purchasers purchased from the Company Class C Pre-Funded Warrants to purchase an aggregate of 3,263,157 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) for an aggregate purchase price of $12,396,733.44 (the “Purchase Agreement”).
REZOLUTE, INC. COMMON STOCK EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • December 18th, 2020 • Rezolute, Inc. • Pharmaceutical preparations • New York
Rezolute, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Oppenheimer & Co. Inc., as follows:
18,026,315 Shares of Common Stock And Pre-Funded Warrants to Purchase 12,921,055 Shares of Common Stock Rezolute, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • May 4th, 2022 • Rezolute, Inc. • Pharmaceutical preparations • New York
Introductory. Rezolute, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of 18,026,315 shares (the “Shares”) of its common stock, par value $0.001 per share (the “Common Stock”), (ii) Class A warrants of the Company (in the form attached hereto as Exhibit C-1) to purchase 1,973,684 shares of Common Stock (the “Class A Pre-Funded Warrants”), and (iii) Class B warrants of the Company (in the form attached hereto as Exhibit C-2) to purchase 10,947,371 shares of Common Stock (the “Class B Pre-Funded Warrants” and, together with the Class A Pre-Funded Warrants, the “Pre-Funded Warrants”). The Shares and the Pre-Funded Warrants to be sold by the Company are collectively referred to as the “Securities.” Jefferies LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Secur
FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2016 • AntriaBio, Inc. • Pharmaceutical preparations • Colorado
THIS FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of October 31, 2016 (the “Effective Date”) by and between AntriaBio, Inc. a Delaware corporation, having an address of 1450 Infinite Drive, Louisville, CO 80027 (“AntriaBio” or the “Company”), and Dr. Hoyoung Huh (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 6th, 2013 • AntriaBio, Inc. • Services-business services, nec • Delaware
THIS AGREEMENT is made and entered into effective as of April 1, 2012 by and between AntriaBio, Inc. a Delaware corporation, having an address of 55 Broad St., 19th Fl, New York, NY (“AntriaBio” or the “Company”), and Sankaram Mantripragada (the “Executive”).
ContractRezolute, Inc. • May 4th, 2022 • Pharmaceutical preparations • New York
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 21st, 2021 • Rezolute, Inc. • Pharmaceutical preparations • Nevada
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 18, 2021, is entered into between Rezolute, Inc., a Delaware corporation (the “Company”), and Rezolute Nevada Merger Company, a Nevada corporation and a wholly owned subsidiary of the Company (“NewCo”).
SUBLEASE AGREEMENTSublease Agreement • September 22nd, 2017 • AntriaBio, Inc. • Pharmaceutical preparations • Colorado
THIS SUBLEASE AGREEMENT (this “Agreement”) is made on March 17, 2017, by Elion, LLC (the “Sublandlord”) whose address is 1450 Infinite Drive, Louisville, Colorado 80027 and Antriabio, Inc. (the “Subtenant”) whose address is 1450 Infinite Drive, Louisville, Colorado 80027:
EMPLOYMENT AGREEMENTEmployment Agreement • August 6th, 2019 • Rezolute, Inc. • Pharmaceutical preparations • California
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of July 31, 2019 (the “Effective Date”) by and between Seline Miller, (“Employee”), and Rezolute, Inc. (the “Company”).
LICENSE AGREEMENTLicense Agreement • February 14th, 2018 • Rezolute, Inc. • Pharmaceutical preparations • California
THIS LICENSE AGREEMENT (this “Agreement”) dated as of December 6, 2017 (the “Effective Date”), is entered into between XOMA (US) LLC, a Delaware limited liability company, having an address of 2200 Powell Street, Suite 310, Emeryville, CA 94608 (“XOMA”), and ANTRIABIO, INC., a Delaware corporation, having an address of 1450 Infinite Drive, Louisville, CO 80027 (“AntriaBio”). Each of XOMA and AntriaBio may be referred to herein as a “Party”, or jointly as the “Parties”.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • February 14th, 2018 • Rezolute, Inc. • Pharmaceutical preparations • California
THIS COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 6, 2017 (the “Effective Date”), by and among AntriaBio, Inc., a Delaware corporation (the “Company”), and XOMA Corporation, a Delaware corporation (“Purchaser”). Terms used but not otherwise defined herein shall have the meanings ascribed to them in the License Agreement (as defined below).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2023 • Rezolute, Inc. • Pharmaceutical preparations • California
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of January 8, 2023 (the “Effective Date”) by and between Brian Roberts, (“Employee”), and Rezolute, Inc. (the “Company”). This agreement amends and replaces the Employment Agreement dated July 22, 2019 between the Company and the Employee in its entirety.
