AGREEMENTEmployment Agreement • December 14th, 2005 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
1 EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of March 22, 1999, by and among AVANIR Pharmaceuticals (formerly known as LIDAK Pharmaceuticals), a California corporation, with headquarters...Registration Rights Agreement • April 1st, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
EXHIBIT 10.1 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of January 22, 1999, by and among AVANIR Pharmaceuticals (formerly known as LIDAK Pharmaceuticals), a California corporation, with headquarters...Registration Rights Agreement • January 25th, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
EXHIBIT 1.1 AVANIR PHARMACEUTICALS CLASS A COMMON STOCK UNDERWRITING AGREEMENT May 25, 2004 Lazard Freres & Co. LLC Four Embarcadero Center, Suite 650 San Francisco, California 94111 Ladies and Gentlemen: AVANIR Pharmaceuticals, a California...Underwriting Agreement • May 26th, 2004 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
EXHIBIT 4.3 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE...Common Stock Purchase Warrant • February 4th, 2000 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
1 Exhibit 99.2 AGREEMENT OF COMPROMISE AND SETTLEMENT This AGREEMENT OF COMPROMISE AND SETTLEMENT dated as of March 24, 1998 (this "Settlement Agreement") is entered into by and among LIDAK Pharmaceuticals ("LIDAK"), a California corporation, on the...Settlement Agreement • March 27th, 1998 • Lidak Pharmaceuticals • Pharmaceutical preparations • California
Avanir Pharmaceuticals, Inc. 18,200,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 25th, 2014 • Avanir Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Avanir Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 18,200,000 shares of common stock, par value $0.0001 per share, of the Company (the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional 2,730,000 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
20,000,000 Shares Avanir Pharmaceuticals, Inc. Common Stock ($0.0001 par value per share) UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2010 • Avanir Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Introductory. Avanir Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 20,000,000 shares of its common stock, par value $0.0001 per share (the “Shares”). The 20,000,000 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 3,000,000 Shares as provided in Section 2 hereof. The additional 3,000,000 Shares to be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” Jefferies & Company, Inc. (“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 Offered Shares.
ISSUER AND TRUSTEE INDENTUREIndenture • July 22nd, 2005 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
BACKGROUND:Securities Purchase Agreement • December 11th, 2003 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
1 EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT, dated as of March 22, 1999, (THIS "AGREEMENT") by and among AVANIR Pharmaceuticals (formerly known as LIDAK Pharmaceuticals), a California corporation with headquarters...Securities Purchase Agreement • April 1st, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
AGREEMENTEmployment Agreement • August 14th, 1998 • Lidak Pharmaceuticals • Pharmaceutical preparations • California
CLASS G STOCK PURCHASE WARRANT #14Warrant Agreement • December 23rd, 2003 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
EXHIBIT 10.5 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement"), dated as of November 29, 2001, is made by and between AVANIR PHARMACEUTICALS, a California corporation having its principal offices at 11388 Sorrento Valley Road, San Diego,...Employment Agreement • December 21st, 2001 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
EXHIBIT 4.3 NEITHER THIS WARRANT NOR THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR ANY OTHER APPLICABLE SECURITIES LAWS IN RELIANCE UPON AN EXEMPTION FROM THE...Stock Purchase Warrant • December 3rd, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations
CLASS H STOCK PURCHASE WARRANTWarrant Agreement • April 4th, 1997 • Lidak Pharmaceuticals • Pharmaceutical preparations • California
RECITALSLicense Agreement • August 14th, 2000 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
1 EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of January 25, 2000 (this "Agreement"), is made by and between AVANIR PHARMACEUTICALS, a California corporation, with headquarters located at 9393 Towne Centre...Registration Rights Agreement • February 4th, 2000 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
AVANIR PHARMACEUTICALS, INC. SALES AGREEMENTSales Agreement • August 8th, 2012 • Avanir Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Avanir Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of February 26, 1997, by and among LIDAK PHARMACEUTICALS, a California corporation, with headquarters located at 11077 North Torrey Pines Road, La Jolla,...Registration Rights Agreement • March 10th, 1997 • Lidak Pharmaceuticals • Pharmaceutical preparations • New York
AGREEMENTRetention Agreement • August 14th, 1998 • Lidak Pharmaceuticals • Pharmaceutical preparations • California
