SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 27th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 21, 2023, between Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
NEPTUNE TECHNOLOGIES & BIORESSOURCES INC. as the Corporation and COMPUTERSHARE TRUST COMPANY OF CANADA as the Warrant Agent WARRANT INDENTURE Providing for the Issue of Warrants Dated as of April 27, 2011 _______________________________________________Neptune Technologies & Bioressources Inc. • September 22nd, 2011 • Pharmaceutical preparations • Quebec
NEPTUNE TECHNOLOGIES & BIORESSOURCES INC., a corporation governed by the laws of the Province of Quebec, incorporated under the laws of the Province of Quebec (the “Corporation”),
COMMON SHARE PURCHASE WARRANT NEPTUNE WELLNESS SOLUTIONS INC.Neptune Wellness Solutions Inc. • September 27th, 2023 • Pharmaceutical preparations • New York
THIS COMMON SHARE 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September __, 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Neptune Wellness Solutions Inc., a company incorporated under the law of the Province of Quebec (the “Company”), up to [______] common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is one of the Warrants to purchase Common Shares (the “Warrants”) issued pursuant to the Purchase Agreement (as defined below).
September 21, 2023 Neptune Wellness Solutions Inc.Neptune Wellness Solutions Inc. • September 27th, 2023 • Pharmaceutical preparations • New York
PREFUNDED COMMON SHARE PURCHASE WARRANT NEPTUNE WELLNESS SOLUTIONS INC.Neptune Wellness Solutions Inc. • September 27th, 2023 • Pharmaceutical preparations • New York
THIS PREFUNDED COMMON SHARE 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 the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”), but not thereafter, to subscribe for and purchase from Neptune Wellness Solutions Inc., a company incorporated under the law of the Province of Quebec (the “Company”), up to [______] common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is one of the Prefunded Warrants to purchase Common Shares (the “Prefunded Warrants”) issued pursuant to the Purchase Agreement (as defined below).
OPEN MARKET SALE AGREEMENTSMOpen Market Sale • March 11th, 2020 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
COMMON SHARE PURCHASE WARRANT NEPTUNE WELLNESS SOLUTIONS INC.Common Share Purchase Warrant • May 9th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
THIS COMMON SHARE 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____, 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Neptune Wellness Solutions Inc., a company incorporated under the law of the Province of Quebec (the “Company”), up to [______] common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is one of the Warrants to purchase Common Shares (the “Warrants”) issued pursuant to the Purchase Agreement (as defined below).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 7th, 2022 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 21, 2022, between Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 24th, 2022 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 21, 2022, between Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 15th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September [ ], 2023, between Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 16th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 10, 2023, between Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 28th, 2014 • Neptune Technologies & Bioressources Inc. • Pharmaceutical preparations
SHAREHOLDER RIGHTS PLAN AGREEMENT BETWEEN NEPTUNE TECHNOLOGIES AND BIORESSOURCES INC. - and - COMPUTERSHARE TRUST COMPANY OF CANADA, as Rights AgentShareholder Rights Plan Agreement • June 22nd, 2010 • Neptune Technologies & Bioressources Inc. • Pharmaceutical preparations • Quebec
NOW THEREFORE in consideration of the premises and respective agreements set forth herein, the parties hereby agree as follows:
WAIVER AND SECOND AMENDMENT TO NOTE PURCHASE AGREEMENT This WAIVER AND SECOND AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 26th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
(this “Amendment”), dated as of May 22, 2023 to be effective as of May 15, 2023 (the “Second Amendment Effective Date”), is entered into by and among Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) and domiciled in Canada (the “Company”), the Guarantors party hereto, Sprout Foods, Inc., a Delaware corporation (“Sprout”), Neptune Growth Ventures, Inc., a Delaware corporation (“NGV”), CCUR Holdings, Inc., a Delaware corporation, as collateral agent (in such capacity, “Collateral Agent”) and a Purchaser, and the other Purchasers party hereto.
TECHNOLOGY LICENSE AGREEMENT *Confidential treatment has been requested and a complete copy of this agreement has been filed with the Commission. Redacted portions are marked throughout.Technology License Agreement • August 31st, 2009 • Neptune Technologies & Bioressources Inc. • Quebec
This TECHNOLOGY LICENSE AGREEMENT (the “Agreement”) entered into this 15th day of October, 2008 (the “Effective Date”) by and between Neptune Technologies & Bioressources Inc. (“Licensor”) and Neuro Vimer Pharm Inc. renamed NeuroBioPharm Inc. (the “Company”) (Licensor and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties”). Agreement reviewed the 20 February 2009.
INVOICE PURCHASE AND SECURITY AGREEMENTInvoice Purchase and Security Agreement • January 26th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations
THIS INVOICE PURCHASE AND SECURITY AGREEMENT (“Agreement”) is made on this 23rd day of January 2023 between Sprouts Foods, Inc. dba Sprout Organics, a Delaware Corporation ("Sellers") and Alterna Capital Solutions LLC ("Purchaser").
