At-the-Market Equity Offering Sales Agreement Sample Contracts

CLEARPOINT NEURO, INC. Common Stock ($0.01 par value per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • November 7th, 2024 • ClearPoint Neuro, Inc. • Surgical & medical instruments & apparatus • New York

ClearPoint Neuro, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus”), as sales agent and/or principal (“Agent”), shares (the “Shares”) of the Company’s common stock, $0.01 par value per share (the “Common Stock”), having an aggregate offering price of up to $50,000,000 on the terms set forth in Section 2 of this At-The-Market Equity Offering Sales Agreement (the “Agreement”). The Company agrees that whenever it determines to sell Shares directly to the Agent as principal, it will enter into a separate agreement with the Agent (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement.

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SL GREEN REALTY CORP. Common Stock ($0.01 par value) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • March 20th, 2015 • Sl Green Realty Corp • Real estate investment trusts • New York

SL Green Realty Corp., a Maryland corporation (the “Company”), which qualifies for federal income tax purposes as a real estate investment trust pursuant to Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, including the regulations and published interpretations thereunder (the “Code”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through [ ], as sales agent and/or principal (the “Agent”), shares (the “Shares”) of the Company’s common stock, $0.01 par value (the “Common Stock”), having an aggregate gross sales price of up to $300,000,000 on the terms set forth in Section 2 of this At-the-Market Equity Offering Sales Agreement (the “Agreement”). The Company agrees that whenever it determines to sell Shares directly to the Agent as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex 1 hereto, relating to such sale in accordance with Section 3 of

GLADSTONE COMMERCIAL CORPORATION Common Stock ($0.001 par value per share) AT- THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • March 3rd, 2023 • Gladstone Commercial Corp • Lessors of real property, nec • New York
XENON PHARMACEUTICALS INC. Common Shares AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • August 6th, 2020 • Xenon Pharmaceuticals Inc. • Pharmaceutical preparations • New York
HCP, Inc. Common Stock ($1.00 par value) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • May 31st, 2018 • Hcp, Inc. • Real estate investment trusts • New York

HCP, Inc., a Maryland corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through J.P. Morgan Securities LLC, BNY Mellon Capital Markets, LLC, Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated , RBC Capital Markets, LLC and UBS Securities LLC, as sales agent and/or principal (each, an “Agent”, and collectively, the “Agents”), shares of the Company’s common stock, $1.00 par value (the “Common Stock”), having an aggregate gross sales price of up to $750,000,000 (the “Shares”) on the terms set forth in this At-the-Market Equity Offering Sales Agreement (the “Agreement”). The Company agrees that whenever it determines to sell Shares directly to one or more Agents as principal, it will enter into a separate agreement (a “Terms Agreement”) in substantially the form of Annex 1 hereto,

LIGHTBRIDGE CORPORATION Common Stock (par value $0.001 per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • May 28th, 2019 • LIGHTBRIDGE Corp • Services-management consulting services • New York

Lightbridge Corporation, a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”), with Stifel, Nicolaus & Company, Incorporated (the “Agent”), as follows:

INOVIO PHARMACEUTICALS, INC. AMENDMENT NO. 2 TO THE AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • March 9th, 2020 • Inovio Pharmaceuticals, Inc. • Surgical & medical instruments & apparatus • New York

Reference is made to the At-The-Market Equity Offering Sales Agreement, dated as of May 25, 2018 (the “Original Sales Agreement”) between Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus”) and Inovio Pharmaceuticals, Inc., a Delaware corporation (the “Company”), as amended by Amendment No. 1 to the Original Sales Agreement, dated as of February 7, 2020 (the “First Amendment” and, together with the Original Sales Agreement, the “Sales Agreement”), pursuant to which the Company agreed to sell through Stifel Nicolaus, acting as sales agent and/or principal, shares of the Company’s common stock, $0.001 par value per share. All capitalized terms used in this Amendment No. 2 to the At-The-Market Equity Offering Sales Agreement between Stifel Nicolaus and the Company (this “Amendment”) and not otherwise defined herein shall have the respective meanings assigned to such terms in the Sales Agreement. Stifel Nicolaus and the Company agree as follows:

FIFTH STREET FINANCE CORP. Common Stock ($0.01 par value per share) AT-THE- MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • August 25th, 2014 • Fifth Street Finance Corp. • New York
Up to $250,000,000
At-the-Market Equity Offering Sales Agreement • March 3rd, 2023 • New York

On March 3, 2023, we entered into anAt-the-Market Equity Offering Sales Agreement (the “Sales Agreement”), with Robert W. Baird & Co. Incorporated, Goldman Sachs & Co. LLC, BofA Securities Inc., KeyBanc Capital Markets Inc. and Fifth Third Securities, Inc., as our sales agents (each a “Sales Agent” and collectively, the “Sales Agents”), to offer and sell shares of our common stock, par value $0.001 per share, from time to time through the Sales Agents. Pursuant to this prospectus supplement and the accompanying prospectus, we may offer and sell up to $250,000,000 of shares of our common stock.

Omega Healthcare Investors, Inc. Common Stock ($0.10 par value) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • May 20th, 2021 • Omega Healthcare Investors Inc • Real estate investment trusts • New York
AMENDMENT NO. 1 TO THE AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • March 1st, 2022 • Xenon Pharmaceuticals Inc. • Pharmaceutical preparations

This Amendment No. 1 to the At-The-Market Equity Offering Sales Agreement (this “Amendment”) is entered into as of the date first written above by Xenon Pharmaceuticals Inc., a corporation continued under the federal laws of Canada (the “Company”), Jefferies LLC and Stifel, Nicolaus & Company, Incorporated (the “Agents”), which are parties to that certain At-The-Market Equity Offering Sales Agreement, dated August 6, 2020 (the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:

Up to $50,000,000
At-the-Market Equity Offering Sales Agreement • August 26th, 2019 • New York

On November 7, 2012, we entered into an At-the-Market Equity Offering Sales Agreement, or Sales Agreement, with Stifel, Nicolaus & Company, Incorporated, or Stifel Nicolaus Weisel, relating to the shares of our common stock, par value $0.01 per share, being offered by this prospectus supplement and the accompanying prospectus. In accordance with the terms of the Sales Agreement, we may offer and sell through Stifel Nicolaus Weisel as our sales agent shares of our common stock from time to time having aggregate sales proceeds of up to $50,000,000.

June 19, 2014 SL Green Realty Corp.
At-the-Market Equity Offering Sales Agreement • June 19th, 2014 • Sl Green Realty Corp • Real estate investment trusts
SAFE BULKERS, INC. Common Stock ($0.001 par value per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • August 10th, 2020 • Safe Bulkers, Inc. • Deep sea foreign transportation of freight • New York

Safe Bulkers, Inc., a Marshall Islands corporation (the “Company“), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through DNB Markets, Inc. (the “Agent“), the Company’s shares of common stock, $0.001 par value per share (the “Shares”), having an aggregate offering price of up to $23,500,000 (any such Shares, the “Placement Shares”) on the terms set forth in Section 2 of this Sales Agreement (the “Agreement”). The Company agrees that whenever it determines to sell Placement Shares directly to the Agent as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement.

AMENDMENT NO. 1 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • May 10th, 2022 • PHX Minerals Inc. • Crude petroleum & natural gas • New York

This Amendment No. 1 (this “Amendment”) to At-The-Market Equity Offering Sales Agreement, dated August 25, 2021 (the “Original Agreement”), by and between PHX Minerals Inc. (formerly known as Panhandle Oil and Gas Inc.), a Delaware corporation formerly incorporated in Oklahoma (the “Company”), and Stifel, Nicolaus & Company, Incorporated, is entered into on and as of the date first written above. All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:

Healthpeak Properties, Inc. Common Stock ($1.00 par value) AMENDMENT NO. 1 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • March 11th, 2024 • Healthpeak Properties, Inc. • Real estate investment trusts • New York

Reference is made to that certain At-the-Market Equity Offering Sales Agreement, dated February 17, 2023 (the “Sales Agreement”), among J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Securities, Inc., BTIG, LLC, Capital One Securities, Inc., Credit Agricole Securities (USA) Inc., Credit Suisse Securities (USA) LLC, Goldman Sachs & Co. LLC, Jefferies LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Regions Securities LLC, Robert W. Baird & Co. Incorporated, Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, each as sales agent, principal and, in certain cases, forward seller (in any such capacity, each, an “Agent”, and collectively, the “Agents”), and JPMorgan Chase Bank, National Association, Bank of America, N.A., The Bank of Nova Scotia, Barclays Bank PLC, Crédit Agricole Corporate and Investment Bank, Credit Suisse International, Goldman Sachs &

