Netlist Inc – PURCHASE AGREEMENT (June 24th, 2019)PURCHASE AGREEMENT (the “Agreement”), dated as of June 24, 2019, by and between NETLIST, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
Netlist Inc – AMENDMENT NO. 2 TO RIGHTS AGREEMENT (April 17th, 2019)This AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this “Amendment”), dated as of April 16, 2019, is entered into by and between Netlist, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), with reference to the following facts:
Netlist Inc – AMENDMENT NO. 2 TO RIGHTS AGREEMENT (April 17th, 2019)This AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this “Amendment”), dated as of April 16, 2019, is entered into by and between Netlist, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), with reference to the following facts:
Netlist Inc – Netlist Renews Stockholder Rights Agreement (April 17th, 2019)IRVINE, Calif., April 17, 2019 — Netlist, Inc. (OTCQX: NLST) (“Netlist” or the “Company”), today announced that its Board of Directors has renewed the stockholder rights agreement (the “Rights Agreement”) it originally entered into in April 2017. The amendment to the Rights Agreement extends the term for an additional two year period that will expire in April 2021. Other terms of the renewed Rights Agreement remain unchanged.
Netlist Inc – AMENDMENT TO LOAN AND SECURITY AGREEMENT (March 22nd, 2019)THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of March _21, 2019, by and between SILICON VALLEY BANK (“Bank” or “Silicon”) and NETLIST, INC., a Delaware corporation (“Borrower”). Borrower’s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618
Netlist Inc – NETLIST, INC. AMENDED AND RESTATED 2006 EQUITY INCENTIVE PLAN Re-Approved by the Stockholders on June 8, 2016 (March 22nd, 2019)
Netlist Inc – STOCK OPTION AGREEMENT (Employment Inducement Grant) (November 13th, 2018)This NON-STATUTORY STOCK OPTION AGREEMENT, dated as of August 15, 2018 (this “Agreement”), is between NETLIST, INC., a Delaware corporation (the “Company”), and Alexander Tinsley, (the “Optionee”).
Netlist Inc – STOCK OPTION AGREEMENT (Employment Inducement Grant) (November 13th, 2018)This NON-STATUTORY STOCK OPTION AGREEMENT, dated as of October 12, 2018 (this “Agreement”), is between NETLIST, INC., a Delaware corporation (the “Company”), and Charles Hausman, (the “Optionee”).
Netlist Inc – SECURITIES PURCHASE AGREEMENT (September 14th, 2018)This Securities Purchase Agreement (this “Agreement”) is dated as of September ___, 2018, between Netlist, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Netlist Inc – PLACEMENT AGENCY AGREEMENT (September 14th, 2018)
Netlist Inc – COMMON STOCK PURCHASE WARRANT NETLIST, INC. (September 14th, 2018)THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, 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 March , 2019 (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 Netlist, 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).
Netlist Inc – SECURITIES PURCHASE AGREEMENT (August 31st, 2018)THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 27, 2018, is entered into by and between NETLIST, INC., a Delaware corporation (“Company”), and ILIAD RESEARCH AND TRADING, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
Netlist Inc – Contract (August 31st, 2018)THIS NOTE AND THE INDEBTEDNESS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF AUGUST 27, 2018 BY AND BETWEEN BORROWER (AS DEFINED BELOW) AND SILICON VALLEY BANK TO THE SENIOR DEBT (AS DEFINED IN THE SUBORDINATION AGREEMENT); AND THE HOLDER OF THIS NOTE, BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE PROVISIONS OF THE SVB SUBORDINATION AGREEMENT.
Netlist Inc – CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF NETLIST, INC. (August 17th, 2018)Netlist, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows:
Netlist Inc – Contract (May 21st, 2018)NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE 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, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
Netlist Inc – SHARE PURCHASE AGREEMENT (May 21st, 2018)This SHARE PURCHASE AGREEMENT (this “Agreement”) is dated as of May 17, 2018, by and between Netlist Inc., a Delaware corporation (the “Company”), and Chun Ki Hong and Won Kyung Cha Community Property Trust (the “Purchaser”).
Netlist Inc – SHARE PURCHASE AGREEMENT (May 21st, 2018)This SHARE PURCHASE AGREEMENT (this “Agreement”) is dated as of May 17, 2018, by and between Netlist Inc., a Delaware corporation (the “Company”), and Chun Ki Hong and Won Kyung Cha Community Property Trust (the “Purchaser”).
Netlist Inc – NETLIST RENEWS STOCKHOLDER RIGHTS AGREEMENT (April 17th, 2018)IRVINE, CALIFORNIA, April 17, 2018 - Netlist, Inc. (NASDAQ: NLST) (“Netlist” or the “Company”), today announced that its Board of Directors has renewed the stockholder rights agreement (the “Rights Agreement”) it entered in April 2017. Other terms of the renewed Rights Agreement remain unchanged. The Board of Directors renewed the Rights Agreement in connection with the Company’s ongoing patent infringement proceedings. All rights issued under the Rights Agreement will expire twelve months after the date of renewal or, if earlier, upon the final resolution of Netlist’s patent infringement proceedings against SK hynix, Inc.
Netlist Inc – AMENDMENT NO. 1 TO RIGHTS AGREEMENT (April 17th, 2018)This AMENDMENT NO. 1 TO RIGHTS AGREEMENT (this “Amendment”), dated as of April 16, 2018, is entered into by and between Netlist, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”), with reference to the following facts:
Netlist Inc – STOCK OPTION AGREEMENT (Employment Inducement Grant) (April 13th, 2018)This NON-STATUTORY STOCK OPTION AGREEMENT, dated as of March 28, 2018 (this “Agreement”), is between NETLIST, INC., a Delaware corporation (the “Company”), and Rahul Advani (the “Optionee”).
Netlist Inc – AMENDMENT TO LOAN AND SECURITY AGREEMENT (March 26th, 2018)THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of March 20, 2018, by and between SILICON VALLEY BANK (“Bank” or “Silicon”) and NETLIST, INC., a Delaware corporation (“Borrower”). Borrower’s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618
Netlist Inc – AMENDMENT TO THE AMENDED AND RESTATED BYLAWS OF NETLIST, INC. a Delaware Corporation (December 29th, 2017)The Amended and Restated Bylaws (“Bylaws”) of Netlist, Inc., a Delaware corporation, are hereby amended, effective December 26, 2017, to amend and restate Section 3.1(a) of Article 3 to read in its entirety as follows:
Netlist Inc – 8,500,000 Shares(1) NETLIST, INC. Common Stock, $0.001 par value per share PURCHASE AGREEMENT (August 17th, 2017)Netlist, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 8,500,000 shares (the “Firm Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of authorized but unissued shares of Common Stock to be issued and sold by the Company. The Company also proposes to grant to the Underwriters an option to purchase up to 1,275,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this purchase agreement (this “Agreement”) are herein collectively called the “Securities.”
Netlist Inc – AMENDMENT TO LOAN AND SECURITY AGREEMENT (August 15th, 2017)THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of April 12, 2017, by and between SILICON VALLEY BANK (“Bank” or “Silicon”) and NETLIST, INC., a Delaware corporation (“Borrower”). Borrower’s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618.
Netlist Inc – SECURITY AGREEMENT (August 15th, 2017)SECURITY AGREEMENT (this "Agreement"), dated as of May 3, 2017, made by Netlist, Inc., a Delaware corporation (together with its successors and assigns, "Grantor"), in favor of TR Global Funding V, LLC, a Delaware limited liability company managed by TR Global Associates V, LLC (together with its successors and assigns, "Investor").
Netlist Inc – AMENDED AND RESTATED INTERCREDITOR AGREEMENT (August 15th, 2017)This AMENDED AND RESTATED INTERCREDITOR AGREEMENT, dated April 20, 2017, is entered into between SVIC NO. 28 NEW TECHNOLOGY BUSINESS INVESTMENT L.L.P. (“Creditor”), and SILICON VALLEY BANK (“Bank”). Creditor and Bank are sometimes referred to herein as the “Secured Parties.”
Netlist Inc – INTERCREDITOR AGREEMENT (August 15th, 2017)This INTERCREDITOR AGREEMENT, dated May 3, 2017, is entered into between SVIC NO. 28 NEW TECHNOLOGY BUSINESS INVESTMENT L.L.P. (“SVIC”), and TR GLOBAL FUNDING V, LLC, a Delaware limited liability company (“TRGP”). SVIC and TRGP are sometimes referred to herein as the “Secured Parties.”