LEAK-OUT AGREEMENTLeak-Out Agreement • November 7th, 2022 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations
This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and between Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
TECHNOLOGY LICENSE AGREEMENTTechnology License Agreement • November 23rd, 2009 • Neptune Technologies & Bioressources Inc. • Pharmaceutical preparations • Quebec
This TECHNOLOGY LICENSE AGREEMENT (the “Agreement”) entered into this 7th day of August, 2008 (the “Effective Date”) by and between Neptune Technologies & Bioressources Inc. (“Licensor”) and Acasti Pharma Inc. (the “Company”) (Licensor and the Company are sometimes referred to herein individually as a “Party” and collectively as the “Parties”). Agreement reviewed the 20 February 2009.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 13th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of January 12, 2023, by and between Neptune Wellness Solutions Inc., a Québec, Canada corporation (the “Company”), and the Persons set forth on Schedule A hereto (the “Purchasers”).
THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • April 24th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • Delaware
THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT (this “Agreement”), dated as of February 10, 2021 (the “Effective Date”), by and among, Sprout Foods, Inc., a Delaware corporation (the “Company”), Neptune Growth Ventures Inc. (“Neptune”), NH Expansion Credit Fund Holdings L.P. (“MSEC”), the other Stockholders (as defined below) listed on the signature pages hereto and any other Person that hereafter becomes a signatory hereto as a Stockholder (collectively with the Original Stockholder, the “Other Stockholders”).
Neptune and Aker BioMarine Reach Patent Infringement Settlement and License AgreementNeptune Technologies & Bioressources Inc. • December 17th, 2013 • Pharmaceutical preparations
LAVAL, Quebec, Dec. 17, 2013 (GLOBE NEWSWIRE) -- Neptune Technologies & Bioressources Inc. ("Neptune") (Nasdaq:NEPT) (TSX:NTB), Acasti Pharma Inc. ("Acasti") (Nasdaq:ACST) (TSX-V:APO), a Neptune subsidiary, and Aker BioMarine AS, Aker BioMarine Antarctic AS and Aker BioMarine Antarctic USA (collectively "AKBM") jointly announce a settlement and license agreement that will result in the dismissal of all AKBM respondents from the on-going ITC investigation brought by Neptune and Acasti, as well as the dismissal of all current lawsuits brought by Neptune against AKBM and companies in its value chain.
COMMERCIAL GUARANTY (CORPORATE GUARANTOR)Neptune Wellness Solutions Inc. • November 24th, 2023 • Pharmaceutical preparations
IN CONSIDERATION of the sum of One Dollar ($1.00), cash in hand paid, and other good and valuable consideration, as well as for the purpose of seeking to induce Alterna Capital Solutions LLC having a principal office at 2420 Lakemont Ave, Suite 350, Orlando, FL 32814 (hereinafter termed the "ACS"), to extend or continue to extend financial accommodations to Biodroga Nutraceuticals Inc. (hereinafter termed the "Principal"), Neptune Wellness Solutons Inc., a Canadian corporation (hereinafter termed the "Guarantor") (if more than one, each of them jointly and severally) does hereby absolutely and unconditionally guarantee to said ACS and to its endorsers, transferees, successors or assigns of either this guaranty or any of the obligations secured hereunder, the prompt payment and performance, according to their respective terms, of all Liabilities (as hereinafter defined) of the Principal to the ACS.
EMPLOYMENT AGREEMENTEmployment Agreement • January 28th, 2022 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of August 10, 2021 between Neptune Holdings USA Inc., a Delaware corporation (“Employer”) and Neptune Solutions Bien-Etre Inc. (in English, Neptune Wellness Solutions Inc.) (the “Company”), and John S. Wirt (the “Employee”) (collectively referred to as the “Parties”).
WARRANT TO PURCHASE COMMON SHARES OF NEPTUNE WELLNESS SOLUTIONS INC.Neptune Wellness Solutions Inc. • November 13th, 2023 • Pharmaceutical preparations • New York
This is to Certify That, FOR VALUE RECEIVED, NH Expansion Credit Fund Holdings LP, or its assigns (“Holder”), is entitled to purchase, subject to the provisions of this Warrant, from Neptune Wellness Solutions Inc., a Quebec corporation (the “Company”), 92,495 shares of fully paid, validly issued and nonassessable common shares of the Company (“Common Shares”) at an exercise price of $0.01 per share. The number of shares of Common Shares to be received upon the exercise of this Warrant and the price to be paid for each share of Common Shares may be adjusted from time to time as hereinafter set forth. The shares of Common Shares deliverable upon such exercise, and as adjusted from time to time pursuant to Section (g) hereof or as otherwise provided herein, are hereinafter sometimes referred to as “Warrant Shares” and the exercise price per share of Common Shares acquirable upon exercise hereof as in effect at any time and as adjusted from time to time is hereinafter sometimes referred t
EMPLOYMENT AGREEMENTEmployment Agreement • June 14th, 2022 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • Florida
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of June 13, 2022 between Neptune Holdings USA Inc., a Delaware corporation (“Employer”) and Neptune Solutions Bien-Etre Inc. (in English, Neptune Wellness Solutions Inc.) (the “Company”), and Ray Silcock (the “Employee”) (collectively referred to as the “Parties”).
