SECURITY AGREEMENTSecurity Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations
This SECURITY AGREEMENT, dated as of November 25, 2024 (this “Agreement”), is among SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), Scienture, LLC, a Delaware limited liability company (“Scienture” and a “Guarantor”), such other Subsidiaries of the Company as may become party hereto in accordance with Section 4(ii) hereof (each, a “Guarantor”, and together with the Company and Scienture, the “Debtors”) and the holders of the Company’s 10% original issue discount secured convertible debentures (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • Florida
This letter (this “Agreement”) constitutes the agreement between Scienture Holdings, Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson”) pursuant to which Dawson shall serve as the exclusive placement agent (the “Placement Agent”) (the “Services”), for the Company, on a reasonable “best efforts” basis, in connection with the proposed private offer and placement by the Company of its Securities (as defined Section 3 of this Agreement) in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “Commission”) under the Securities Act (the “Offering”). The Company and Dawson hereby mutually agree to the terms of the Offering and the Securities, and nothing in this Agreement may be construed to suggest that Dawson would have the power or a
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 22, 2024, between SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature page hereto (each, a “Purchaser” and together, the “Purchasers”). Each of the Company and each Purchaser shall individually be referred to herein as a “Party” and, collectively, as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 25, 2024, by and between SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”), and those certain purchasers identified on the signature page hereto (together with it permitted assigns, the “Investors”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Securities Purchase Agreement by and between the Company and the Investors, dated as of the date hereof (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
10% ORIGINAL ISSUE DISCOUNT SECURED CONVERTIBLE DEBENTURE DUE ____________Convertible Security Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
THIS 10% ORIGINAL ISSUE DISCOUNT SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 10% Original Issue Discount Secured Convertible Debentures of SCIENTURE HOLDINGS, INC., a Delaware corporation (together with its successors and assigns, the “Company”), whose registered office is at 6308 Benjamin Road, Suite 708, Tampa, FL 33634, designated as its 10% Original Issue Discount Secured Convertible Debenture due ________________ (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
FIRST AMENDMENT OF LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations
THIS FIRST AMENDMENT OF LOAN AND SECURITY AGREEMENT (“Amendment”) is made as of the 22nd day of November, 2024 between NVK FINANCE, LLC, a Nebraska limited liability company (“Lender”), SCIENTURE, LLC (“Borrower”), a Delaware limited liability company and successor by merger of Scienture, Inc., Scienture Holdings, Inc., the sole member of Borrower (“Holdings”), Srivatsav, LLC and Shankar Hariharan. This Amendment amends that certain Loan and Security Agreement dated September 8, 2023 between Lender and Borrower (as amended, the “Loan Agreement”).
GUARANTEEGuarantee • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
GUARANTEE (the “Guarantee”), dated as of November 25, 2024, by the Guarantors (as defined below) in favor of the Purchasers (as defined below).
PURCHASE AGREEMENTPurchase Agreement • November 26th, 2024 • Scienture Holdings, Inc. • Pharmaceutical preparations • New York
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of November 25, 2024, is made by and between ARENA BUSINESS SOLUTIONS GLOBAL SPC II, LTD (the “Investor”), and SCIENTURE HOLDINGS, INC., a Delaware corporation (the “Company”).