ANTRIABIO, INC.Subscription Agreement • January 5th, 2015 • AntriaBio, Inc. • Pharmaceutical preparations • Delaware
The undersigned (the “Subscriber”) hereby irrevocably subscribes for and agrees to purchase from AntriaBio, Inc. (the “Company”) that number of Units (the “Units”) set out below at a price of $1.85 per Unit. Each Unit consists of one Common Share (as hereinafter defined) and one Warrant (as hereinafter defined). This offer of Units is part of an offering of up to 8,108,108 Units (the “Offering”). The Subscriber agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Subscription for Units” including without limitation the representations, warranties and covenants set forth in the applicable schedules attached thereto. The Subscriber further agrees, without limitation, that each of the Company and Paulson Investment Company, Inc. (the “Placement Agent”) may rely upon the Subscriber’s representations, warranties and covenants contained in such documents.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 19th, 2021 • Rezolute, Inc. • Pharmaceutical preparations • New York
THIS LOAN AND SECURITY AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”) dated as of April 14, 2021 (the “Effective Date”) among SLR Investment Corp., fka Solar Capital Ltd., a Maryland corporation with an office located at 500 Park Avenue, 3rd Floor, New York, NY 10022 (“SLR”), as collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), and the lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including SLR in its capacity as a Lender (each a “Lender” and collectively, the “Lenders”), and Rezolute, Inc., a Delaware corporation with offices located at 201 Redwood Shores Parkway, Suite 315, Redwood City, CA 94065 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
11,250,000 Shares of Common Stock and Pre-Funded Warrants to Purchase 3,750,000 Shares of Common Stock Rezolute, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • June 14th, 2024 • Rezolute, Inc. • Pharmaceutical preparations • New York
Introductory. Rezolute, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of 11,250,000 shares of its common stock, par value $0.001 per share (the “Common Stock”) and (ii) pre-funded warrants of the Company (in the form attached hereto as Exhibit C) to purchase 3,750,000 shares of Common Stock (the “Pre-Funded Warrants”). The 11,250,000 shares of Common Stock to be sold by the Company are called the “Firm Shares.” As used herein “Warrant Shares” means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants. In addition, the Company has granted to the Underwriters an option to purchase up to an additional 2,250,000 shares of Common Stock. The additional 2,250,000 shares of Common Stock to be sold by the Company pursuant to such option are called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are c
SUBSCRIPTION AGREEMENT SHARES OF COMMON STOCK OF FITS MY STYLE INC.Subscription Agreement • June 14th, 2011 • Fits My Style Inc • New York
The undersigned (the “Subscriber”) understands that Fits My Style Inc., a Nevada corporation (the “Company”), is offering for sale to the Subscriber the number of shares of the Company’s Common Stock, value per $0.001 (the “Common Stock”), set forth below the Subscriber’s name on the signature page hereto. The Subscriber acknowledges that it is not acting on the basis of any representations or warranties other than those set forth in this subscription agreement (this “Subscription Agreement”) and understands that the offering of the Common Stock (the “Offering”) is being made without registration of the Common Stock under the United States Securities Act of 1933, as amended (the “Act”), or any securities, “blue sky” or other similar laws of any foreign or domestic state (“State Securities Laws”), including without limitation, the jurisdiction in which the Subscriber resides.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 13th, 2020 • Rezolute, Inc. • Pharmaceutical preparations • Delaware
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made as of October 8, 2020 by and among Rezolute, Inc., a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, identified as an Investor on the Schedule of Investors attached as Exhibit A hereto (the “Schedule of Investors”). Such persons and entities together with their permitted successors and assigns, are referred to collectively as the “Investors” and each individually as an “Investor”. The Company and the Investors may each be referred to herein individually as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2023 • Rezolute, Inc. • Pharmaceutical preparations • Colorado
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of January 8, 2023 (the “Effective Date”) by and between Rezolute, Inc., (formerly AntriaBio, Inc.), a Nevada corporation, having an address of 275 Shoreline Drive, Suite 500, Redwood City, CA 94065 (“Rezolute” or the “Company”), and Nevan Elam (“Executive”). This agreement amends and replaces the Amended and Restated Employment Agreement entered into on February 23, 2015 between the Company and the Executive (the “Original Agreement”) in its entirety.
ANTRIABIO DELAWARE, INC. STOCK OPTION CERTIFICATE Right to Purchase 3,500,000 Shares of Common Stock Exercise Price: $0.75 per ShareAntriaBio, Inc. • February 6th, 2013 • Services-business services, nec • Delaware
THIS CERTIFIES THAT, for value received, Nevan Elam (the “Holder”) is entitled, upon the terms and subject to the conditions hereinafter set forth, at any time on or after the Vesting Date (as defined below) and at or prior to the close of business on January 30, 2018 (the “Expiration Date”), but not thereafter, to subscribe for and purchase from AntriaBio Delaware, Inc., a Delaware corporation (the “Company”), up to 3,500,000 fully paid and nonassessable shares of the Company’s Common Stock, par value $0.01 per share (the “Common Stock”) at the Exercise Price (as defined herein). The Holder agrees that this certificate is for the Stock Option agreed to in the signed Employment Agreement between the Holder and the Company.
