SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 21st, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 17, 2018, is by and among Biodelivery Sciences International, Inc., a Delaware corporation with headquarters located 4131 ParkLake Ave., Suite 225, Raleigh, North Carolina 27612, (the “Company”), and each of the investors listed on Schedule 1 hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 21st, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 17, 2018, by and among Biodelivery Sciences International, Inc., a Delaware corporation, with headquarters located at 4131 Parklane Avenue, Suite 225, Raleigh, NC 27612 (the “Company”), and the Lead Investor (as defined below) (each a “Investor” and collectively the “Investors”, provided that, if the context requires, references to “Investors” shall be deemed to be references to “Investor”).
FORM OF DIRECTOR RETIREMENT AGREEMENTForm of Director Retirement Agreement • May 21st, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations • Delaware
This DIRECTOR RETIREMENT AGREEMENT (this “Agreement”) is entered into this 17th day of May, 2018 by and among BioDelivery Sciences International, Inc. (the “Company”), [ ] (the “Director”), and with respect to Sections 3 through 11, inclusive, and Sections 13 and 14 hereof, Broadfin Healthcare Master Fund Ltd. (“Broadfin”). The Director, the Company and Broadfin may be collectively referred to as the “parties” or individually referred to as a “party.”
AMENDMENT TO AGREEMENTAmendment to Agreement • May 21st, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations
This amendment to agreement (this “Amendment ”) is made and entered into as of May 20, 2018, by and between BioDelivery Sciences International, Inc., a Delaware corporation (the “Company”), and Broadfin Healthcare Master Fund, Ltd., a Cayman Islands exempted company (“Broadfin Healthcare”), and its affiliates (such Affiliates (as defined herein) together with Broadfin Healthcare, “Broadfin”). Each of the Company and Broadfin is referred to herein as a “Party” and, collectively, as the “Parties”.
BROADFIN HEALTHCARE MASTER FUND, LTD. c/o Broadfin Capital, LLC 300 Park Avenue, 25th Floor New York, New York 10022Broadfin Capital, LLC • September 4th, 2015 • Surgical & medical instruments & apparatus • New York
This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of investors (the “Broadfin Group”), including Broadfin Healthcare Master Fund, Ltd., an affiliate of Broadfin Capital, LLC, for election as a director of Cardica, Inc. (the “Company”) at the Company’s 2015 annual meeting of stockholders including or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof, (the “Annual Meeting”).
Joint Filing AgreementJoint Filing Agreement • March 25th, 2015 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus
The undersigned hereby agree that the Statement on Schedule 13G dated March 25, 2015 with respect to the Common Stock, $0.001 par value per share, of Cardica, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
BROADFIN HEALTHCARE MASTER FUND, LTD. c/o Broadfin Capital, LLCBroadfin Capital, LLC • May 1st, 2018 • Pharmaceutical preparations • New York
This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of investors (the “Broadfin Group”), including Broadfin Healthcare Master Fund, Ltd., an affiliate of Broadfin Capital, LLC, for election as a director of BioDelivery Sciences International, Inc. (the “Company”) at the Company’s 2018 annual meeting of stockholders including any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof, (the “Annual Meeting”).
JOINT FILING AGREEMENTJoint Filing Agreement • December 11th, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the ordinary shares, $0.01 nominal value per share, of Avadel Pharmaceuticals plc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • September 4th, 2015 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Cardica, Inc., a Delaware corporation (the “Company”);
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • May 1st, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations • New York
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of BioDelivery Sciences International, Inc., a Delaware corporation (the “Company”);
JOINT FILING AGREEMENTJoint Filing Agreement • March 18th, 2015 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.01 par value per share, of Derma Sciences, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • April 10th, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value per share, of Biodelivery Sciences International, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
Joint Filing AgreementJoint Filing Agreement • February 26th, 2016 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus
The undersigned hereby agree that the Statement on Schedule 13G dated on the date hereof with respect to the Common Stock, $0.001 par value per share, of Cardica, Inc., and any amendments thereto executed by each and any of the undersigned shall be filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AND SOLICITATION AGREEMENTJoint Filing and Solicitation Agreement • September 11th, 2014 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus
WHEREAS, certain of the undersigned are stockholders, direct or beneficial, Cardica, Inc., a Delaware corporation (the “Company”);
JOINT FILING AGREEMENTJoint Filing Agreement • July 24th, 2014 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value per share, of Cardica, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • December 15th, 2014 • Broadfin Capital, LLC • Surgical & medical instruments & apparatus
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value per share, of Cardica, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • May 21st, 2018 • Broadfin Capital, LLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value per share, of BioDelivery Sciences International, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
