TRISALUS LIFE SCIENCES, INC. Dealer Manager and Solicitation Agent AgreementDealer Manager and Solicitation Agent Agreement • May 24th, 2024 • TriSalus Life Sciences, Inc. • Surgical & medical instruments & apparatus • New York
Concurrently with making the offer to exchange described in the preceding paragraph, the Company plans to solicit consents (the “Consents”) from the holders of Warrants (as described in the Offering Documents, the “Consent Solicitation”) to make certain amendments to the terms of the Warrants. Subject to the terms and conditions set forth in the Offering Documents, if Consents are received from the holders of a majority of each of the number of the outstanding Public Warrants, Private Warrants or Working Capital Warrants (which is the minimum number required to amend that certain Warrant Agreement, dated as of December 27, 2020, by and between MedTech Acquisition Corporation (“MedTech”) and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agreement”) with respect to each such class of Warrants (such threshold, the “Consent Threshold”)), the proposed amendment to the Warrant Agreement set forth in the Offering Documents shall be adopted with respect to each of
FORM OF TENDER AND SUPPORT AGREEMENTTender and Support Agreement • May 24th, 2024 • TriSalus Life Sciences, Inc. • Surgical & medical instruments & apparatus • New York
TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of [·], 2024, by and among TriSalus Life Sciences, Inc., a Delaware corporation (the “Company”), and each of the persons listed on Schedule A hereto (collectively, the “Warrant Holders,” and each a “Warrant Holder”).
