SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 13th, 2021 • Recro Pharma, Inc. • Pharmaceutical preparations • New York
THIS SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”), dated as of August 13, 2021 (the “Sixth Amendment Effective Date”), is entered into among RECRO PHARMA, INC., a Pennsylvania corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and ATHYRIUM OPPORTUNITIES III ACQUISITION LP, as Administrative Agent (the “Administrative Agent”). All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).
SELLER NOTESeller Note • August 13th, 2021 • Recro Pharma, Inc. • Pharmaceutical preparations • Delaware
THIS NOTE AND THE INDEBTEDNESS EVIDENCED BY THIS NOTE, AND ALL RIGHTS OF THE HOLDER HEREOF WITH RESPECT THERETO, ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT, DATED AS OF EVEN DATE HEREWITH (THE “SUBORDINATION AGREEMENT”), BY AND AMONG (I) RECRO PHARMA, INC. (“BORROWER”), (II) IRISYS, INC. (“SELLER”) AND (III) ATHYRIUM OPPORTUNITIES III ACQUISITION LP, AS ADMINISTRATIVE AGENT UNDER THE SENIOR CREDIT AGREEMENT (AS DEFINED BELOW) (THE “ADMINISTRATIVE AGENT”), TO THE INDEBTEDNESS (INCLUDING INTEREST) OWED BY THE BORROWER AND THE OTHER LOAN PARTIES (AS DEFINED IN THE SENIOR CREDIT AGREEMENT) TO THE ADMINISTRATIVE AGENT AND THE LENDERS (AS DEFINED IN THE SENIOR CREDIT AGREEMENT) PURSUANT TO THAT CERTAIN CREDIT AGREEMENT DATED AS OF NOVEMBER 17, 2017 (AS AMENDED, RESTATED, AMENDED AND RESTATED, SUPPLEMENTED, REFINANCED, RENEWED, REPLACED, IN WHOLE OR PART, OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “SENIOR CREDIT AGREEMENT”) AMONG THE BO
UNIT PURCHASE AGREEMENT by and among RECRO PHARMA, INC., IRISYS, LLC, THE SELLERS (AS DEFINED THEREIN) and IRISYS, INC., AS THE SELLERS’ REPRESENTATIVE Dated as of August 13, 2021Unit Purchase Agreement • August 13th, 2021 • Recro Pharma, Inc. • Pharmaceutical preparations • Delaware
This UNIT PURCHASE AGREEMENT (the “Agreement”) is made as of August 13, 2021, by and among (i) Recro Pharma, Inc., a Pennsylvania corporation (the “Purchaser”), (ii) IriSys, LLC, a California limited liability company (the “Company”), (iii) IriSys, Inc., a California corporation (“IriSys”), Continent Pharmaceuticals U.S., Inc., a Delaware corporation, and EPS Americas Corp., a Delaware corporation (each, a “Seller” and collectively, the “Sellers”), and (iv) IriSys, in its capacity as the representative of the Sellers (the “Sellers’ Representative”). The Purchaser, the Company, the Sellers and the Sellers’ Representative are sometimes referred to individually as a “Party” and collectively as the “Parties.” Certain capitalized terms that are used herein are defined in Article I herein.