EXCHANGE AGREEMENTExchange Agreement • June 29th, 2016 • AntriaBio, Inc. • Pharmaceutical preparations • Delaware
This EXCHANGE AGREEMENT (the “Agreement”) is made as of the ___ day of May 2016, by and between, AntriaBio, Inc., a Delaware corporation (the “Company”), and the investor signatory hereto (the “Investor”).
WEB SITE DESIGN CONSULTATION AGREEMENTWeb Site Design Consultation Agreement • June 14th, 2011 • Fits My Style Inc
NOW THEREFORE, in consideration of the covenants set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree to the following:
LICENSE AGREEMENTLicense Agreement • October 13th, 2020 • Rezolute, Inc. • Pharmaceutical preparations
This LICENSE AGREEMENT (the "Agreement") is made as of September 15, 2020 (the "Effective Date") by and between Rezolute Inc., a Delaware corporation having its principal place of business at 201 Redwood Shores Parkway, Suite 315, Redwood City, California 94065, USA ("Rezolute"), and Handok Inc., a company registered under the laws of Republic of Korea, and having a registered office at 132 Teheran-ro, Gangnam-gu, Seoul 06235, Korea ("Handok"), on its own behalf and on behalf of its Affiliates. Rezolute and Handok may, from time to time, be individually referred to as a "Party" and collectively referred to as the "Parties".
SERVICES AGREEMENTServices Agreement • April 4th, 2014 • AntriaBio, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT (this “Agreement”) is made as of March 28. 2014 (the “Effective Date”) by and between JSDC, Inc., a corporation organized under the laws of the State of Delaware with a place of business at 122 Red Maple Lane, Mountville, PA 17554 (“JSDC”) and AntriaBio, Inc., a Delaware corporation with a place of business at 890 Santa Cruz Avenue, Menlo Park, CA 94025 (“Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 19th, 2024 • Rezolute, Inc. • Pharmaceutical preparations • California
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of September 18, 2024 (the “Effective Date”) by and between Daron Evans, (“Employee”), and Rezolute, Inc. (the “Company”).
3,263,157 Class C Pre-Funded Warrants to Purchase Shares of Common Stock Rezolute, Inc. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 4th, 2022 • Rezolute, Inc. • Pharmaceutical preparations • New York
Introductory. Rezolute, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to certain purchasers (collectively, the “Purchasers”) Class C Pre-Funded Warrants (the “Warrants”) to purchase 3,263,157 shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company. The Warrants will be offered and sold to the Purchasers in a private placement (the “Placement”) without being registered under the Securities Act of 1933, as amended, and the rules and regulations of the Securities and Exchange Commission (the “Commission”) thereunder (collectively, the “Securities Act”), in reliance upon Section 4(2) (“Section 4(2)”) thereof and/or Regulation D (“Regulation D”) thereunder. Jefferies LLC (“Jefferies”) has agreed to act as lead placement agent and Cantor Fitzgerald & Co. (“Cantor”), Canaccord Genuity LLC (“Canaccord”), H.C. Wainwright & Co., LLC (“H.C. Wainwright”) and JMP Securities LLC (“JMP”) have agreed to act as co-placement agents (each, a “Place
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 6th, 2017 • AntriaBio, Inc. • Pharmaceutical preparations • Delaware
The undersigned (the “Purchaser”) hereby irrevocably agrees to purchase from AntriaBio, Inc. (the “Company”) that number of shares of common stock (“Common Stock”), set out below at a price of $1.00 per Common Stock. The Purchaser agrees to be bound by the terms and conditions set forth in the attached “Terms and Conditions of Purchase for Common Stock” including without limitation the representations, warranties and covenants set forth in the applicable schedules attached thereto. The Purchaser further agrees, without limitation, that each of the Company and Samsung Securities Co., Ltd (the “Placement Agent”) may rely upon the Purchaser’s representations, warranties and covenants contained in such documents.
SUBSCRIPTION AGREEMENT SHARES OF COMMON STOCK OF FITS MY STYLE INC.Subscription Agreement • June 14th, 2011 • Fits My Style Inc • New York
The undersigned (the “Subscriber”) understands that Fits My Style Inc., a Nevada corporation (the “Company”), is offering for sale to the Subscriber the number of shares of the Company’s Common Stock, value per $0.001 (the “Common Stock”), set forth below the Subscriber’s name on the signature page hereto. The Subscriber acknowledges that it is not acting on the basis of any representations or warranties other than those set forth in this subscription agreement (this “Subscription Agreement”) and understands that the offering of the Common Stock (the “Offering”) is being made without registration of the Common Stock under the United States Securities Act of 1933, as amended (the “Act”), or any securities, “blue sky” or other similar laws of any foreign or domestic state (“State Securities Laws”), including without limitation, the jurisdiction in which the Subscriber resides.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 19th, 2024 • Rezolute, Inc. • Pharmaceutical preparations • Nevada
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June __, 2024 between Rezolute, Inc., a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
