COLLEGIUM PHARMACEUTICAL, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of February 13, 2020Indenture • February 13th, 2020 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • New York
2.625% Convertible Senior Notes due 2026 Collegium Pharmaceutical, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • February 13th, 2020 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • New York
Change If a make-whole fundamental change occurs and the conversion date for the conversion of a Note occurs during the related make-whole fundamental change conversion period, then, subject to the provisions described in the Preliminary Prospectus Supplement under the caption “Description of Notes—Conversion Rights—Increase in Conversion Rate in Connection with a Make-Whole Fundamental Change,” the conversion rate applicable to such conversion will be increased by a number of shares set forth in the table below corresponding (after interpolation, as described below) to the make-whole fundamental change effective date and the stock price of such make-whole fundamental change:
COLLEGIUM PHARMACEUTICAL, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of February 13, 2020 2.625% Convertible Senior Notes due 2026 CROSS REFERENCE TABLE*First Supplemental Indenture • February 13th, 2020 • Collegium Pharmaceutical, Inc • Pharmaceutical preparations • New York
This Supplemental Indenture (as defined below) is being executed and delivered pursuant to Sections 2.1 and 2.2 of the Base Indenture to establish the terms, and provide for the issuance, of a new series of Securities (as defined in the Base Indenture) constituting the Company’s 2.625% Convertible Senior Notes due 2026 (the “Notes”).