JOINT FILING AGREEMENT Exhibit 1.1 ---------- JOINT FILING AGREEMENTJoint Filing Agreement • July 20th, 2004 • Avanir Pharmaceuticals • Pharmaceutical preparations
The undersigned hereby agree that the Statement on this Schedule 13G, dated May 26, 2004, (the "Schedule 13G"), with respect to the Common Stock, no par value per share, of Avanir Pharmaceuticals is filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities and Exchange Act of 1934, as amended, and that this Agreement shall be included as an Exhibit to this Schedule 13G. Each of the undersigned agrees to be responsible for the timely filing of the Schedule 13G, and for the completeness and accuracy of the information concerning itself contained therein. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT, dated as of February 26, 1997 (this "AGREEMENT"), by and between LIDAK PHARMACEUTICALS, a California corporation, with headquarters located at 11077 N. Torrey Pines Road, La Jolla, California 92037...Note Purchase Agreement • March 10th, 1997 • Lidak Pharmaceuticals • Pharmaceutical preparations • California
BETWEENLoan Agreement • December 3rd, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • December 3rd, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations
34,972,678 Shares Warrants to Purchase 12,240,437 Shares AVANIR PHARMACEUTICALS Common Stock PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 27th, 2008 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
Avanir Pharmaceuticals, a California corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to certain investors (each an “Investor” and, collectively, the “Investors”), (i) up to 34,972,678 shares (the “Shares”) of the Company’s Class A common stock, no par value per share (the “Common Stock”), and (ii) warrants to purchase up to 12,240,437 shares of Common Stock (the “Warrants” and together with the Shares, the “Securities”). The shares of Common Stock issuable upon exercise of the Warrants are hereinafter referred to as the “Warrant Shares”. The Company desires to engage Piper Jaffray & Co. as its exclusive placement agent (the “Placement Agent”) in connection with such issuance and sale. The Securities are more fully described in the Registration Statements (as hereinafter defined).
BY AND BETWEENResearch Collaboration and License Agreement • December 14th, 2005 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
Rights Agreement, dated as of March 5, 1999, between AVANIR Pharmaceuticals, a California corporation (the "Company"), and American Stock Transfer & Trust Company, a New York corporation, as Rights Agent (the "Rights Agent"). RECITALSRights Agreement • March 11th, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
OPTION EXERCISE AND STOCK PURCHASE AGREEMENT INSTRUCTIONSStock Option Agreement • June 10th, 2005 • Avanir Pharmaceuticals • Pharmaceutical preparations • California
RECITALSExclusive Patent License Agreement • May 13th, 2005 • Avanir Pharmaceuticals • Pharmaceutical preparations
AVANIR PHARMACEUTICALS, INC. 12,500,000 SHARES OF COMMON STOCK CONTROLLED EQUITY OFFERINGSM SALES AGREEMENTSales Agreement • July 30th, 2009 • Avanir Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
AVANIR PHARMACEUTICALS, INC., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:
AVANIR PHARMACEUTICALS DOCS® Financing Program 5,684,000 Shares of Class A Common Stock, no par value SALES AGREEMENT December 15, 2006Sales Agreement • June 4th, 2007 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
THIS SALES AGREEMENT (the “Agreement”) dated as of December 15, 2006 between Brinson Patrick Securities Corporation, having its principal office at 330 Madison Avenue, 9th Floor, New York, New York 10017 (the “Sales Manager”) and Avanir Pharmaceuticals, a corporation organized and existing under the laws of the State of California (the “Company”).
EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT, dated as of November 23, 1999 between the investor or investors signatory hereto (each a "Lender" and together the "Lenders"), and AVANIR Pharmaceuticals, a California...Registration Rights Agreement • December 3rd, 1999 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
EXHIBIT 99.2 SECURITY AGREEMENT THIS SECURITY AGREEMENT is made and entered into as of this 24th day of December, 2002 (this "Agreement"), between AVANIR PHARMACEUTICALS, a California corporation (the "Grantor"), with and in favor of DRUG ROYALTY USA,...Security Agreement • January 7th, 2003 • Avanir Pharmaceuticals • Pharmaceutical preparations • New York
AGREEMENT AND PLAN OF MERGER by and among OTSUKA PHARMACEUTICAL CO., LTD., BIGARADE CORPORATION and AVANIR PHARMACEUTICALS, INC. Dated as of December 1, 2014Merger Agreement • December 2nd, 2014 • Avanir Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
Company Share, net to the holder thereof, subject to reduction for any applicable withholding taxes payable in respect thereof, in cash (such amount, or any higher amount per Company Share that may be paid pursuant to the Offer, being hereinafter referred to as the “Offer Price”), all upon the terms and subject to the conditions set forth herein;
