BACKGROUNDSupply Agreement • October 25th, 2004 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
LANNETT COMPANY, INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of September 27, 2019 4.50% Convertible Senior Notes due 2026Indenture • September 27th, 2019 • Lannett Co Inc • Pharmaceutical preparations • New York
INDENTURE dated as of September 27, 2019 between Lannett Company, Inc., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
EXHIBIT 10.1Employment Agreement • March 21st, 2005 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
AMENDMENT NO. 1 TO REIMBURSEMENT AGREEMENT AND WAIVER This Amendment is entered into as of the 24th day of September, 1999 among Lannett Company, Inc., a Delaware corporation, with its principal place of business at 9000 State Road, Philadelphia,...Reimbursement Agreement • September 28th, 1999 • Lannett Co Inc • Pharmaceutical preparations
EXHIBIT 10.9 AGREEMENT BETWEEN LANNETT COMPANY, INC. AND SIEGFRIED (USA), INC. DATED: October 31, 2002 Siegfried (USA), Inc. of 33 Industrial Park Road, Pennsville, NJ 08070 ("Seller") will sell and Lannett Company Inc. of Philadelphia, Pennsylvania...Sales Contract • October 25th, 2004 • Lannett Co Inc • Pharmaceutical preparations • New Jersey
Siegfried (USA), Inc. of 33 Industrial Park Road, Pennsville, NJ 08070 ("Seller") will sell and Lannett Company Inc. of Philadelphia, Pennsylvania 19136 ("Buyer") will buy the Product on the terms and conditions contained herein. The terms of this Agreement and any signed addenda attached to this Agreement constitute the entire Agreement between the Seller and Buyer and supersede any existing sales contract relating to the Product. This Agreement must be signed and returned by Buyer within 30 days from the date first specified above and will not bind Seller unless signed by an authorized representative of Seller. The Agreement does not bind the Buyer unless it receives the Agreement signed by an authorized representative of the Seller on or before the date specified above. Subject to the terms and conditions of this Agreement, Seller shall sell to Buyer, and Buyer shall purchase exclusively from Seller, the Product
Exhibit 10(af) Philadelphia Authority for Industrial Development Tax-Exempt Variable Rate Demand/Fixed Revenue Bonds (Lannett Company, Inc. Project) Series of 1999 Exhibit 10 (af) Philadelphia Authority for Industrial Development Tax- Exempt Variable...Loan Agreement • September 28th, 1999 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
EXHIBIT 10 EMPLOYMENT AGREEMENT BETWEEN LANNETT COMPANY, INC. AND ARTHUR BEDROSIANEmployment Agreement • May 12th, 2004 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
EXHIBIT 10.1 EMPLOYMENT AGREEMENT BETWEEN LANNETT COMPANY, INC. AND ARTHUR BEDROSIAN This Employment Agreement ("Agreement") is entered into as of April 1, 2004 ("Effective Date") between Lannett Company, Inc. ("Company") and Arthur P. Bedrosian...Employment Agreement • October 25th, 2004 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
LANNETT COMPANY, INC., as CompanyIndenture • December 2nd, 2015 • Lannett Co Inc • Pharmaceutical preparations • New York
INDENTURE, dated as of November 25, 2015, as amended or supplemented from time to time (this “Indenture”), among LANNETT COMPANY, INC., a Delaware corporation, the Subsidiary Guarantors from time to time parties hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (in such capacity, the “Trustee”).
