SERVICES AGREEMENT dated as of July 27, 2018 between NALPROPION PHARMACEUTICALS, INC. and PERNIX THERAPEUTICS, LLCServices Agreement • November 13th, 2018 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations • Delaware
SERVICES AGREEMENT (this “Agreement”) dated as of July 27, 2018 between Nalpropion Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Pernix Therapeutics, LLC, a Louisiana limited liability company (“Pernix”). The Company and Pernix are sometimes individually referred to herein as a “Party” and are sometimes collectively referred to herein as the “Parties.”
AMENDMENT NO. 2 (TERM LOAN CREDIT AGREEMENT)Term Loan Credit Agreement • November 13th, 2018 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations
AMENDMENT NO. 2 dated as of August 1, 2018 (this “Amendment”) to the Credit Agreement dated as of July 21, 2017 (the “Credit Agreement”) among PERNIX IRELAND PAIN DESIGNATED ACTIVITY COMPANY (f/k/a Pernix Ireland Pain Limited), a designated activity company organized under the laws of the Republic of Ireland (the “Borrower”), the lenders party thereto and Cantor Fitzgerald Securities, as administrative agent for the lenders (the “Agent”).
AMENDMENT NO. 3 (ABL CREDIT AGREEMENT)Credit Agreement • November 13th, 2018 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations
AMENDMENT NO. 3 dated as of August 1, 2018 (this “Amendment”) to the Credit Agreement dated as of July 21, 2017 (as amended, restated, amended and restated or otherwise modified prior to the date hereof, the “Credit Agreement”) by and among Pernix Therapeutics Holdings, Inc., a Maryland corporation (“Parent”), Pernix Therapeutics, LLC, a Louisiana limited liability company (“Therapeutics”), PERNIX SLEEP, INC., a Delaware corporation (“Sleep”), Cypress Pharmaceuticals, Inc., a Mississippi corporation (“Cypress”), GAINE, INC., a Delaware corporation (“Gaine”), Respicopea Inc., a Delaware corporation (“Respicopea”), Macoven Pharmaceuticals, L.L.C., a Louisiana limited liability company (“Macoven”) and Hawthorn Pharmaceuticals, Inc., a Mississippi corporation (“Hawthorn”, and together with Parent, Therapeutics, Sleep, Cypress, Gaine, Respicopea and Macoven, collectively, jointly and severally, the “Borrowers”, and individually, each a “Borrower”), each other Loan Party, the lenders party t
PERNIX IRELAND PAIN DESIGNATED ACTIVITY COMPANY, as Issuer, the GUARANTORS party hereto AND WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of July 27, 2018First Supplemental Indenture • November 13th, 2018 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of July 27, 2018, among Pernix Ireland Pain Designated Activity Company (f/k/a Pernix Ireland Pain Limited), a designated activity company organized under the laws of the Republic of Ireland (the “Issuer”), the guarantors party to the Indenture (as defined below) (the “Guarantors”) and Wilmington Trust, National Association, as trustee (the “Trustee”).
STOCKHOLDERS AGREEMENT among NALPROPION PHARMACEUTICALS, INC. and the Stockholders named hereinStockholders Agreement • November 13th, 2018 • Pernix Therapeutics Holdings, Inc. • Pharmaceutical preparations • Delaware
This Stockholders Agreement (as amended, modified, supplemented or restated from time to time, this “Agreement”), dated as of July 27, 2018, is entered into by and among Nalpropion Pharmaceuticals, Inc., a Delaware corporation (the “Company”), 1992 MSF International Ltd., 1992 Tactical Credit Master Fund, L.P., 1992 Master Fund Co-Invest SPC3 (collectively with 1992 MSF International Ltd. and 1992 Tactical Credit Master Fund, L.P., and each of their respective Permitted Transferees, the “1992 Funds”), Whitebox Caja Blanca Fund, LP, Whitebox Multi-Strategy Partners, L.P., Whitebox Asymmetric Partners, L.P. (collectively with Whitebox Caja Blanca Fund, LP and Whitebox Multi-Strategy Partners, L.P., and each of their respective Permitted Transferees, the “Whitebox Funds”), Pernix Ireland Pain Designated Activity Company (together with its Permitted Transferees, “Pernix”) and each other Person who after the date hereof acquires securities of the Company and agrees to become a party to, and
