ZOGENIX, INC. 8,520,000 Shares Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 4th, 2020 • Zogenix, Inc. • Pharmaceutical preparations • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 27th, 2010 • Zogenix, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”) is effective as of , 20[ ] by and between Zogenix, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
ZOGENIX, INC. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementZogenix, Inc. • May 10th, 2016 • Pharmaceutical preparations • New York
Zogenix, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
ContractZogenix, Inc. • December 31st, 2014 • Pharmaceutical preparations • California
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 AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 31st, 2014 • Zogenix, Inc. • Pharmaceutical preparations
THIS LOAN AND SECURITY AGREEMENT (as the same may from time to time be amended, modified, supplemented or restated, this “Agreement”) dated as of December 30, 2014 (the “Effective Date”) among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (together with its successors and assigns in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 hereof or otherwise a party hereto from time to time including Oxford in its capacity as a Lender and SILICON VALLEY BANK, a California corporation with an office located at 3003 Tasman Drive, Santa Clara, CA 95054 (“Bank” or “SVB”) (each a “Lender” and collectively, the “Lenders”), and ZOGENIX, INC., a Delaware corporation with offices located at 12400 High Bluff Drive, Suite 650, San Diego, California 92130 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lend
ZOGENIX, INC. and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of September 28, 2020 2.75% Convertible Senior Notes due 2027Indenture • September 28th, 2020 • Zogenix, Inc. • Pharmaceutical preparations • New York
INDENTURE, dated as of September 28, 2020, between Zogenix, Inc., a Delaware corporation, as issuer (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 7th, 2014 • Zogenix, Inc. • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zogenix, Inc., a Delaware corporation (the “Company”), and Bradley Stuart Galer, M.D. (“Executive”), and shall be effective as of December 17th, 2013 (the “Effective Date”).
ContractZogenix, Inc. • December 31st, 2014 • Pharmaceutical preparations • California
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 AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
ContractZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations • New York
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.
ZOGENIX, INC. 26,666,667 Shares Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 6th, 2013 • Zogenix, Inc. • Pharmaceutical preparations • New York
Zogenix, Inc., a Delaware corporation (the “Company”), confirms its agreement with Stifel, Nicolaus & Company, Incorporated (“Stifel”), Leerink Swann LLC (“Leerink”) and each of the other Underwriters named in Schedule I hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Stifel and Leerink are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company of 26,666,667 shares (the “Initial Securities”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of Initial Securities set forth in said Schedule I hereto, and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of the 4,000,000 addi
WARRANT AGREEMENTWarrant Agreement • July 25th, 2012 • Zogenix, Inc. • Pharmaceutical preparations • New York
THIS WARRANT AGREEMENT is dated July 27, 2012, between Zogenix, Inc., a Delaware corporation (the “Company”) and the American Stock Transfer & Trust Company, LLC, acting as warrant agent (the “Warrant Agent”).
WARRANT TO PURCHASE 200,000 SHARES OF SERIES A PREFERRED STOCKZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations • New York
THIS CERTIFIES THAT, for value received, General Electric Capital Corporation (“Holder”) is entitled to subscribe for and purchase Two Hundred Thousand (200,000) shares of fully paid and nonassessable Series A Preferred Stock of Zogenix, Inc., a Delaware corporation (the “Company”), at the Warrant Price (as hereinafter defined), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein, the term “Preferred Stock” shall mean Company’s presently authorized Series A Preferred Stock and any stock into which such Preferred Stock may hereafter be converted or exchanged and the term “Warrant Shares” shall mean the shares of Preferred Stock which Holder may acquire pursuant to this Warrant and any other shares of stock into which such shares of Preferred Stock may hereafter be converted or exchanged.
EMPLOYMENT AGREEMENTEmployment Agreement • May 4th, 2017 • Zogenix, Inc. • Pharmaceutical preparations • California
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Zogenix, Inc., a Delaware corporation (the “Company”), and Michael Smith (“Executive”), and shall be effective as of January 16, 2017 (the “Effective Date”).
WARRANT TO PURCHASE SHARES OF PREFERRED STOCK of ZOGENIX, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWAREZogenix, Inc. • September 3rd, 2010 • Pharmaceutical preparations • Delaware
The term “Qualified Equity Financing” shall mean an equity financing led by at least one new investor after the date hereof and prior to the Maturity Date which results in aggregate gross proceeds to the Company of at least Fifteen Million Dollars ($15,000,000), excluding the conversion of the Notes (as such term is defined in the Purchase Agreement), and in which investors purchase shares of the Company’s Preferred Stock or other equity securities.
ASSET PURCHASE AGREEMENT By and between PERNIX IRELAND LIMITED and ZOGENIX, INC. Dated as of March 10, 2015Asset Purchase Agreement • August 18th, 2015 • Zogenix, Inc. • Pharmaceutical preparations • Delaware
This Asset Purchase Agreement (this “Agreement”) is made and executed as of March 10, 2015 (the “Execution Date”), by and among Zogenix, Inc., a Delaware corporation (“Seller”), Pernix Ireland Limited, an Irish corporation (“Purchaser”), and, solely with respect to Sections 5.9.2, 10.2 and 10.14, Pernix Therapeutics Holdings, Inc., a Maryland corporation (“Guarantor”). Seller and Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ZOGENIX, INC. 4,750,000 Shares Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 30th, 2015 • Zogenix, Inc. • Pharmaceutical preparations • New York
Zogenix, Inc., a Delaware corporation (the “Company”), confirms its agreement with Leerink Partners LLC (“Leerink”), Stifel, Nicolaus & Company, Incorporated (“Stifel”) and each of the other Underwriters named in Schedule I hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Leerink and Stifel are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company of 4,750,000 shares (the “Initial Securities”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of Initial Securities set forth in said Schedule I hereto, and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of the 712,500 addi
LEASE BETWEEN EMERY STATION WEST, LLC (LANDLORD) AND ZOGENIX, INC. (TENANT) EmeryStation West Emeryville, CaliforniaWork Agreement • February 28th, 2019 • Zogenix, Inc. • Pharmaceutical preparations • California
ZOGENIX, INC. THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT December 2, 2009Investors’ Rights Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
This Third Amended and Restated Investors’ Rights Agreement (this “Agreement”) is made as of December 2, 2009, by and among Zogenix, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on Exhibit A hereto. Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
SUPPLY AGREEMENTSupply Agreement • September 3rd, 2010 • Zogenix, Inc. • Pharmaceutical preparations
THIS SUPPLY AGREEMENT (the “Agreement”), is made and entered into effective as of this 29th day of September, 2004, by and among Dr. Reddy’s Laboratories, Inc., a New Jersey corporation having its principal place of business at 200 Somerset Corporate Boulevard, 7th Floor., Bridgewater, New Jersey 08807 and Dr. Reddy’s Laboratories Limited, a corporation organized under the laws of India, having its principal place of business at 7-1-27 Ameerpet, Hyderabad - 500 016, India (collectively “Reddy”, and Aradigm Corporation, a California corporation having its principal place of business at 3929 Point Eden Way, Hayward, CA 94545 (“Aradigm”).
ZOGENIX, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 1st, 2022 • Zogenix, Inc. • Pharmaceutical preparations • California
Zogenix, Inc., a Delaware corporation (the “Company”), pursuant to its 2021 Employment Inducement Equity Incentive Award Plan (as amended, the “Plan”), hereby grants to the individual listed below (“Participant”), an award of restricted stock units (“Restricted Stock Units” or “RSUs”) with respect to the number of shares of the Company’s common stock (the “Shares”) listed below. This award for Restricted Stock Units (this “Award”) is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Unit Award Agreement attached hereto as Exhibit A (the “Restricted Stock Unit Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Unit Agreement.
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.Agreement • December 23rd, 2014 • Zogenix, Inc. • Pharmaceutical preparations
MASTER LOAN AND SECURITY AGREEMENTSecurity Agreement • June 18th, 2008 • Zogenix Inc • Pharmaceutical preparations • England
THIS MASTER LOAN AND SECURITY AGREEMENT, dated as of March 5, 2007, (this "Agreement"), between General Electric Capital Corporation (together with its successors and assigns, if any, "Secured Party") and ZOGENIX, INC. ("Debtor"). Secured Party has an office at 83 Wooster Heights Road, Danbury, CT 06810. Debtor is a corporation organized and existing under the laws of the State of Delaware (the "State"). Debtor's mailing address and chief place of business is 12760 High Bluff Drive, Suite 130, San Diego, CA 92130.
