REGISTRATION RIGHTS AGREEMENT Dated as of December 11, 2012 By and Among ALERE INC., the GUARANTORS named herein and JEFFERIES & COMPANY, INC., GOLDMAN, SACHS & CO. and CREDIT SUISSE SECURITIES (USA) LLC, as Representatives of the several Initial...Registration Rights Agreement • December 14th, 2012 • Alere Inc. • In vitro & in vivo diagnostic substances • New York
This Registration Rights Agreement (this “AGREEMENT”) is dated as of December 11, 2012, by and among ALERE INC. (formerly, Inverness Medical Innovations, Inc.), a Delaware corporation (the “COMPANY”), and each of the Guarantors (as defined herein) (the Company and the Guarantors are referred to collectively herein as the “ISSUERS”), on the one hand, and JEFFERIES & COMPANY, INC., GOLDMAN, SACHS & CO. and CREDIT SUISSE SECURITIES (USA) LLC (collectively, the “REPRESENTATIVES”), as representatives of the several Initial Purchasers named on Schedule A of the Purchase Agreement (the “PURCHASE AGREEMENT”), dated as of November 28, 2012, by and among the Issuers and such Initial Purchasers (the “INITIAL PURCHASERS”), on the other hand.
ALERE INC., as Issuer, the GUARANTORS named herein, as Guarantors, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FIFTEENTH SUPPLEMENTAL INDENTURE Dated as of December 11, 2012 7.250% Senior Notes due 2018Fifteenth Supplemental Indenture • December 14th, 2012 • Alere Inc. • In vitro & in vivo diagnostic substances • New York
FIFTEENTH SUPPLEMENTAL INDENTURE, dated as of December 11, 2012 (this “Supplemental Indenture”), among Alere Inc., a Delaware corporation, as Issuer (the “Issuer”), each of the Guarantors named herein, as Guarantors, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee (the “Trustee”).
FOURTEENTH SUPPLEMENTAL INDENTURESupplemental Indenture • December 14th, 2012 • Alere Inc. • In vitro & in vivo diagnostic substances • New York
WHEREAS the Issuer has heretofore executed and delivered to the Trustee an Indenture dated as of August 11, 2009, as amended, supplemented and modified by a First Supplemental Indenture dated as of August 11, 2009, a Second Supplemental Indenture dated as of September 22, 2009, a Fourth Supplemental Indenture dated as of November 25, 2009, a Sixth Supplemental Indenture dated as of February 1, 2010, an Eighth Supplemental Indenture dated as of March 1, 2010, a Tenth Supplemental Indenture dated as of March 19, 2010, a Twelfth Supplemental Indenture dated as of June 16, 2011 and a Thirteenth Supplemental Indenture dated as of June 16, 2011 (as so amended, supplemented and modified, and as further amended, supplemented or modified to date, the “Indenture”), by and among the Issuer, the Guarantors and the Trustee, providing for the issuance of 7.875% Senior Notes due 2016 (the “Notes”);
