ATRICURE, INC. 3,977,273 Shares of Common Stock Underwriting AgreementAtriCure, Inc. • May 13th, 2020 • Surgical & medical instruments & apparatus • New York
AtriCure, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,977,273 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional 596,590 shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 10th, 2009 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Delaware
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 1, 2009 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and ATRICURE, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
ContractAtriCure, Inc. • August 10th, 2009 • Surgical & medical instruments & apparatus • Delaware
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 25th, 2007 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 24, 2007, by and among AtriCure, 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”).
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 28th, 2016 • AtriCure, Inc. • Surgical & medical instruments & apparatus
THIS SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of April 25, 2016 (the “Effective Date”) by and among (a) SILICON VALLEY BANK, a California corporation (“Bank”), and (b) (i) ATRICURE, INC., a Delaware corporation with its chief executive office located at 7555 Innovation Way, Mason, Ohio 45040 (“Atricure”), (ii) ATRICURE, LLC, a Delaware limited liability company (“Atricure LLC”) (iii) ENDOSCOPIC TECHNOLOGIES, LLC, a Delaware limited liability company (“Endoscopic”) and (iv) nCONTACT SURGICAL, LLC, a Delaware limited liability company (“nContact”, and together with Atricure, Atricure LLC and Endoscopic, individually and collectively, jointly and severally, the “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Amended and Restated Loan and Security Agreement dated as of September 13, 2010, between certain of the Borrower and Bank, as
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 25th, 2007 • AtriCure, Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 24, 2007, by and among AtriCure, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
CREDIT AGREEMENT dated as of January 5, 2024 among ATRICURE, INC. and ATRICURE, LLC, as Borrowers, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A. and SILICON VALLEY BANK, A DIVISION OF...Credit Agreement • January 8th, 2024 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
CREDIT AGREEMENT dated as of January 5, 2024 (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among ATRICURE, INC. (the “Company”) and ATRICURE, LLC as Borrowers, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent and an Issuing Bank. The parties hereto agree as follows:
4,250,000 Shares1 ATRICURE, INC. Common Stock PURCHASE AGREEMENTPurchase Agreement • February 13th, 2014 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
AtriCure, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed in Schedule I hereto (the “Selling Stockholders”) severally propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”) an aggregate of 4,250,000 shares (the “Firm Shares”) of common stock, $0.001 par value per share (the “Common Stock”), of the Company. The Firm Shares consist of 3,023,025 authorized but unissued shares of Common Stock to be issued and sold by the Company and 1,226,975 outstanding shares of Common Stock to be sold by the Selling Stockholders. The Company has also granted to the several Underwriters an option to purchase up to 637,500 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 are herein collectively called the “Securities.”
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 17th, 2010 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”) and ATRICURE, INC., a Delaware corporation with its chief executive office located at 6217 Centre Park Drive, West Chester, Ohio 45069 (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Loan and Security Agreement, by and between Borrower and Bank, dated as of May 1, 2009, as amended by that certain Consent, Waiver and First Loan Modification Agreement, dated as of November 4, 2009, and as further amended by that certain Waiver and Second Loan Modification Agreement, dated as of March 26, 2010 (as amended, collectively, the “Prior Loan
AtriCure, Inc., as the Company, U.S. Bank National Association, as Trustee Subordinated Indenture Dated as of July 1, 2011Subordinated Indenture • July 1st, 2011 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
* This Cross-Reference Table does not constitute part of the Indenture and shall not have any bearing on the interpretation of any of its terms or provisions.
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 8th, 2013 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
THIS CHANGE IN CONTROL AGREEMENT (the “Agreement”), is effective as of February , 2013 between AtriCure, Inc., a Delaware corporation (the “Company”), and (“Executive”).
ATRICURE, INC.Stock Option Agreement • October 31st, 2014 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
Unless otherwise defined herein, capitalized terms in this Option Agreement shall have the same meanings ascribed to such terms in the AtriCure, Inc. Amended and Restated 2014 Stock Incentive Plan (the “Plan”).
ATRICURE, INC. 4,000,000 Shares Common Stock ($0.001 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • March 31st, 2006 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
AtriCure, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representative(s), an aggregate of 4,000,000 shares (the “Firm Shares”) of Common Stock, $0.001 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company and the Selling Stockholders propose to grant to the Underwriters the option to purchase up to an additional 600,000 shares of Common Stock of which 150,000 shares are to be issued and sold by the Company and an aggregate of 450,000 shares are to be sold by the Selling Stockholders in the respective amounts set forth in Schedule B annexed hereto (together, the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus, which is referred to below.
Agreement of Joint FilingAgreement of Joint Filing • February 10th, 2006 • AtriCure, Inc. • Surgical & medical instruments & apparatus
Pursuant to 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned persons hereby agree to file with the Securities and Exchange Commission the Statement on Schedule 13G (the “Statement”) to which this Agreement is attached as an exhibit, and agree that such Statement, as so filed, is filed on behalf of each of them.