EXHIBIT 10.7 TERMS OF EMPLOYMENT AGREEMENT WITH ARTHUR BEDROSIAN This Employment Agreement ("Agreement") is entered into as of April 1, 2004 ("Effective Date") between Lannett Company, Inc. ("Company") and Arthur P. Bedrosian ("Executive"). RECITALS...Employment Agreement • June 17th, 2004 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
EXHIBIT 10(L) AMENDMENT #11 TO LOAN AGREEMENT DATED OCTOBER 1, 2000Loan Agreement • February 14th, 2001 • Lannett Co Inc • Pharmaceutical preparations
ContractWarrant Agreement • April 26th, 2021 • Lannett Co Inc • Pharmaceutical preparations • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW. THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, EXCEPT PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, INCLUDING PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OR PURSUANT TO A PRIVATE SALE EFFECTED UNDER SECTION 4(a)(7) OF THE SECURITIES ACT OR APPLICABLE FORMAL OR INFORMAL SEC INTERPRETATION OR GUIDANCE, SUCH AS A SO-CALLED “4[a](1) AND A HALF SALE.” NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 26th, 2021 • Lannett Co Inc • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 22, 2021, by and among Lannett Company, Inc., a Delaware corporation (the “Company”), Deerfield Partners, L.P., Deerfield Private Design Fund III, L.P. and BPC Lending II LLC, (each individually, a “Lender” and together, the “Lenders”).
Lannett Company, Inc., as Company INDENTURE Dated as of April 22, 2021 Wilmington Trust, National Association, as Trustee and Note Collateral Agent PROVIDING FOR THE ISSUANCE OF NOTES IN SERIESIndenture • April 26th, 2021 • Lannett Co Inc • Pharmaceutical preparations • New York
INDENTURE, dated as of April 22, 2021, as amended or supplemented from time to time (this “Indenture”), among LANNETT COMPANY, INC., a Delaware corporation, the Subsidiary Guarantors from time to time parties hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (in such capacity, the “Trustee”) and note collateral agent (in such capacity, the “Note Collateral Agent”).
3 REPRESENTATIONS AND WARRANTIES OF FARBERStock Purchase Option Agreement • June 14th, 2004 • Lannett Co Inc • Pharmaceutical preparations • Delaware
EXHIBIT 10(l) AMENDMENT #12 TO LOAN AGREEMENT DATED DECEMBER 1, 2001Loan Agreement • February 13th, 2002 • Lannett Co Inc • Pharmaceutical preparations
RESTATED EMPLOYMENT AGREEMENT OF JOHN KOZLOWSKIEmployment Agreement • November 1st, 2017 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
This Restated Employment Agreement of John Kozlowski (“Agreement”) is entered into as of this 26th day of October, 2017 (“Effective Date”) between Lannett Company, Inc. (“Company”) and John Kozlowski (“Executive”).
Exhibit 10(ag) Reinbursement Agreements supporting bond issuesReimbursement Agreement • September 28th, 1999 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
Exhibit 10(k) Amendment #10 to Loan Agreement Dated December 31, 1999Loan Agreement • February 14th, 2000 • Lannett Co Inc • Pharmaceutical preparations
This letter confirms that the Maturity Date for the Revolving Credit Loan (as defined in the Loan Agreement) is extended to October 1, 2001.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 2nd, 2015 • Lannett Co Inc • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 25, 2015, is entered into by and between Lannett Company, Inc., a Delaware corporation (the “Company”), and UCB Manufacturing, Inc., a Delaware corporation (“UCB”).
CREDIT AND GUARANTY AGREEMENT dated as of November 25, 2015 among LANNETT COMPANY, INC., as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors, THE LENDERS PARTY HERETO, MORGAN STANLEY SENIOR FUNDING, INC., RBC CAPITAL MARKETS(1) and...Credit and Guaranty Agreement • December 2nd, 2015 • Lannett Co Inc • Pharmaceutical preparations • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of November 25, 2015, is entered into by and among LANNETT COMPANY, INC., a Delaware corporation (as further defined in Section 1.1, the “Borrower”), CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors, the Lenders party hereto from time to time, MORGAN STANLEY SENIOR FUNDING, INC. (“MSSF”) as Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”).