AMENDMENT NO. 1 TO THE AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • March 26th, 2024 • Gladstone Commercial Corp • Lessors of real property, nec

Reference is made to the At-The-Market Equity Offering Sales Agreement, dated March 3, 2023, including the Schedules thereto (the “Original Agreement”), among BofA Securities, Inc., Goldman Sachs & Co. LLC, Robert W. Baird & Co. Incorporated, KeyBanc Capital Markets Inc., Fifth Third Securities, Inc. (collectively, the “Agents”) and Gladstone Commercial Corporation, a Maryland corporation (the “Company”) and Gladstone Commercial Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), pursuant to which the Company agreed to sell through the Agents, shares of common stock, par value $0.001 per share, of the Company. All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:

FIFTH STREET FINANCE CORP. Common Stock ($0.01 par value per share) AMENDMENT NO. 1 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • September 8th, 2014 • Fifth Street Finance Corp.
AMENDMENT NO. 2 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • May 10th, 2024 • LIGHTBRIDGE Corp • Services-management consulting services • New York

Lightbridge Corporation (the “Company”) and Stifel, Nicolaus & Company, Incorporated (the “Agent”) are parties to that certain At-the-Market Equity Offering Sales Agreement dated May 28, 2019, as amended by Amendment No. 1 to At-the-Market Equity Offering Sales Agreement dated April 9, 2021 (as amended, the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:

March 21, 2012
At-the-Market Equity Offering Sales Agreement • March 21st, 2012 • Sl Green Realty Corp • Real estate investment trusts
AMENDMENT NO. 1 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • April 9th, 2021 • LIGHTBRIDGE Corp • Services-management consulting services • New York

Lightbridge Corporation (the “Company”) and Stifel, Nicolaus & Company, Incorporated (the “Agent”) are parties to that certain At-the-Market Equity Offering Sales Agreement dated May 28, 2019 (the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:

Healthpeak Properties, Inc. Common Stock ($1.00 par value) AMENDMENT NO. 2 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • July 26th, 2024 • Healthpeak Properties, Inc. • Real estate investment trusts • New York

Reference is made to that certain At-the-Market Equity Offering Sales Agreement, dated February 17, 2023, as amended by Amendment No. 1 to the At-the-Market Equity Offering Sales Agreement, dated March 11, 2024 (the “Sales Agreement”), among J.P. Morgan Securities LLC, Barclays Capital Inc., BNP Paribas Securities Corp., BofA Securities, Inc., BTIG, LLC, Capital One Securities, Inc., Credit Agricole Securities (USA) Inc., Goldman Sachs & Co. LLC, Jefferies LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, Nomura Securities International, Inc. (as forward seller through BTIG, LLC as its agent), RBC Capital Markets, LLC, Regions Securities LLC, Robert W. Baird & Co. Incorporated, Scotia Capital (USA) Inc., TD Securities (USA) LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC, each as sales agent, principal (except in the case of Nomura Securities International, Inc.) and as forward seller (except in the case of BTIG, LLC) (in any such capacity, each, an “Agent”, and co

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TETRALOGIC PHARMACEUTICALS CORPORATION AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • March 13th, 2015 • Tetralogic Pharmaceuticals Corp • Pharmaceutical preparations • New York

The Agency Transaction, if it becomes binding on the parties, shall be subject to all of the representations, warranties, agreements, covenants and other terms and conditions of the Sales Agreement, except to the extent amended or modified hereby, all of which are expressly incorporated herein by reference. Each of the representations, warranties and agreements set forth in the Sales Agreement shall be deemed to have been made at and as of the date of the Company’s Acceptance and on any Purchase Date and any Settlement Date.

