SERIES A/B] COMMON STOCK PURCHASE WARRANTViveve Medical, Inc. • November 21st, 2019 • Electromedical & electrotherapeutic apparatus • New York
THIS [SERIES A/B] COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, CEDE & CO. 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 [_____]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Viveve Medical, 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). This Warrant is being issued pursuant to that certain Underwriting Agreement dated _____________, 2019 between the Company and Ladenburg & Thalmann & Co. Inc. as representative of the underwriters thereunder (the “Underwriting Agreement”) and
VIVEVE MEDICAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 21st, 2019 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, Viveve Medical, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Viveve Medical, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
WARRANT AGREEMENTWarrant Agreement • November 21st, 2019 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Warrant Agreement made as of [___________], 2019, is between Viveve Medical, Inc., a Delaware corporation, with offices at 345 Inverness Drive South, Building B, Suite 250, Englewood, CO 80112 (the “Company”), and VStock Transfer, LLC, with offices at 18 Lafayette Place, Woodmere, New York (the “Warrant Agent”).
VIVEVE MEDICAL, INC. AMENDMENT NO. 1 TO Series B Preferred Stock and Warrant Purchase AgreementWarrant Purchase Agreement • November 21st, 2019 • Viveve Medical, Inc. • Electromedical & electrotherapeutic apparatus • New York
This AMENDMENT NO. 1 (this “Amendment”) to that certain Series B Preferred Stock and Warrant Purchase Agreement dated November 12, 2019 (the “Agreement”) is entered into as of November 20, 2019, by and among by and among CRG Partners III L.P., CRG Partners III - Parallel Fund “A” L.P., CRG Partners III - Parallel Fund “B” (Cayman) L.P., and CRG Partners II (Cayman) Lev AIV I L.P. (together, “CRG” or the “Purchasers”, with each of the purchasing entities, a “Purchaser”) and Viveve Medical, Inc., a Delaware corporation (the “Company”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Agreement.
