REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 12th, 2022 • Gamida Cell Ltd. • Biological products, (no disgnostic substances) • New York
This Agreement is being entered into concurrently with the Loan and Security Agreement, dated as of December 12, 2022, by and among the Company, the Issuer, and the Buyers (as amended from time to time, the “Loan Agreement”) in respect of the Issuer’s 7.500% Senior Secured Notes due 2024, issued pursuant to the terms of the Loan Agreement.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 12th, 2022 • Gamida Cell Ltd. • Biological products, (no disgnostic substances) • New York
THIS LOAN AND SECURITY AGREEMENT (as the same may be amended, restated, modified, or supplemented from time to time, this “Agreement”) dated as of December 12, 2022 (the “Effective Date”) among Wilmington Savings Fund Society, FSB, as administrative agent (in such capacity, together with its successors and assigns in such capacity, “Administrative Agent”) and collateral agent (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”), Highbridge Tactical Credit Master Fund, L.P. (“Highbridge”) and the other lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time (each a “Lender” and collectively, the “Lenders”), Gamida Cell Inc., a Delaware corporation (“Borrower”), and Gamida Cell Ltd., a company organized under the laws of the State of Israel (“Holdings”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as follows:
