ANTHERA PHARMACEUTICALS, INC. SALES AGREEMENTSales Agreement • November 15th, 2013 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc. (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
ANTHERA PHARMACEUTICALS, INC. Common Stock (par value $0.001 per share) At Market Issuance Sales AgreementAnthera Pharmaceuticals Inc • November 8th, 2012 • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with MLV & Co. LLC (the “MLV”), as follows:
30,000,000 Shares of Common Stock ($0.001 Par Value) and Warrants to Purchase up to 60,000,000 Shares of Common Stock Anthera Pharmaceuticals, Inc. Common Stock EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • March 16th, 2017 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as the representative (the “Representative”) (i) an aggregate of 30,000,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”) and (ii) warrants of the Company to purchase an aggregate of 60,000,000 shares of Common Stock (the “Firm Warrants” and, together with the Firm Shares, the “Firm Securities”). The respective amounts of the Firm Securities to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option (i) an aggregate of up to 4,500,000 additional shares of the Company’s Common Stock (the “Option Shares” and, together with the Firm Shares, the “Shares”) and/or (ii) warrants of the Company to purchase up to an additional 9,000,000 shares of Common St
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 22nd, 2010 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 20, 2010 by and among Anthera Pharmaceuticals, 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”).
3,333,334 Shares Anthera Pharmaceuticals, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTUnderwriting Agreement • July 13th, 2015 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as the representatives (the “Representatives”) an aggregate of 3,333,334 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to 500,000 additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • April 5th, 2013 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • Maryland
THIS CREDIT AND SECURITY AGREEMENT (this “Agreement”), dated as of April 3, 2013 (the “Closing Date”) by and among MIDCAP FINANCIAL SBIC, LP, a Delaware limited partnership (“MidCap”), as administrative agent (“Agent”), the Lenders listed on the Credit Facility Schedule attached hereto and otherwise party hereto from time to time (each a “Lender”, and collectively the “Lenders”), and ANTHERA PHARMACEUTICALS, INC., a Delaware corporation, and the other entities from time to time shown as signatories hereto as a Borrower (collectively in the singular, “Borrower”), provides the terms on which Lenders agree to lend to Borrower and Borrower shall repay Lenders. The parties agree as follows:
PURCHASE AGREEMENTPurchase Agreement • June 19th, 2017 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
PURCHASE AGREEMENT (the “Agreement”), dated as of June 19, 2017, by and between ANTHERA PHARMACEUTICALS, INC., a Delaware corporation, (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
ContractWarrant Agreement • March 29th, 2011 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS.
5,555,556 Shares Anthera Pharmaceuticals, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTUnderwriting Agreement • March 20th, 2015 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as the representative (the “Representative”) an aggregate of 5,555,556 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to 833,333 additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2018 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This Employment Agreement (“Agreement”) is made as of the 5th day of January, 2018, between Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Craig Thompson (the “Executive”).
33,000,000 Shares Anthera Pharmaceuticals, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTAnthera Pharmaceuticals Inc • July 20th, 2012 • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (the “Representatives”) an aggregate of 33,000,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to 4,950,000 additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
PURCHASE AGREEMENTPurchase Agreement Purchase Agreement • March 16th, 2015 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
PURCHASE AGREEMENT (the “Agreement”), dated as of March 12, 2015, by and between ANTHERA PHARMACEUTICALS, INC., a Delaware corporation, (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
SECOND AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 9th, 2011 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This SECOND AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (the “Agreement”), is made as of August 5, 2011 (the “Effective Date”) by and between Anthera Pharmaceuticals, Inc. (the “Company”) and Debra Odink (the “Executive”).
License AgreementLicense Agreement • January 29th, 2010 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
Anthera shall pay the following [***] milestone payments to Amgen upon the first occurrence thereof. In the event Amgen reasonably believes that a milestone payment set forth below is due, Amgen shall notify Anthera thereof and Anthera shall promptly pay such milestone payment to Amgen within [***] of such notification from Amgen. At Amgen’s request, Anthera shall cooperate with Amgen to secure an agreement from the Third Party licensor to allow establishment of a direct obligation between Anthera and the Third Party licensor to pay the Third Party Milestones, provided, however, that Anthera shall not be required to agree to terms materially more onerous or expensive than those set forth in this Exhibit G.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2018 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This Employment Agreement (“Agreement”) is made as of the 5th day of January, 2018, between Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and May Liu (the “Executive”).
ANTHERA PHARMACEUTICALS, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 5th, 2013 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of April 3, 2013, by and between Square 1 Bank (“Bank”) and ANTHERA PHARMACEUTICALS, INC. (“Borrower”).
