Bridge Friends WarrantWarrant Agreement • May 20th, 2020 • FWHC Holdings, LLC • Surgical & medical instruments & apparatus • Nevada
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES.
FIRST AMENDMENT TO 12% SENIOR SECURED CONVERTIBLE NOTE12% Senior Secured Convertible Note • May 20th, 2020 • FWHC Holdings, LLC • Surgical & medical instruments & apparatus • New York
This FIRST AMENDMENT TO 12% SENIOR SECURED CONVERTIBLE NOTE DUE SEPTEMBER 30, 2020 (this “Amendment”) is entered into and made effective as of March 27, 2020 (the “Effective Date”), by and between H-CYTE, INC., a Nevada corporation (the “Company”) and FWHC Bridge, LLC, a Delaware limited liability company (the “Holder”). The Company and Holder are collectively referred to herein as the “Parties” and each, a “Party”.
AMENDED AND RESTATED JOINT FILING AGREEMENTJoint Filing Agreement • May 20th, 2020 • FWHC Holdings, LLC • Surgical & medical instruments & apparatus
This Amended and Restated Joint Filing Agreement amends and restates in its entirety the previous Joint Filing Agreement delivered by certain of the Reporting Persons on February 25, 2020. This Amended and Restated Joint Filing Agreement may be executed in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
Note Purchase Agreement H-CYTE, INC. SECURED CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT as of April 17, 2020Note Purchase Agreement • May 20th, 2020 • FWHC Holdings, LLC • Surgical & medical instruments & apparatus • Florida
This Secured Convertible Note and Warrant Purchase Agreement (this “Agreement”) is entered into as of April 17, 2020 (the “Effective Date”), by and among H-Cyte, Inc., a Nevada corporation (the “Company”), FWHC Bridge, LLC, a Delaware limited liability company (the “Lead Purchaser”) and any other Purchaser delivering a counterpart signature page to this Agreement.
ASSIGNMENT AGREEMENTAssignment Agreement • May 20th, 2020 • FWHC Holdings, LLC • Surgical & medical instruments & apparatus • Florida
This ASSIGNMENT AGREEMENT (this “Agreement”) is entered into as of March 27, 2020 (the “Effective Date”), by and among George Hawes, an individual (“Seller”), FWHC Bridge, LLC, a Delaware limited liability company (the “Buyer”) and H-Cyte, Inc., a Nevada corporation (the “Borrower”). The Seller, Buyer and Borrower are hereinafter referred to each as a “Party” and together, as the “Parties.” Capitalized terms used but not defined or otherwise referenced herein shall have the meanings ascribed to them in the Note (as defined below), as applicable.
Bridge Warrant #2Bridge Warrant • May 20th, 2020 • FWHC Holdings, LLC • Surgical & medical instruments & apparatus • Nevada
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES.
