COMMON STOCK PURCHASE WARRANT EVOFEM BIOSCIENCES, INC.Common Stock Purchase Warrant • May 19th, 2021 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
THIS 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 on or prior to 5:00 p.m. (New York City time) on May 22, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Evofem Biosciences, 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).
Evofem Biosciences, Inc. 17,142,857 Shares Underwriting AgreementUnderwriting Agreement • March 25th, 2021 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
Evofem Biosciences, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of 17,142,857 shares of common stock (the “Common Stock”), par value $0.0001 per share (the “Firm Shares”). In addition, the Company has granted to the Underwriters an option to purchase up to an additional 2,571,428 shares of Common Stock pursuant to such option, which 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.” Morgan Stanley & Co. LLC (“Morgan Stanley”) and Stifel, Nicolaus & Company, Incorporated (“Stifel”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Offered Shares.
FORM OF PRE-FUNDED COMMON STOCK PURCHASE WARRANT] EVOFEM BIOSCIENCES, INC.Warrant Agreement • May 23rd, 2022 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
THIS PRE-FUNDED 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 Evofem Biosciences, 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).
NEOTHETICS, INC. Shares of Common Stock (par value $0.0001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • December 1st, 2015 • Neothetics, Inc. • Pharmaceutical preparations • New York
Neothetics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 28th, 2024 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of October 28, 2024 is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and Aditxt, Inc. (the “Buyer”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 28th, 2024 • Evofem Biosciences, Inc. • Pharmaceutical preparations
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 28, 2024, is by and among Evofem Biosciences, Inc., a Delaware corporation with offices located at 7770 Regents Road, Suite 113-618, San Diego, CA 92122 (the “Company”), and the undersigned buyer (“Buyer”).
ContractWarrant Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY 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 FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
—] Shares Neothetics, Inc. Common Stock PURCHASE AGREEMENTPurchase Agreement • November 10th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • New York
Neothetics, Inc., a Delaware corporation (the “Company”) proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [—] shares (the “Firm Shares”) of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company. The Company has also granted to the several Underwriters an option to purchase up to [—] 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 Purchase Agreement are herein collectively called the “Securities.”
EVOFEM BIOSCIENCES, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • November 18th, 2019 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
As further set forth in this agreement (this “Agreement”), Evofem Biosciences, Inc., a company organized under the laws of the State of Delaware (the “Company”), proposes to issue and sell from time to time through Piper Jaffray & Co. (the “Agent”), as sales agent, the Company’s common stock, par value $0.0001 per share (the “Common Stock”) having an aggregate offering price of up to $50 million (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of shares of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
EVOFEM BIOSCIENCES, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • November 15th, 2017 • Neothetics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (the “Agreement”) is made as of [ ], by and between Evofem Biosciences, Inc., a Delaware corporation (the “Company”), and [name] (the “Indemnitee”).
WARRANT TO PURCHASE STOCKWarrant Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS WARRANT CERTIFIES THAT, for the agreed upon value of $1.00 and for other good and valuable consideration, SILICON VALLEY BANK (“Holder”) is entitled to purchase the number of fully paid and nonassessable shares of the class of securities (the “Shares”) of the company (the “Company”) at the Warrant Price, all as set forth above and as adjusted pursuant to Article 2 of this Warrant, subject to the provisions and upon the terms and conditions set forth in this Warrant. Capitalized terms used but not otherwise defined herein shall have the meanings given them in that certain Loan and Security Agreement dated as of even date herewith by and among the Company, Silicon Valley Bank, as agent for the Lenders thereunder, Holder, as a lender thereunder, and all other parties named as lenders thereunder (the “Loan Agreement”).
FORM OF COMMON STOCK PURCHASE WARRANT] EVOFEM BIOSCIENCES, INC.Common Stock Purchase Warrant • May 23rd, 2022 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
THIS 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 on or prior to 5:00 p.m. (New York City time) on May [_], 202[_] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Evofem Biosciences, 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). This Warrant is one of the Warrants to purchase Common Stock issued pursuant to (i) that certain Underwriting Agreement (the “Underwriting Agreement”), dated as of May [_], 2022 (the “Subscription Date”), by and among t
NEOTHETICS, INC. STOCK OPTION AGREEMENTStock Option Agreement • November 10th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
Neothetics, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Stock Option (the “Grant Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain shares of Stock upon the terms and conditions set forth in the Grant Notice and this Option Agreement. The Option has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Neothetics, Inc. 2014 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of, and represents that the Participant has read and is familiar with, the Grant Notice, this Option Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of shares issuable pursuant to the Option (the “Plan Prospectus”), (b) a
NEOTHETICS, INC. RESTRICTED STOCK UNITS AGREEMENTRestricted Stock Units Agreement • November 10th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
Neothetics, Inc. has granted to the Participant named in the Notice of Grant of Restricted Stock Units (the “Grant Notice”) to which this Restricted Stock Units Agreement (the “Agreement”) is attached an Award consisting of Restricted Stock Units subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant to and shall in all respects be subject to the terms conditions of the Neothetics, Inc. 2014 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the shares issuable pursuant to the Award (the “Plan Prospectus”), (b) accepts the Award subject to al
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 15th, 2020 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
This Registration Rights Agreement (this “Agreement”) is made as of October 14, 2020, by and between Evofem Biosciences, Inc., a Delaware corporation (the “Company”), and the persons listed on the attached Schedule A who are signatories to this Agreement (collectively, the “Investors”). Unless otherwise defined herein, capitalized terms used in this Agreement have the respective meanings ascribed to them in Section 1.
