AMENDED AND RESTATED GUARANTY AND SECURITY AGREEMENT among KEMPHARM, INC. and THE OTHER PARTIES HERETO, as Grantors and Guarantors, and DEERFIELD PRIVATE DESIGN FUND III, L.P., as Collateral Agent December 18, 2019Guaranty and Security Agreement • December 18th, 2019 • Kempharm, Inc • Pharmaceutical preparations • New York
THIS AMENDED AND RESTATED GUARANTY AND SECURITY AGREEMENT dated as of December 18, 2019 (this “Agreement”) is entered into among KEMPHARM, INC., a Delaware corporation (“KP”), and each other Person signatory hereto as a Grantor (together with KP, and any other Person that becomes a party hereto as provided herein, the “Grantors” and each, a “Grantor”), each other Person signatory hereto as a Guarantor and DEERFIELD PRIVATE DESIGN FUND III, L.P., as collateral agent (the “Collateral Agent”) for the ratable benefit of itself and each of the Lenders (as hereinafter defined).
DECEMBER 2019 EXCHANGE AGREEMENT AND AMENDMENT TO FACILITY AGREEMENT, SENIOR SECURED CONVERTIBLE NOTES AND WARRANTSExchange Agreement and Amendment to Facility Agreement • December 18th, 2019 • Kempharm, Inc • Pharmaceutical preparations • New York
This DECEMBER 2019 EXCHANGE AGREEMENT AND AMENDMENT TO FACILITY AGREEMENT, SENIOR SECURED CONVERTIBLE NOTES AND WARRANTS (including the schedules, annexes and exhibits hereto, this “Agreement”), dated as of December 17, 2019, is by and among KemPharm, Inc., a Delaware corporation (the “Borrower”), Deerfield Private Design Fund III, L.P. (“DPDF”), Deerfield Special Situations Fund, L.P. (“DSS” and, together with DPDF, the “Deerfield Lenders”), Delaware Street Capital Master Fund, L.P. (“DSCM” and, together with the Deerfield Lenders, the “Lenders”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to them in the Facility Agreement (as defined below).
AMENDMENT TO SEPTEMBER 2019 EXCHANGE AGREEMENT AND AMENDMENT TO FACILITY AGREEMENTAmendment to September 2019 Exchange Agreement and Amendment to Facility Agreement • December 18th, 2019 • Kempharm, Inc • Pharmaceutical preparations
This AMENDMENT TO SEPTEMBER 2019 EXCHANGE AGREEMENT AND AMENDMENT TO FACILITY AGREEMENT (including the schedules, annexes and exhibits hereto, this “Agreement”), dated as of December 17, 2019, is by and among KemPharm, Inc., a Delaware corporation (the “Borrower”), Deerfield Private Design Fund III, L.P. (“DPDF”) and Deerfield Special Situations Fund, L.P. (“DSS” and, together with DPDF, the “Lenders”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to them in the September 2019 Exchange Agreement (as defined below).