FORM OF WARRANTAnthera Pharmaceuticals Inc • January 29th, 2010 • Pharmaceutical preparations • California
THIS CERTIFIES THAT and its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), at any time from and after , 2010 (the “Warrant Issuance Date”) until 5:00 p.m. Pacific Time on the Expiration Date (as such term is defined in Section 1 hereof), up to the number of fully paid and nonassessable Equity Securities (as such are defined in the Purchase Agreement) of the Company described in Section 2.3(i) of that certain Note Purchase Agreement, dated as of December 11, 2009, by and among the Company and the persons or entities listed on the Schedule of Purchasers attached thereto (the “Purchase Agreement”) (the “Warrant Shares,” as such number and nature of Warrant Shares is further set forth in Section 1 hereof and such number of Warrant Shares may be adjusted pursuant to Section 4 hereof). The exercise price per share of this Warrant (the “Exercise Price”) shall be as described in Section 1
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING...License Agreement • December 12th, 2014 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
This License Agreement (the “Agreement”), dated as of July 11, 2014 the (“Effective Date”), is entered into by and between Anthera Pharmaceuticals, Inc., a Delaware corporation having its principal place of business at 25801 Industrial Boulevard, Hayward, Suite B, California 94545 (“Anthera”), and Eli Lilly and Company, an Indiana corporation having its principal place of business at Lilly Corporate Center, Indianapolis, Indiana 46285, U.S.A. (“Lilly”). Each of Anthera and Lilly are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AGREEMENTAnthera Pharmaceuticals Inc • November 16th, 2009 • Pharmaceutical preparations
WHEREAS, Anthera Pharmaceuticals, Inc., a Delaware corporation having its principal place of business at 25801 Industrial Blvd., Suite B, Hayward, California 94545, U.S.A. (the “Company”), Shionogi & Co., Ltd., with a place of business at 1-8, Doshomachi 3-chome, Chuo-ku, Osaka, Japan (“Shionogi”) and Eli Lilly and Company, an Indiana corporation having its principal place of business at Lilly Corporate Center, Indianapolis, Indiana 46285, U.S.A. (“Lilly”) entered into that certain License Agreement dated July 31, 2006 (the “License Agreement”);
LICENSE AGREEMENTLicense Agreement • November 16th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
This License Agreement (the “Agreement”) dated as of July 31, 2006 (the “Execution Date”), is entered into by and among Anthera Pharmaceuticals, Inc., a Delaware corporation having its principal place of business at 6160 Stoneridge Mall Road, Suite 330, Pleasanton, California 94588, U.S.A. (“Anthera”), Shionogi & Co., Ltd., with a place of business at 1-8, Doshomachi 3-chome, Chuo-ku, Osaka, Japan (“Shionogi”), and Eli Lilly and Company, an Indiana corporation having its principal place of business at Lilly Corporate Center, Indianapolis, Indiana 46285, U.S.A. (“Lilly”). Each of Anthera, Shionogi, and Lilly are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
FORM OF UNDERWRITING AGREEMENT _______________ Shares Anthera Pharmaceuticals, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representative (the “Representative”) an aggregate of [•] shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to [•] additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
INCENTIVE STOCK OPTION AGREEMENT UNDER THE ANTHERA PHARMACEUTICALS, INC.Incentive Stock Option Agreement • March 28th, 2014 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations
Type of Grant: x Incentive Stock Option1 o Nonstatutory Stock Option Exercise Schedule: o Same as Vesting Schedule o Early Exercise Permitted
TERMINATION OF LEASE AGREEMENTTermination of Lease Agreement • March 5th, 2018 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS TERMINATION OF LEASE AGREEMENT (the “Agreement”) is dated as of February ___, 2018 (“Effective Date”), and is made by and between HACIENDA INSPIRATION, LLC, a California limited liability company (“Landlord”), having an office at P.O. Box 2865, Dublin, California 94568, and ANTHERA PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”), having an office at the Premises (defined below).
LEASELease • May 13th, 2011 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
Building: The building at 25801 Industrial Blvd., Hayward, CA, commonly known as Building A and located on the real estate legally described on Exhibit A (“the Land”).
WARRANT AGREEMENT To Purchase Shares of the Common Stock of ANTHERA PHARMACEUTICALS, INC. Dated as of September 12, 2016 (the “Effective Date”)Warrant Agreement • September 12th, 2016 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, [Name ], a [State][Type of Entity] (each, a “Warrantholder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, to subscribe for and purchase from the Company up to [●] shares of Common Stock (as hereinafter defined). This Warrant (this “Warrant” or this “Agreement”) is issued pursuant to the Subscription Agreement, dated as of September 6, 2016, between the Company and the Warrantholder (the “Subscription Agreement”), which relates to, among other things, the offer and sale by the Company of shares of Series X Convertible Preferred Stock (the “Series X Preferred”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Subscription Agreement.