Netlist Inc – INTERCREDITOR AGREEMENT (August 15th, 2017)This INTERCREDITOR AGREEMENT, dated May 3, 2017, is entered into between TR GLOBAL FUNDING V, LLC, a Delaware limited liability company (“Creditor”), and SILICON VALLEY BANK (“Bank”). Creditor and Bank are sometimes referred to herein as the “Secured Parties.”
Netlist Inc – INVESTMENT AGREEMENT Dated May 3, 2017 (August 15th, 2017)This Agreement (“Agreement”), effective as of May 3, 2017 (the “Effective Date”), is entered into by and between (a) TR Global Funding V, LLC, a Delaware limited liability company managed by TR Global Associates V, LLC (together with its successors and assigns, “Investor”) and (b) Netlist, Inc., a Delaware corporation (together with its successors and assigns, “Plaintiff”).
Netlist Inc – RIGHTS AGREEMENT Dated as of April 17, 2017 Between NETLIST, INC. And COMPUTERSHARE TRUST COMPANY, N.A. As Rights Agent (April 17th, 2017)RIGHTS AGREEMENT, dated as of April 17, 2017 (the “Agreement”), between Netlist, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as rights agent (the “Rights Agent”).
Netlist Inc – NETLIST ADOPTS SHORT-TERM STOCKHOLDER RIGHTS AGREEMENT WITH AN INITIAL PURCHASE PRICE OF $6.56 PER RIGHT IN CONNECTION WITH PATENT INFRINGEMENT PROCEEDINGS AGAINST SK HYNIX (April 17th, 2017)IRVINE, CALIFORNIA, April 17, 2017 - Netlist, Inc. (NASDAQ: NLST) (“Netlist” or the “Company”), today announced that its Board of Directors has adopted a short-term stockholder rights agreement (the “Rights Agreement”) under which its stockholders will receive a dividend in the form of preferred stock purchase rights (the “Rights”). The Board of Directors adopted the Rights Agreement in connection with the Company’s ongoing patent infringement proceedings against SK hynix Inc., a South Korean-based memory semiconductor supplier, in the U.S. International Trade Commission and in the U.S. District Court for the Central District of California. All rights issued under the Rights Agreement will expire twelve months after the date of its adoption or, if earlier, upon the final resolution of the SK hynix proceedings.
Netlist Inc – CERTIFICATE OF DESIGNATION OF THE SERIES A PREFERRED STOCK OF NETLIST, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware (April 17th, 2017)That, pursuant to the authority conferred upon the Board of Directors of the Corporation by its Restated Certificate of Incorporation as currently in effect (the “Certificate of Incorporation”), the said Board of Directors, at a duly called meeting held on April 10, 2017, at which a quorum was present and acted throughout, adopted the following resolution, which resolution remains in full force and effect on the date hereof, creating a series of Preferred Stock having a par value of $0.001 per share, designated as Series A Preferred Stock (the “Series A Preferred Stock”), out of the Corporation’s authorized shares of preferred stock of the par value of $0.001 per share (the “Preferred Stock”):
Netlist Inc – NETLIST, inc. INCENTIVE STOCK OPTION AGREEMENT (March 31st, 2017)This INCENTIVE STOCK OPTION AGREEMENT, dated as of _________ (this “Agreement”), is between NETLIST, INC., a Delaware corporation (the “Company”), and __________ (the “Optionee”). Capitalized terms used herein without definition shall have the meaning ascribed to such terms in the Company's Amended and Restated 2006 Equity Incentive Plan, a copy of which is attached hereto as Exhibit A (the “Plan”).
Netlist Inc – Contract (March 31st, 2017)NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE 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, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
Netlist Inc – AMENDMENT TO LOAN AND SECURITY AGREEMENT (March 29th, 2017)THIS AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of March 27, 2017, by and between SILICON VALLEY BANK (“Bank” or “Silicon”) and NETLIST, INC., a Delaware corporation (“Borrower”). Borrower’s chief executive office is located at 175 Technology Drive, Suite 150, Irvine, CA 92618