ATRICURE, INC. AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of the 6th day of June, 2002, by and among AtriCure, Inc., a Delaware corporation (the “Company”), and the investors listed on Exhibit A attached hereto (“Investors”). All capitalized terms not defined herein shall have the meanings ascribed to such terms in the Series B Convertible Preferred Stock Purchase Agreement of the same date herewith (“Purchase Agreement”).
EXPORT-IMPORT BANK FIRST LOAN MODIFICATION AGREEMENTExport-Import Bank First Loan Modification Agreement • March 16th, 2011 • AtriCure, Inc. • Surgical & medical instruments & apparatus
This Export-Import Bank First Modification Agreement (this “Loan Modification Agreement”) is entered into and effective as of March 15, 2011 (the “First Loan Modification Effective Date”), by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”) and ATRICURE, INC., a Delaware corporation with its chief executive office located at 6217 Centre Park Drive, West Chester, Ohio 45069 (“Borrower”).
COMMON STOCK PURCHASE WARRANTAtriCure, Inc. • June 14th, 2005 • Surgical & medical instruments & apparatus • Delaware
The total number of shares of all classes of stock which the Corporation has authority to issue is 63,720,615 shares, consisting of (i) 40,000,000 shares of Common Stock, par value $.0001 per share (the “Common Stock”), and (ii) 23,720,615 shares of Preferred Stock, par value $.0001 per share (the “Preferred Stock”), of which 8,293,679 shares are designated as Series A Convertible Preferred Stock (the “Series A Preferred Stock”) and 15,426,936 shares are designated as Series B Convertible Preferred Stock (the “Series B Preferred Stock”).
AGREEMENT TO IMPROVE LEASED PREMISES FIRST AMENDMENT TO LEASE DATED DECEMBER 18, 2000AtriCure, Inc. • June 14th, 2005 • Surgical & medical instruments & apparatus
THIS AGREEMENT TO IMPROVE LEASED PREMISES (the “Agreement”) is made as of May 28, 2002 by and between ALLEN ROAD PROPERTIES LIMITED LIABILITY COMPANY, (“Landlord”), an Ohio limited liability company, and ATRICURE, INC., (“Tenant”), an Ohio corporation, under the following circumstances:
ATRICURE, INC. AMENDMENT NO. 1 TO AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTRights Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT NO. 1 is made as of March 8, 2005, between ATRICURE, Inc., a Delaware corporation (the “Company”), and the Investors set forth on the signature pages hereto.
ATRICURE, INC. WARRANTWarrant • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Delaware
This certifies that, for value received, (“Purchaser”), whose address for notice is as listed on the signature page hereto, or any party to whom this Warrant is assigned in compliance with the terms hereof (Purchaser and any such assignee being hereinafter sometimes referenced as “Holder”), is entitled to subscribe for and purchase shares of the capital stock of Atricure, Inc., a Delaware corporation (the “Company”), determined as set forth below. Such right shall terminate upon the earlier of (i) one year after the date of the consummation of the initial public offering by Company of its Common Stock to the public generally pursuant to a registration statement in an underwritten offering or (ii) the seventh (7th) anniversary after the issue date hereof, after which time, this Warrant shall expire.
ContractNoncompetition Agreement • August 9th, 2007 • AtriCure, Inc. • Surgical & medical instruments & apparatus • New York
NONCOMPETITION AGREEMENT dated as of August 7, 2007 between COOPERSURGICAL, INC., a Delaware corporation (“Cooper”) and ATRICURE, INC., a Delaware corporation (“AtriCure”).
ATRICURE, INC. 2023 STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT FOR EMPLOYEESRestricted Stock Award Agreement for Employees • February 16th, 2024 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Delaware
ATRICURE, INC. (the “Company”), pursuant to the 2023 Stock Incentive Plan, as may be amended from time to time (the “Plan”), hereby irrevocably grants you (the “Participant”), on , 2023 (the “Grant Date”) a Restricted Stock Award (the “Restricted Stock Award”) of forfeitable shares of the Company’s Common Stock, par value $0.001 per share (the “Restricted Stock”) subject to the restrictions, terms and conditions herein.
FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 3rd, 2019 • AtriCure, Inc. • Surgical & medical instruments & apparatus
This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 28th day of December, 2018, among (a) SILICON VALLEY BANK, a California corporation (“SVB”), in its capacity as Administrative Agent (“Agent”), (b) SVB, and each other lender and other financial institutions party to the Loan Agreement (as defined below) from time to time (each, a “Lender” and collectively, the “Lenders”), and (c) (i) ATRICURE, INC., a Delaware corporation with its chief executive office located at 7555 Innovation Way, Mason, Ohio 45040 (“AtriCure”), (ii) ATRICURE, LLC, a Delaware limited liability company (“AtriCure LLC”), (iii) ENDOSCOPIC TECHNOLOGIES, LLC, a Delaware limited liability company (“Endoscopic”), and (iv) nCONTACT SURGICAL, LLC, a Delaware limited liability company (“nContact”, and together with AtriCure, AtriCure LLC and Endoscopic, individually and collectively, jointly and severally, the “Borrower”).