ContractAnthera Pharmaceuticals Inc • March 16th, 2017 • Pharmaceutical preparations
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This Stock Purchase Agreement (this “Agreement”) is made as of September 25, 2009, by and among Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).
ANTHERA PHARMACEUTICALS, INC. [AMENDED AND RESTATED]1 INDEMNIFICATION AGREEMENTIndemnification Agreement • September 15th, 2009 • Anthera Pharmaceuticals Inc • Delaware
This [Amended and Restated] Indemnification Agreement (this “Agreement”) is entered into by and among Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the indemnitee[s] listed on the signature page hereto (individually [and collectively referred to herein] as “Indemnitee”) as of ___, 200_.
SECOND ADDENDUM TO SUBLEASEAnthera Pharmaceuticals Inc • March 7th, 2011 • Pharmaceutical preparations
THIS ADDENDUM IS DATED 12 January 2011 (Effective Date) by and between MILLIPORE CORPORATION, as successor in interest to Guava Technologies Inc. (SUBLESSOR) AND ANTHERA PHARMACEUTICALS, INC. (SUBLESSEE)
ANTHERA PHARMACEUTICALS, INC. Deferred Compensation Election FormAnthera Pharmaceuticals Inc • March 14th, 2016 • Pharmaceutical preparations
As specified below, I elect pursuant to the Deferred Compensation Agreement entered into by Anthera Pharmaceuticals, Inc. (the “Company”) and me as of the 28th day of December, 2015 (the “Deferred Compensation Agreement”) to defer receipt of that percentage of my Eligible Compensation which would otherwise be paid to me for services during 2016 (with respect to compensation earned with respect to services to be performed by me subsequent to the date of this election) and subsequent calendar years:
NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER THE ANTHERA PHARMACEUTICALS, INC.Non-Qualified Stock Option Agreement • March 28th, 2014 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations
Name of Optionee: No. of Option Shares: Option Exercise Price per Share: $ [FMV on Grant Date] Grant Date: Expiration Date: [No more than 10 years]
ANTHERA PHARMACEUTICALS, INC. DEFERRED COMPENSATION AGREEMENTDeferred Compensation Agreement • March 26th, 2013 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • Delaware
This Deferred Compensation Agreement (the “Agreement”) is being entered into by Anthera Pharmaceuticals, Inc. (the “Company”) and Paul F. Truex (the “Executive”) as of the 27th day of December, 2012 (the “Effective Date”).
License AgreementLicense Agreement • September 15th, 2009 • Anthera Pharmaceuticals Inc • California
Anthera shall pay the following [***] milestone payments to Amgen upon the first occurrence thereof. In the event Amgen reasonably believes that a milestone payment set forth below is due, Amgen shall notify Anthera thereof and Anthera shall promptly pay such milestone payment to Amgen within [***] of such notification from Amgen. At Amgen’s request, Anthera shall cooperate with Amgen to secure an agreement from the Third Party licensor to allow establishment of a direct obligation between Anthera and the Third Party licensor to pay the Third Party Milestones, provided, however, that Anthera shall not be required to agree to terms materially more onerous or expensive than those set forth in this Exhibit G.
FIRST ADDENDUM TO SUBLEASEAnthera Pharmaceuticals Inc • October 22nd, 2010 • Pharmaceutical preparations
THIS ADDENDUM IS DATED 24 September 2010 (Effective Date) by and between MILLIPORE CORPORATION, as successor in interest to Guava Technologies Inc. (SUBLESSOR) AND ANTHERA PHARMACEUTICALS, INC. (SUBLESSEE)
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 29th, 2011 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS LOAN AND SECURITY AGREEMENT (the “Agreement”) is made and dated as of March 25, 2011 and is entered into by and among ANTHERA PHARMACEUTICALS, INC., a Delaware corporation (“Parent”), and each of Parent’s subsidiaries joined hereto (the “Joined Subsidiaries”; the Joined Subsidiaries together with Parent are hereinafter collectively referred to as the “Borrowers” and each individually as a “Borrower”), HERCULES TECHNOLOGY II, L.P., a Delaware limited partnership, as the collateral agent (in such capacity, the “Collateral Agent”) and a lender (“HT II”), and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation, as a lender (“HTGC”; HT II together with HTGC are hereinafter collectively referred to as the “Lender”).
