FORM OF COMMON STOCK PURCHASE WARRANT KARYOPHARM THERAPEUTICS INC.Karyopharm Therapeutics Inc. • May 14th, 2024 • Pharmaceutical preparations • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [•] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [•], 2029, (the “Termination Date”) but not thereafter, to subscribe for and purchase from Karyopharm Therapeutics Inc., a Delaware corporation (the “Company”), up to [•] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF REGISTRATION RIGHTS AGREEMENT among THE INITIAL INVESTORS PARTY HERETO and KARYOPHARM THERAPEUTICS INC. Dated as of May 13, 2024Registration Rights Agreement • May 14th, 2024 • Karyopharm Therapeutics Inc. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 13, 2024, by and among KARYOPHARM THERAPEUTICS INC., a Delaware corporation, with its principal offices at 85 Wells Avenue, 2nd Floor, Newton, MA 02459 (the “Company”), and each initial investor identified in the signature pages hereto (each, an “Initial Investor”, and collectively, the “Initial Investors”).
SECOND OMNIBUS AMENDMENT TO TRANSACTION DOCUMENTSIntercreditor Agreement • May 14th, 2024 • Karyopharm Therapeutics Inc. • Pharmaceutical preparations • New York
This INTERCREDITOR AGREEMENT (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of May 8, 2024, is entered into by and among WILMINGTON SAVINGS FUND SOCIETY, FSB (“WSFS”), as collateral agent for the holders of the First Lien Obligations (as defined below) (in such capacity and together with its successors and assigns from time to time, the “First Lien Collateral Agent”), HCR KARYOPHARM SPV, LLC, as collateral agent for the holders of the Royalty Obligations (as defined below) (in such capacity and together with its successors and assigns from time to time, the “Royalty Collateral Agent”), and the Initial Second Lien Collateral Agent that becomes a party hereto pursuant to Section 8.20 and acknowledged and agreed to by KARYOPHARM THERAPEUTICS INC., a Delaware corporation (the “Company”) and the other Grantors (as defined below). Capitalized terms used in this Agreement have the meanings assigned to them in Sect
CREDIT AND GUARANTY AGREEMENT dated as of May 8, 2024 among KARYOPHARM THERAPEUTICS INC. as borrower, and CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, VARIOUS LENDERS, WILMINGTON SAVINGS FUND SOCIETY, FSB, as Administrative Agent and Collateral...Credit and Guaranty Agreement • May 14th, 2024 • Karyopharm Therapeutics Inc. • Pharmaceutical preparations • New York
This CREDIT AND GUARANTY AGREEMENT, dated as of May 8, 2024, is entered into by and among Karyopharm Therapeutics Inc., a Delaware corporation (“Company”), as borrower and certain of its Subsidiaries, as Guarantors, the Lenders party hereto from time to time, and Wilmington Savings Fund Society, FSB (“WSFS”), as administrative agent for the Lenders (in such capacity, “Administrative Agent”) and collateral agent for the Secured Parties (in such capacity, “Collateral Agent”).
KARYOPHARM THERAPEUTICS INC., as Issuer THE GUARANTORS PARTY HERETO, AND WILMINGTON SAVINGS FUND SOCIETY, FSB, as Trustee and Collateral Agent INDENTURE Dated as of May 13, 2024 6.00% Convertible Senior Notes due 2029Intercreditor Agreement • May 14th, 2024 • Karyopharm Therapeutics Inc. • Pharmaceutical preparations • New York
INDENTURE dated as of May 13, 2024 (this “Indenture”, as more fully set forth in Section 1.01) between KARYOPHARM THERAPEUTICS INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), the Guarantors party hereto (as defined herein) and WILMINGTON SAVINGS FUND SOCIETY, FSB, a federal savings bank, as trustee (the “Trustee,” as more fully set forth in Section 1.01) and collateral agent (the “Collateral Agent,” as more fully set forth in Section 1.01).