EXHIBIT 10.8 TERMS OF EMPLOYMENT AGREEMENT WITH LARRY DALESANDRO EFFECTIVE MAY 3, 2002 Should Lannett terminate your employment other than "for cause" (as defined below), you will be eligible for severance compensation in an amount to be determined by...Terms of Employment Agreement • October 25th, 2004 • Lannett Co Inc • Pharmaceutical preparations
Should Lannett terminate your employment other than "for cause" (as defined below), you will be eligible for severance compensation in an amount to be determined by Lannett, but not less than six (6) months of your base salary at the time of termination. You will also be eligible to continue your participation in the Company's medical benefit plans for six (6) months, at no cost to you. For purposes hereof, "for cause" is defined to include engaging in unethical business practices or conduct which creates a conflict of interest, fraud, malfeasance, criminal behavior, and willful conduct in violation of Lannett's Non-Harassment Policy or Corporate Handbook. If the Company is sold or a majority of the Company's ANDAs (Abbreviated New Drug Applications) are sold during your employment, and the Company or new organization terminates your employment, you will be eligible for severance compensation in an amount equal to one year of your current base salary at the time of termination. In this
SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT OF ARTHUR P. BEDROSIANEmployment Agreement • January 3rd, 2013 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
This Second Amended and Restated Employment Agreement of Arthur P. Bedrosian (“Agreement”) is entered into as of this 31st day of December, 2012 (“Effective Date”) between Lannett Company, Inc. (“Company”) and Arthur P. Bedrosian (“Executive”).
Exhibit 10(aa) Amendment to Loan Agreement between the Company and Corestates Bank, dated June 1998Loan Agreement • September 28th, 1998 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
FOR VALUE RECEIVED, each of the undersigned, jointly and severally if more than one (hereinafter collectively referred to as "Borrower"), promises to pay to the order of CoreStates Bank, N.A.*, a national banking association (the "Bank"), at any of its banking offices in Pennsylvania, the principal amount of
SECOND LIEN CREDIT AND GUARANTY AGREEMENT dated as of April 22, 2021 among LANNETT COMPANY, INC., as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER, as Guarantors, THE LENDERS PARTY HERETO, and ALTER DOMUS (US) LLC as Administrative Agent and...Second Lien Credit and Guaranty Agreement • April 26th, 2021 • Lannett Co Inc • Pharmaceutical preparations • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of April 22, 2021, is entered into by and among LANNETT COMPANY, INC., a Delaware corporation (as further defined in Section 1.1, the “Borrower”), THE SUBSIDIARIES OF THE BORROWER, as Guarantors, the Lenders party hereto from time to time, and ALTER DOMUS (US) LLC (“AD”), as the Administrative Agent (together with its permitted successors in such capacity, “Administrative Agent”) and as the Collateral Agent (together with its permitted successors in such capacity, “Collateral Agent”).
EXHIBIT 10(l) AMENDMENT #12 TO LOAN AGREEMENT DATED DECEMBER 1, 2001Loan Agreement • August 21st, 2002 • Lannett Co Inc • Pharmaceutical preparations
THIRD ADDENDUM to Employment Agreement of John AbtEmployment Agreement • January 20th, 2022 • Lannett Co Inc • Pharmaceutical preparations
This Third Addendum (the “Third Addendum”) to the Employment Agreement of John Abt is entered into as of this 17th day of January 2022, between Lannett Company, Inc. (the “Company”) and John Abt (“Mr. Abt”) (together, the Company and Mr. Abt shall be known as the “Parties”).
