REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 9th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 5, 2018, by and among Melinta Therapeutics, Inc., a Delaware corporation (the “Company”), and Deerfield Private Design Fund IV, L.P., Deerfield Private Design Fund III, L.P. and Deerfield Special Situations Fund, L.P. (each individually, a “Lender” and together, the “Lenders”).
ContractWarrant Agreement • January 9th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW. THE SECURITIES MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, INCLUDING PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OR PURSUANT TO A PRIVATE SALE EFFECTED UNDER SECTION 4(a)(7) OF THE SECURITIES ACT OR APPLICABLE FORMAL OR INFORMAL SEC INTERPRETATION OR GUIDANCE, SUCH AS A SO-CALLED “4[a](1) AND A HALF SALE.” NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.
ROYALTY AGREEMENTRoyalty Agreement • January 9th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • New York
This ROYALTY AGREEMENT (this “Agreement”), dated January 5, 2018, is made by and between Deerfield Private Design Fund IV, L.P. (“DPDF IV”), Deerfield Private Design Fund III, L.P. (“DPDF III”), Deerfield Special Situations Fund, L.P. (“DSS” and, collectively with DPDF IV and DPDF III, the “Initial Royalty Holders” and, together with any transferees or assignees thereof, the “Royalty Holders” and each, a “Royalty Holder”) and Melinta Therapeutics, Inc., a Delaware corporation (the “Borrower” and, together with the Royalty Holders, collectively, the “Parties” and each, a “Party”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 9th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • Delaware
This REGISTRATION RIGHTS AGREEMENT, dated as of January 5, 2018 (this “Agreement”), is made between Melinta Therapeutics, Inc., a Delaware corporation (the “Company”) and The Medicines Company, a Delaware Corporation (the “Shareholder”).
FACILITY AGREEMENT dated as of January 5, 2018 by and among Melinta Therapeutics, Inc., as the Borrower, the other Loan Parties party hereto from time to time, the Lenders and Cortland Capital Market Services LLC, as Agent for itself and the LendersFacility Agreement • January 9th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • New York
FACILITY AGREEMENT (this “Agreement”), dated as of January 5, 2018, by and among Melinta Therapeutics, Inc., a Delaware corporation (the “Borrower”), the other Loan Parties (as defined below) party hereto from time to time, the lenders set forth on the signature page of this Agreement (together with their successors and permitted assigns, the “Lenders”), Cortland Capital Market Services LLC, a Delaware limited liability company (“Cortland”), as agent for the Secured Parties (in such capacity, together with its successors and assigns in such capacity, “Agent,” and, together with the Lenders, the Borrower and the other Loan Parties party hereto, the “Parties”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 9th, 2018 • Melinta Therapeutics, Inc. /New/ • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 5, 2018, is by and among Melinta Therapeutics, Inc., a Delaware corporation (the “Company”), and the investors listed on Schedule I hereto (individually, a “Buyer” and, collectively, the “Buyers”). The Company and the Buyers shall be collectively referred to herein as the “Parties” and each, a “Party”). Capitalized terms used in this Agreement (including any provision incorporated by reference in this Agreement), but not otherwise defined herein, shall have the meanings ascribed to them in the Facility Agreement (as defined below).
