SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • January 31st, 2023 • Acer Therapeutics Inc. • Pharmaceutical preparations
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of January 30, 2023, is entered into by and among ACER THERAPEUTICS INC., a Delaware corporation (“Borrower”), each of the undersigned financial institutions (individually each a “Lender” and collectively “Lenders”) and SWK FUNDING LLC, a Delaware limited liability company, in its capacity as administrative agent for the other Lenders (in such capacity, “Agent”).
WARRANT TO PURCHASE STOCKAcer Therapeutics Inc. • January 31st, 2023 • Pharmaceutical preparations • Delaware
THIS WARRANT CERTIFIES THAT, for good and valuable consideration, SWK Funding LLC, a Delaware limited liability company, or its assignees (“Holder”), is entitled to purchase the number of fully paid and non-assessable shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), set forth above (the “Shares”), at the Warrant Price per Share set forth above, as the same may be adjusted from time to time pursuant to Article 2 of this Warrant (the “Warrant Price”), subject to the provisions and upon the terms and conditions set forth in this Warrant. This Warrant is in addition to that certain Warrant for 150,000 shares of Common Stock issued to Holder on March 4, 2022, and that certain Warrant for 100,000 shares of Common Stock issued to Holder on August 19, 2022. This Warrant is issued in connection with the Second Amendment to that certain Credit Agreement, dated as of March 4, 2022, by and among the Company, SWK, as Agent, Sole Lead Arranger and Sole Bookrunner,
ContractAgreement • January 31st, 2023 • Acer Therapeutics Inc. • Pharmaceutical preparations • New York
WHEREAS, Acer Therapeutics Inc., a Delaware corporation (the “Company”), entered into that certain Secured Convertible Note Purchase and Security Agreement (the “NPA”), dated as of March 4, 2022, by and among the Company, MAM Aardvark, LLC (“MAM”), as agent (the “Agent”) and the purchasers listed on Exhibit A thereto (the “Purchasers”), in which the Company authorized the sale and issuance of up to $6,000,000 in principal or secured convertible notes;
ContractCredit Agreement • January 31st, 2023 • Acer Therapeutics Inc. • Pharmaceutical preparations
TERMINATION AGREEMENT, dated as of January 30, 2023 (this “Agreement”), relating to the CREDIT AGREEMENT, dated as of March 4, 2022, as amended by the Extension Agreement dated as of December 30, 2022 (as so amended, the “Credit Agreement”), among ACER THERAPEUTICS INC., a Delaware corporation (the “Borrower”), the LENDERS party thereto (the “Lenders”) and MAM AARDVARK, LLC, not individually, but solely in its capacity as administrative and collateral agent for the Lenders (the “Administrative Agent” and, together with the Borrower and the Lenders, the “Parties”).