LEASE AGREEMENTLease Agreement • August 25th, 2014 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
THIS LEASE AGREEMENT (hereinafter, this “Lease”) is made and entered into as of this day of , 2014 (the “Effective Date”) by and between LM-VP ATRICURE, LLC, a Delaware limited liability company (“Landlord”), and ATRICURE, INC., a Delaware corporation (“Tenant”), under the following circumstances:
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • March 12th, 2010 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
THIS AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (“Amendment No. 2”) is effective as of the 1st day of January 2010 (the “Effective Date”) between ATRICURE, INC., a Delaware corporation (the “Corporation”) and Julie A. Piton (the “Executive”).
CORPORATE INTEGRITY AGREEMENT BETWEEN THE OFFICE OF INSPECTOR GENERAL OF THE DEPARTMENT OF HEALTH AND HUMAN SERVICES AND ATRICURE, INC.Corporate Integrity Agreement • February 5th, 2010 • AtriCure, Inc. • Surgical & medical instruments & apparatus
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • August 2nd, 2013 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
THIS AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (“Amendment No. 1”) is effective as of the day of May 2013 (the “Effective Date”) between ATRICURE, INC., a Delaware corporation (the “Corporation”) and MICHAEL H. CARREL (the “Executive”).
EXPORT-IMPORT BANK SECOND LOAN MODIFICATION AGREEMENTExport-Import Bank Second Loan Modification Agreement • February 2nd, 2012 • AtriCure, Inc. • Surgical & medical instruments & apparatus
This Export-Import Bank Second Modification Agreement (this “Loan Modification Agreement”) is entered into and effective as of February 2, 2012 (the “Second Loan Modification Effective Date”), by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”) and ATRICURE, INC., a Delaware corporation with its chief executive office located at 6217 Centre Park Drive, West Chester, Ohio 45069 (“Borrower”).
ContractRoyalty Agreement • March 31st, 2006 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as [*]. A complete version of this exhibit has been filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
ATRICURE, INC. 2023 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT FOR EMPLOYEESIncentive Plan • February 16th, 2024 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Delaware
ATRICURE, INC. (the “Company”), pursuant to the 2023 Stock Incentive Plan, as it may be amended from time to time (the “Plan”), hereby irrevocably grants you (the “Participant”), on _________, 2023 (the “Grant Date”) a forfeitable Restricted Stock Unit Award (the “Restricted Unit Award”) representing the right to receive shares of Company common stock, $.001 par value per share (“Common Stock”), subject to the restrictions, terms and conditions herein.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 14th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • California
The total number of shares of all classes of stock which the Corporation has authority to issue is 63,720,615 shares, consisting of (i) 40,000,000 shares of Common Stock, par value $.0001 per share (the “Common Stock”), and (ii) 23,720,615 shares of Preferred Stock, par value $.0001 per share (the “Preferred Stock”), of which 8,293,679 shares are designated as Series A Convertible Preferred Stock (the “Series A Preferred Stock”) and 15,426,936 shares are designated as Series B Convertible Preferred Stock (the “Series B Preferred Stock”).
Technology Transfer Agreement TECHNOLOGY TRANSFER AGREEMENTService Agreement • July 7th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Ohio
This Technology Transfer Agreement (the “Agreement”) is effective May 25, 2001 (the “Effective Date”) and is between Enable Medical Corporation, a Delaware Corporation having offices at 6345 Centre Park Drive, West Chester, Ohio 45069 (“Enable”) and AtriCure, Inc., a Delaware Corporation having offices at 6033 Schumacher Park Drive, West Chester, Ohio 45069 (“AtriCure”).
SECOND LOAN MODIFICATION AGREEMENTSecond Loan Modification Agreement • February 2nd, 2012 • AtriCure, Inc. • Surgical & medical instruments & apparatus
This Second Loan Modification Agreement (this “Loan Modification Agreement”) is entered into and effective as of February 2, 2012 (the “Second Loan Modification Effective Date”), by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”) and ATRICURE, INC., a Delaware corporation with its chief executive office located at 6217 Centre Park Drive, West Chester, Ohio 45069 (“Borrower”).
FIRST LOAN MODIFICATION AGREEMENTFirst Loan Modification Agreement • March 16th, 2011 • AtriCure, Inc. • Surgical & medical instruments & apparatus
This First Modification Agreement (this “Loan Modification Agreement”) is entered into and effective as of March 15, 2011 (the “First Loan Modification Effective Date”), by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”) and ATRICURE, INC., a Delaware corporation with its chief executive office located at 6217 Centre Park Drive, West Chester, Ohio 45069 (“Borrower”).
DEVELOPMENT AND LICENSE AGREEMENTDevelopment and License Agreement • July 19th, 2005 • AtriCure, Inc. • Surgical & medical instruments & apparatus • Illinois
THIS DEVELOPMENT AND LICENSE AGREEMENT (the “Agreement”) is made as of July 15, 2005, by and between Atricure, Inc., a Delaware corporation (“Atricure”), and UST Inc., a Washington corporation (“UST”).