To: Lannett Company, Inc. Philadelphia, PA 19136 Attention: John Kozlowski, Chief Financial Officer Telephone No.: (215) 333-9000 Re: [Base][Additional] Call Option TransactionCall Option Transaction • September 27th, 2019 • Lannett Co Inc • Pharmaceutical preparations • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [ ](“Dealer”), represented by [ ] (“Agent”) as its agent, and Lannett Company, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
SECOND LIEN PLEDGE AND SECURITY AGREEMENT, dated as of April 22, 2021, among LANNETT COMPANY, INC., as the Borrower, each Guarantor from time to time party hereto, and ALTER DOMUS (US) LLC, as Administrative Agent and Collateral AgentPledge and Security Agreement • April 26th, 2021 • Lannett Co Inc • Pharmaceutical preparations • New York
SECOND LIEN PLEDGE AND SECURITY AGREEMENT, dated as of April 22, 2021 (as amended, amended and restated, supplemented, waived or otherwise modified from time to time, this “Agreement”), among LANNETT COMPANY, INC., a Delaware corporation (as further defined in the Credit Agreement (as defined below), the “Borrower”), each Guarantor from time to time a party hereto, Alter Domus (US) LLC, as administrative agent (in such capacity and any successor in such capacity, the “Administrative Agent”) and Alter Domus (US) LLC, as collateral agent (in such capacity and any successor in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
Exhibit 10(w) Amendment to Loan Agreement between the Company and Corestates Bank, dated September 24, 1997Loan Agreement • September 26th, 1997 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
FOR VALUE RECEIVED, each of the undersigned, jointly and severally if more than one (hereinafter collectively referred to as "Borrower"), promises to pay to the order of CoreStates Bank, N.A.*, a national banking association (the "Bank"), at any of its banking offices in Pennsylvania, the principal amount of
EXHIBIT 10.8Employment Agreement • October 25th, 2004 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
SUPPLY AGREEMENTSupply Agreement • November 20th, 1998 • Lannett Co Inc • Pharmaceutical preparations • Pennsylvania
EXHIBIT 10.7 TERMS OF EMPLOYMENT AGREEMENT WITH ARTHUR BEDROSIAN EFFECTIVE JANUARY 25, 2002 Your salary for this position (Vice President of Business Development) will be paid at the rate of $2,980.77 per pay period (which is equivalent to an annual...Employment Agreement • October 25th, 2004 • Lannett Co Inc • Pharmaceutical preparations
Your salary for this position (Vice President of Business Development) will be paid at the rate of $2,980.77 per pay period (which is equivalent to an annual base salary of $155,000 per year), in accordance with the weekly payment schedule now being used by the Company. At the end of each calendar year, the Board of Directors, or its designee, may, in their sole discretion, award you a bonus based upon your individual performance and the Company's performance during the immediately preceding calendar year.
LOAN AGREEMENTLoan Agreement • September 9th, 2011 • Lannett Co Inc • Pharmaceutical preparations
THIS LOAN AGREEMENT is made this 26th day of May, 2011, and effective as of May 26, 2011 (the “Effective Date”), BY AND BETWEEN THE PENNSYLVANIA INDUSTRIAL DEVELOPMENT AUTHORITY (“PIDA”), a public body corporate and politic, organized and existing under and by virtue of the laws of the Commonwealth of Pennsylvania, having its principal place of business at Commonwealth Keystone Building, 400 North Street, Fourth Floor, Harrisburg, Pennsylvania 17120; PIDC FINANCING CORPORATION, a Pennsylvania nonprofit corporation with an address at 2600 Centre Square, 1500 Market Street, Philadelphia, Pennsylvania 19102-2126 (the “IDC”); and LANNETT COMPANY, INC., a corporation with its principal place of business at 9000 State Road, Philadelphia, Pennsylvania 19136 (the “Industrial Occupant”).
EXHIBIT 10.6 TERMS OF EMPLOYMENT AGREEMENT WITH KEVIN SMITH EFFECTIVE JANUARY 4, 2002 Your salary for this position (Vice President of Sales and Marketing) will be paid at the rate of $2,980.77 per pay period (which is equivalent to an annual base...Employment Agreement • June 17th, 2004 • Lannett Co Inc • Pharmaceutical preparations
Your salary for this position (Vice President of Sales and Marketing) will be paid at the rate of $2,980.77 per pay period (which is equivalent to an annual base salary of $155,000 per year), in accordance with the weekly payment schedule now being used by the Company. At the end of each calendar year, the Board of Directors, or its designee, may, in their sole discretion, award you a bonus based upon your individual performance and the Company's performance during the immediately preceding calendar year.