ContractWarrant Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS WARRANT, AND THE SECURITIES ISSUABLE UPON THE EXERCISE OF THIS WARRANT, HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “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 RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement, dated , is made between Neothetics, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
DEL MAR CORPORATE CENTER OFFICE LEASEOffice Lease • November 7th, 2019 • Evofem Biosciences, Inc. • Pharmaceutical preparations • California
This Office Lease (the "Lease"), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the "Summary"), below, is made by and between KILROY REALTY, L.P., a Delaware limited partnership ("Landlord"), and EVOFEM BIOSCIENCES, INC., a Delaware corporation ("Tenant").
NEOTHETICS, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 10th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
Neothetics, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Restricted Stock (the “Grant Notice”) to which this Restricted Stock Agreement (the “Agreement”) is attached an Award consisting of Shares subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Neothetics, Inc. 2014 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the Shares (the “Plan Prospectus”), (b) accepts the Award subject to all of the terms and conditions of the Gr
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 3rd, 2018 • Evofem Biosciences, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (this “Agreement”) is made and entered into this 2nd day of July, 2018 (the “Effective Date”) by and between Evofem Biosciences, Inc., a Delaware corporation (“Company”), and Russ Barrans (“Executive”).
RIGHTS AGREEMENT RIGHTS AGREEMENT, dated as of March 24, 2020 (the “Agreement”), between Evofem Biosciences, Inc., a Delaware corporation (the “Company”), and Philadelphia Stock Transfer, Inc., as rights agent (the “Rights Agent”). WHEREAS, effective...Rights Agreement • March 25th, 2020 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 15th, 2017 • Neothetics, Inc. • Pharmaceutical preparations • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of November 25, 2015, by and among Evofem Holdings, Inc., a Delaware corporation (the “Company”) and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor.”
Evofem Biosciences, Inc. 22,665,000 Shares of Common Stock 12,835,000 Pre- Funded Warrants to Purchase Shares of Common Stock and Warrants to Purchase 71,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • May 23rd, 2022 • Evofem Biosciences, Inc. • Pharmaceutical preparations • New York
Evofem Biosciences, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of (a) 22,665,000 shares of common stock (the “Common Stock”), par value $0.0001 per share (the “Firm Shares”), and (b) 12,835,000 pre-funded warrants (the “Pre-Funded Warrants”) to purchase 12,835,000 shares of Common Stock at an exercise price of $0.001 per share and (ii) 71,000,000 common stock warrants to purchase 71,000,000 shares of Common Stock (the “Common Warrants” and, collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”). The amount and form of the Firm Securities to be purchased by the Underwriters is set forth opposite its name on Schedule A hereto. In addition, the Company has granted to the Underwriters an option to purchase no additional shares of Common Stock (the “Option Shares”) and/or no Common Warrants to purchase shares of Common Stock (the “Option Warrants
ContractWarrant Agreement • September 12th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY 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 FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractWarrant Agreement • April 11th, 2019 • Evofem Biosciences, Inc. • Pharmaceutical preparations
THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 17th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
This Executive Employment Agreement (this “Agreement”) is made effective as of October 15, 2014 (the “Effective Date”), by and between Neothetics, Inc. (the “Company”) and George W. Mahaffey (the “Executive”). This Agreement amends and restates the Executive Employment Agreement between the Company and Executive dated as of March 2, 2011 (the “Original Agreement”), supersedes and replaces the Original Agreement in its entirety.
EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2024 • Evofem Biosciences, Inc. • Pharmaceutical preparations • California
This Employment Agreement (this “Agreement”) is made and entered into this 8th day of November, 2024 (the “Effective Date”) by and between Evofem Biosciences, Inc., a Delaware corporation (“Company”), and Ivy Zhang (“Employee”).
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER among ADITXT, INC., ADIFEM, INC., FKA ADICURE, INC. and EVOFEM BIOSCIENCES, INC. Dated as of July 12, 2024Agreement and Plan of Merger • July 18th, 2024 • Evofem Biosciences, Inc. • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER, dated as of July 12, 2024 (this “Agreement”), by and among Aditxt, Inc., a Delaware corporation (“Parent”), Adifem, Inc., formerly known as Adicure, Inc., a Delaware corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and Evofem Biosciences, Inc., a Delaware corporation (the “Company”).
