SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT
Exhibit 99.1
SECOND AMENDMENT TO JOINT FILING AND SOLICITATION AGREEMENT
This Second Amendment (this “Second Amendment”) is made and entered into as of May 24, 2022 to that certain Joint Filing and Solicitation Agreement, dated March 11, 2022, as amended on April 18, 2022 (the “Agreement”), by and among Velan Capital Partners LP, Velan Capital Holdings LLC, Velan Capital Investment Management LP, Velan Capital Management LLC, Xxxx Xxxxxx, Xxxxxx Xxxxxxxxxxxx, Repertoire Master Fund LP, Repertoire Holdings LLC, Repertoire Partners LP, Repertoire Partners GP LLC, Xxxxxx Xxxxxxxxx, Xxxx X. Xxxx, R. Xxxx Xxxxxxxx, Xxxxxxx X. Xxxxxxx and Xxx XxxXxxxxxx.
WHEREAS, in connection with Velan Capital Partners LP’s withdrawal of Xx. Xxxxxxxx as a nominee for election as a director at the Issuer’s 2022 annual meeting of stockholders, the parties desire to remove Xx. Xxxxxxxx as a party to the Agreement.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the parties herein contained, the parties hereby agree as follows:
1. Effective immediately, Xx. Xxxxxxxx is removed as a party to the Agreement.
2. This Second Amendment may be executed in one or more facsimile, portable document format (pdf) or original counterparts, all of which shall be deemed to be originals and all of which together shall constitute one and the same agreement.
[Signature page follows]
IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be executed as of the day and year first above written.
Velan Capital Partners LP | |||
By: | Velan Capital Holdings LLC General Partner | ||
By: |
/s/ Xxxx Xxxxxx | ||
Name: | Xxxx Xxxxxx | ||
Title: | Managing Member |
Velan Capital Holdings LLC | |||
By: |
/s/ Xxxx Xxxxxx | ||
Name: | Xxxx Xxxxxx | ||
Title: | Managing Member |
Velan Capital Investment Management LP | |||
By: | Velan Capital Management LLC General Partner | ||
By: |
/s/ Xxxx Xxxxxx | ||
Name: | Xxxx Xxxxxx | ||
Title: | Managing Member |
Velan Capital Management LLC | |||
By: |
/s/ Xxxx Xxxxxx | ||
Name: | Xxxx Xxxxxx | ||
Title: | Managing Member |
/s/ Xxxx Xxxxxx | |
Xxxx Xxxxxx Individually and as attorney-in-fact for Xxxx X. Xxxx, R. Xxxx Xxxxxxxx, Xxxxxxx X. Xxxxxxx and Xxx XxxXxxxxxx |
/s/ Xxxxxx Xxxxxxxxxxxx | |
Xxxxxx Xxxxxxxxxxxx |
Repertoire Master Fund LP | |||
By: | Repertoire Holdings LLC General Partner | ||
By: |
/s/ Xxxxxx Xxxxxxxxx | ||
Name: | Xxxxxx Xxxxxxxxx | ||
Title: | Managing Member |
Repertoire Holdings LLC | |||
By: |
/s/ Xxxxxx Xxxxxxxxx | ||
Name: | Xxxxxx Xxxxxxxxx | ||
Title: | Managing Member |
Repertoire Partners LP | |||
By: | Repertoire Partners GP LLC General Partner | ||
By: |
/s/ Xxxxxx Xxxxxxxxx | ||
Name: | Xxxxxx Xxxxxxxxx | ||
Title: | Managing Member |
Repertoire Partners GP LLC | |||
By: |
/s/ Xxxxxx Xxxxxxxxx | ||
Name: | Xxxxxx Xxxxxxxxx | ||
Title: | Managing Member |
/s/ Xxxxxx Xxxxxxxxx | |
Xxxxxx Xxxxxxxxx |