ENDOLOGIX, INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Agent INDENTURE Dated as of February 24, 2020 5.0% Voluntary Convertible Senior Secured Notes due 2024Indenture • February 24th, 2020 • Endologix Inc /De/ • Surgical & medical instruments & apparatus • New York
INDENTURE dated as of February 24, 2020 between ENDOLOGIX, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) having its principal office at 11 Studebaker, Irvine, California 92618, and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity, the “Trustee,” as more fully set forth in Section 1.01) and as Collateral Agent (as defined herein).
EXCHANGE AGREEMENTExchange Agreement • February 24th, 2020 • Endologix Inc /De/ • Surgical & medical instruments & apparatus • New York
This Exchange Agreement (this “Agreement”) is made and entered into as of February __, 2020, by and among Endologix, Inc., a Delaware corporation (the “Company”), the noteholders listed on Schedule A (or their permitted assigns) hereto (collectively, the “Noteholders”). The Company and the Noteholders are collectively referred to herein as the “Parties” and individually as a “Party” as the context may require.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 24th, 2020 • Endologix Inc /De/ • Surgical & medical instruments & apparatus • New York
THIS CREDIT AGREEMENT (this “Agreement”), is entered into as of August 9, 2018, by and among the lenders identified on the signature pages hereof (each of such lenders, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”, as that term is hereinafter further defined), DEERFIELD ELGX REVOLVER, LLC, a Delaware limited liability company, as Agent for each member of the Lender Group, Endologix, Inc., a Delaware corporation (“Endologix”), each of its direct and indirect Subsidiaries set forth on the signature pages hereto and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”).
SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • February 24th, 2020 • Endologix Inc /De/ • Surgical & medical instruments & apparatus • New York
This SUBORDINATION AND INTERCREDITOR AGREEMENT (as amended, restated, supplemented or otherwise modified, this “Agreement”) dated as of February 24, 2020 by and among (i) Deerfield Private Design Fund IV, L.P., in its capacity as agent for the Facility Secured Parties (as defined below), including its successors and assigns in such capacity from time to time (“Facility Agent”), (ii) Deerfield ELGX Revolver, LLC, in its capacity as administrative agent for the ABL Secured Parties (as defined below), including its successors and assigns in such capacity from time to time and any “Third Party Agent” (as defined in the below-defined Facility Agreement) during any “Third Party Agent Retention Period” (as defined in the below-defined Facility Agreement) (“ABL Agent,” and together with the Facility Agent, the “First Lien Agents” and each, a “First Lien Agent”), (iii) Wilmington Trust, National Association, a national banking association, in its capacity as collateral agent for itself and the
FEBRUARY 2020 EXCHANGE AGREEMENT AND FOURTH AMENDMENT TO AMENDED AND RESTATED FACILITY AGREEMENT AND AMENDMENT TO FIRST OUT WATERFALL NOTES AND WARRANTSFacility Agreement • February 24th, 2020 • Endologix Inc /De/ • Surgical & medical instruments & apparatus • New York
This AMENDED AND RESTATED FACILITY AGREEMENT (this “Agreement”), dated as of August 9, 2018, by and among Endologix, Inc., a Delaware corporation (the “Borrower”), the other Loan Parties (as defined below) party hereto from time to time, the lenders party hereto from time to time (including the First Out Waterfall Lenders (as defined below) and the Last Out Waterfall Lenders (as defined below)), Deerfield Private Design Fund IV, L.P. (“Deerfield Facility Entity”), as agent for itself and the Lenders (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”).
JUNIOR LIEN SECURITY AGREEMENT dated as of February [ ], 2020 by and between Endologix, Inc., as Company and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent for itself and the other Secured PartiesJunior Lien Security Agreement • February 24th, 2020 • Endologix Inc /De/ • Surgical & medical instruments & apparatus • New York
This JUNIOR LIEN SECURITY AGREEMENT (this “Agreement”), dated as of February [ ], 2020, by and between Endologix, Inc., a Delaware corporation (the “Company”) and Wilmington Trust, National Association, as Collateral Agent (the “Agent”).