ContractAsset Purchase Agreement • June 18th, 2008 • Zogenix Inc • Pharmaceutical preparations • California
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
ContractDistribution Agreement • October 27th, 2010 • Zogenix, Inc. • Pharmaceutical preparations • England
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
ContractDistribution Agreement • June 18th, 2008 • Zogenix Inc • Pharmaceutical preparations • England
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
CERTAIN INFORMATION (INDICATED BY ASTERISKS) HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. AGREEMENT AND PLAN OF MERGER BY AND AMONG ZOGENIX, INC. XENA...Agreement and Plan of Merger • August 26th, 2019 • Zogenix, Inc. • Pharmaceutical preparations • Delaware
This Agreement and Plan of Merger (this “Agreement”) dated as of August 23 2019, is made by and among Zogenix, Inc., a Delaware corporation (“Buyer”), Xena Merger Sub, Inc., a Delaware corporation (“Merger Sub”), a Delaware corporation and wholly-owned subsidiary of Buyer, Modis Therapeutics, Inc., a Delaware corporation (the “Company”) and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Shareholders’ Representative.
GENERAL RELEASE OF CLAIMSEmployment Agreement • October 12th, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
This General Release of Claims (“Release”) is entered into as of this 26th day of February, 2010, between David W. Nassif, J.D. (“Executive”), and Zogenix, Inc., a Delaware corporation (the “Company”) (collectively referred to herein as the “Parties”).
ZOGENIX, INC. 12,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 7th, 2011 • Zogenix, Inc. • Pharmaceutical preparations • New York
Zogenix, Inc., a Delaware corporation (the “Company”), confirms its agreement with Leerink Swann LLC (“Leerink”), Wells Fargo Securities, LLC (“Wells Fargo”) and each of the other Underwriters named in Exhibit A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Leerink and Wells Fargo are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company of 12,000,000 shares (the “Initial Securities”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of Initial Securities set forth in said Exhibit A hereto, and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of the 1,800,000 additiona
ZOGENIX, INC. GLOBAL RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AWARD AGREEMENT FOR PARTICIPANTS OUTSIDE OF THE UNITED STATESRestricted Stock Unit Award Agreement • February 1st, 2022 • Zogenix, Inc. • Pharmaceutical preparations • California
Zogenix, Inc., a Delaware corporation (the “Company”), pursuant to its 2010 Equity Incentive Award Plan (as amended, the “Plan”), hereby grants to the individual listed below (“Participant”), an award of restricted stock units (“Restricted Stock Units” or “RSUs”) with respect to the number of shares of the Company’s common stock (the “Shares”) listed below. This award for Restricted Stock Units (this “Award”) is subject to all of the terms and conditions as set forth herein and in the Global Restricted Stock Unit Award Agreement attached hereto as Exhibit A (including any additional terms and conditions for Participant’s country included in the appendix attached hereto) (the “Global Restricted Stock Unit Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Global Restricted Stock Unit Agreement.
ZOGENIX, INC. Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 12th, 2010 • Zogenix, Inc. • Pharmaceutical preparations • New York
ContractZogenix, Inc. • August 12th, 2011 • Pharmaceutical preparations • California
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.
AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 28th, 2015 • Zogenix, Inc. • Pharmaceutical preparations
THIS AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made as of April 23, 2015, by and among Zogenix, Inc., a Delaware corporation (“Seller”), Pernix Ireland Limited, an Irish corporation (“Purchaser”), and Pernix Therapeutics Holdings, Inc., a Maryland corporation (“Guarantor”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement (as defined below).
ContractAgreement • June 18th, 2008 • Zogenix Inc • Pharmaceutical preparations • New York
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
ASSET PURCHASE AGREEMENT BY AND BETWEEN ARADIGM CORPORATION. AND SJ2 THERAPEUTICS, INC. Dated as of August 25, 2006Asset Purchase Agreement • October 27th, 2010 • Zogenix, Inc. • Pharmaceutical preparations • California
THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of August 25, 2006 by and between Aradigm Corporation, a California corporation (“Aradigm”), and SJ2 Therapeutics, Inc., a Delaware corporation (“Purchaser”). Aradigm and Purchaser are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractPromotion Agreement • October 27th, 2010 • Zogenix, Inc. • Pharmaceutical preparations • New York
CERTAIN MATERIAL (INDICATED BY AN ASTERISK) HAS BEEN OMITTED FROM THIS DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