AMENDMENT NO. 1 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • May 27th, 2021 • Safe Bulkers, Inc. • Deep sea foreign transportation of freight • New York

Safe Bulkers, Inc. (the “Company”) and DNB Markets, Inc. (the “Agent”) are parties to that certain At-the-Market Equity Offering Sales Agreement dated August 7, 2020 (the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby agree to the following amendments to the Original Agreement and to the following:

AMENDMENT NO. 1 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • July 26th, 2023 • Viking Therapeutics, Inc. • Pharmaceutical preparations • New York

This Amendment No. 1 (this “Amendment”) to At-The-Market Equity Offering Sales Agreement, dated as of July 28, 2021 (as amended, restated, amended and restated, supplemented or otherwise modified in writing through the date hereof, the “Original Agreement” and as amended by this Amendment, the “Agreement”), is made and entered into as of the date hereof by and among Viking Therapeutics, Inc., a Delaware corporation (the “Company”), on the one hand, and Stifel, Nicolaus & Company, Incorporated (“Stifel”), Truist Securities, Inc. (“Truist”), H.C. Wainwright & Co., LLC (“HCW”) and BTIG, LLC (the “New Agent”), as sales agent and/or principal (each of Stifel, Truist and HCW, an “Original Agent” and, together, the “Original Agents,” and the Original Agents, together with the New Agent, the “Agents”). The Company and the Original Agents are referred to herein collectively as the “Original Parties.” The Company and the Agents are referred to herein individually as a “Party” and, collectively a

AMENDMENT NO. 1 TO THE AT-THE- MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • February 22nd, 2022 • Gladstone Commercial Corp • Lessors of real property, nec • New York

Reference is made to the At-The-Market Equity Offering Sales Agreement, dated December 3, 2019, including the Schedules thereto (the “Original Agreement”), among Robert W. Baird & Co. Incorporated, Goldman Sachs & Co. LLC, Stifel, Nicolaus & Company, Incorporated, BTIG, LLC, Fifth Third Securities, Inc. (collectively, the “Agents”) and Gladstone Commercial Corporation, a Maryland corporation (the “Company”) and Gladstone Commercial Limited Partnership, a Delaware limited partnership (the “Operating Partnership”), pursuant to which the Company agreed to sell through the Agents, shares of common stock, par value $0.001 per share, of the Company. All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows:

March 20, 2015 SL Green Realty Corp.
At-the-Market Equity Offering Sales Agreement • March 20th, 2015 • Sl Green Realty Corp • Real estate investment trusts
AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • July 28th, 2021 • Viking Therapeutics, Inc. • Pharmaceutical preparations • New York
1,500,000 Common Shares ($0.001 par value per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • July 26th, 2013 • Cushing Royalty & Income Fund • New York

The Cushing® Royalty & Income Fund, a Delaware statutory trust (the “Fund”) and non-diversified closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus”), as sales agent and/or principal (“Agent”), up to 1,500,000 common shares (the “Shares”) of beneficial interest, $0.001 par value per share, of the Fund (the “Common Shares”) on the terms set forth in Section 3 of this Sales Agreement (the “Agreement”). The Fund agrees that whenever it determines to sell Shares directly to the Agent as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 4 of this Agreement.

AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • December 23rd, 2022 • Vor Biopharma Inc. • Biological products, (no disgnostic substances) • New York
Common Stock
At-the-Market Equity Offering Sales Agreement • August 14th, 2020 • California

We have entered into an At-the-Market Equity Offering Sales Agreement, or the Sales Agreement, with Stifel, Nicolaus & Company, Incorporated, or Stifel, relating to shares of our common stock offered by this prospectus supplement and the accompanying prospectus. In accordance with the terms of the Sales Agreement, we may offer and sell shares of our common stock, having an aggregate offering price of up to $25.0 million from time to time on or after the date of this prospectus supplement through Stifel as our sales agent.

AMENDMENT NO. 1 TO AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • October 29th, 2021 • Tsakos Energy Navigation LTD • Deep sea foreign transportation of freight • New York

Tsakos Energy Navigation Limited, a Bermuda exempted company (the “Company”) and DNB Markets, Inc. and Virtu Americas LLC (collectively, the “Agents”) are parties to that certain At-the-Market Equity Offering Sales Agreement dated May 5, 20201 (the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement pursuant to the terms of this amendment No. 1 to the Original Agreement (this “Amendment No. 1”) as follows:

HILLEVAX, INC. Common Stock ($0.0001 par value per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENT
At-the-Market Equity Offering Sales Agreement • May 12th, 2023 • HilleVax, Inc. • Biological products, (no disgnostic substances) • New York
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