FIRST AMENDMENT TO STOCKHOLDER AGREEMENTStockholder Agreement • November 15th, 2017 • Neothetics, Inc. • Pharmaceutical preparations
This FIRST AMENDMENT TO STOCKHOLDER AGREEMENT (this “Amendment”) is made and entered into as of July 13, 2016, by and among Evofem Holdings, Inc., a Delaware corporation (the “Company”), Joseph D. Pike (“Pike”), Thomas F. Darden, II (“Darden”), Woodford Investment Management LLP, as agent for and on behalf of each of CF Woodford Equity Income Fund, a sub fund of CF Woodford Investment Fund, and Woodford Patient Capital Trust Plc (“WIM”) and Invesco Asset Management Limited, as agent for and on behalf of each of the Invesco Perpetual High Income Fund, a sub fund of the Invesco Perpetual UK Investment Series Investment Company with Variable Capital (ICVC) (Company No. IC000231) (the “IPHI Fund”), and the Invesco Perpetual Income Fund, a sub fund of the Invesco Perpetual UK 2 Investment Series Investment Company with Variable Capital (ICVC) (Company No. IC000221) (the “IPI Fund” and together with the IPHI Fund, “Invesco”), and amends that certain Stockholder Agreement (as amended, the “St
EVOFEM BIOSCIENCES, INC. RESTRICTED STOCK CANCELLATION AGREEMENTRestricted Stock Cancellation Agreement • November 15th, 2017 • Neothetics, Inc. • Pharmaceutical preparations • Delaware
This RESTRICTED STOCK CANCELLATION AGREEMENT (this “Agreement”) is entered into as of this 17th day of October, 2017, by and between Evofem Biosciences, Inc., a Delaware corporation (the “Company”), and the undersigned holder (the “Holder”) of a Restricted Stock Award, dated September 28, 2016 (the “Restricted Stock Award”), pursuant to which Holder was issued 1,400,000 shares of restricted common stock, $.001 par value, of the Company (the “Company Common Stock”).
OFFICE SPACE LEASE BETWEEN WW&LJ GATEWAYS, LTD. AND LIPOTHERA, INC.Office Space Lease • October 17th, 2014 • Neothetics, Inc. • Pharmaceutical preparations • California
THIS LEASE is made as of the 3rd day of July, 2008, by and between WW&LJ GATEWAYS, LTD., a California limited partnership, hereafter called “Landlord,” and LIPOTHERA, INC., a Delaware corporation, hereafter called “Tenant.”
ContractWarrant Agreement • April 11th, 2019 • Evofem Biosciences, Inc. • Pharmaceutical preparations
THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “ACT”) AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT.
ContractAgreement and Plan of Merger • October 3rd, 2024 • Evofem Biosciences, Inc. • Pharmaceutical preparations
THIS THIRD AMENDMENT dated as of October 2, 2024 (this “Amendment”), to that certain Amended and Restated Agreement and Plan of Merger dated as of July 12, 2024 (as amended hereby, the “Restated Merger Agreement”), which amended and restated in its entirety that certain Agreement and Plan of Merger dated December 11, 2023, is entered into by and among Aditxt, Inc., a Delaware corporation (“Parent”), Adifem, Inc., a Delaware corporation (“Merger Sub”) and Evofem Biosciences, Inc., a Delaware corporation (the “Company”, and, together with Parent and Merger Sub, the “Parties” and each, a “Party”), as amended by that certain First Amendment to the Restated Merger Agreement by and among the Parties dated as of August 16, 2024 and that certain Second Amendment to the Restated Merger Agreement by and among the Parties dated as of September 6, 2024 (the Restated Merger Agreement, as amended thereby and by this Amendment, the “Merger Agreement”). All defined terms used herein that are not other
SECOND AMENDMENTLoan and Security Agreement • May 12th, 2016 • Neothetics, Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT (the “Second Amendment”) to Loan and Security Agreement, dated as of March 30, 2016 (the “Second Amendment Date”), is hereby entered into by and among Neothetics, Inc. (formerly known as Lithera, Inc., “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Loan Agreement (as defined below) (“Lender”), and Hercules Capital, Inc. (formerly known as Hercules Technology Growth Capital, Inc., “Agent”), in its capacity as administrative agent for itself and the Lender. Any of the parties named above may be referred to herein as a (“Party”) and collectively, as the (“Parties”). Any terms not specifically defined herein shall have the definition ascribed to them in the Loan Agreement and Warrant, as defined below.
ContractMerger Agreement • May 2nd, 2024 • Evofem Biosciences, Inc. • Pharmaceutical preparations
THIS REINSTATEMENT AND FOURTH AMENDMENT TO MERGER AGREEMENT AND WAIVER AGREEMENT, dated as of May 2, 2024 (this “Reinstatement and Amendment”), to that certain Agreement and Plan of Merger dated as of December 11, 2023 (as amended hereby and by that First Amendment dated January 8, 2024, that Second Amendment dated January 30, 2024, and that Third Amendment dated February 29, 2024, the “Merger Agreement”), is entered into by and among Aditxt, Inc., a Delaware corporation (“Parent”), Adifem, Inc., f/k/a Adicure, Inc., a Delaware corporation (“Merger Sub”) and Evofem Biosciences, Inc., a Delaware corporation (the “Company”, and, together with Parent and Merger Sub, the “Parties” and each, a “Party”). All defined terms used herein that are not otherwise defined herein shall have the meanings set forth in the Merger Agreement.