INVOICE PURCHASE AND SALE AGREEMENTInvoice Purchase and Sale Agreement • November 24th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations
THIS INVOICE PURCHASE AND SALE AGREEMENT (“Agreement”) is made on this 8th day of November 2023 between Biodroga Nutraceuticals Inc., a Canadian Corporation ("Seller"), and Alterna Capital Solutions LLC, a Florida limited liability company ("Purchaser").
AMENDMENT TO THE INVOICE PURCHASE AND SECURITY AGREEMENTInvoice Purchase and Security Agreement • May 10th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations
THIS AMENDMENT TO THE INVOICE PURCHASE AND SECURITY AGREEMENT (“Amendment”) is made and entered into this 21st day of April 2023, by and among Sprout Foods, Inc. dba Sprout Organics, a Delaware corporation, (collectively, “Seller”) and Alterna Capital Solutions, LLC (“Purchaser”).
AMENDED AND RESTATED PROCESSING AGREEMENTProcessing Agreement • January 3rd, 2020 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • Ontario
NEPTUNE WELLNESS SOLUTIONS INC. (f/k/a NEPTUNE TECHNOLOGIES & BIORESSOURCES INC.), a corporation existing under the laws of the Province of Quebec (“Neptune”)
ContractNeptune Wellness Solutions Inc. • July 29th, 2022 • Pharmaceutical preparations
RESTRUCTURING AGREEMENTRestructuring Agreement • November 13th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • Delaware
This RESTRUCTURING AGREEMENT (this “Agreement”), dated as of November 3, 2023 is entered into by and among NH Expansion Credit Fund Holdings LP (“MSEC”), Neptune Growth Ventures, Inc., a Delaware corporation (“NGV”), Neptune Wellness Solutions Inc., a Quebec corporation (“Neptune”) and Sprout Foods, Inc., a Delaware corporation (the “Company”).
OPTION AGREEMENTOption Agreement • January 28th, 2022 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations
WHEREAS the Corporation adopted the Plan for the purpose of providing the Corporation with a share- related mechanism to attract, retain and motivate qualified Directors, Employees and Consultants of the Corporation, or any other Subsidiary of the Corporation, to reward such of those Directors, Employees and Consultants as may be granted Options under the Plan by the Board from time to time for their contributions toward the long term goals and success of the Corporation and to enable and encourage such Directors, Employees and Consultants to acquire Shares as long term investments and proprietary interests in the Corporation;
Neptune and BlueOcean Sign Licensing AgreementLicensing Agreement • October 20th, 2014 • Neptune Technologies & Bioressources Inc. • Pharmaceutical preparations
LAVAL, Quebec, Oct. 20, 2014 (GLOBE NEWSWIRE) -- Neptune Technologies & Bioressources Inc. ("Neptune") (Nasdaq:NEPT) (TSX:NTB), announces the signing of an exclusive world-wide, royalty-bearing, non-transferable, License Agreement ("License") with BlueOcean Nutrascience Inc. ("BlueOcean") under Neptune's composition and extraction patents covering the production and sale of marine derived oil products containing phospholipids. The License allows BlueOcean and its shrimp joint venture affiliate to produce and sell shrimp oil products extracted from three species of North Atlantic cold water shrimp (Pandalus borealis, Pandalus montagui, and Pandalus jordani) in the nutraceutical, dietary ingredients, natural health products, functional food and food supplements markets. The medical food, drugs and drug product markets are not included.
INVENTORY FINANCE RIDER TO INVOICE PURCHASE AND SALE AGREEMENTInvoice Purchase and Sale Agreement • November 24th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations
made as of this 8th day of November 2023, by and between Alterna Capital Solutions LLC, a Florida limited liability company (“Purchaser”) and Biodroga Nutraceuticals inc., a Canadian corporation (“Seller”) (collectively, Seller and Purchaser as “Parties”).
THIRD AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 15th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations • New York
This THIRD AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated as of September 8, 2023 (the “Third Amendment Effective Date”), is entered into by and among Neptune Wellness Solutions Inc., a corporation incorporated under the Business Corporations Act (Québec) and domiciled in Canada (the “Company”), Neptune Growth Ventures, Inc., a Delaware corporation (“NGV”), Sprout Foods, Inc., a Delaware corporation (“Sprout”), CCUR Holdings, Inc., a Delaware corporation, as collateral agent (in such capacity, “Collateral Agent”) and a Purchaser, and the other Purchasers party hereto.
COMMERCIAL GUARANTY (CORPORATE GUARANTOR)Commercial Guaranty • January 26th, 2023 • Neptune Wellness Solutions Inc. • Pharmaceutical preparations
IN CONSIDERATION of the sum of One Dollar ($1.00), cash in hand paid, and other good and valuable consideration, as well as for the purpose of seeking to induce Alterna Capital Solutions LLC having a principal office at 2420 Lakemont Ave, Suite 350, Orlando, FL 32814 (hereinafter termed the "ACS"), to extend or continue to extend financial accommodations to Sprout Foods, Inc. (hereinafter termed the "Principal"), Neptune Wellness Solutions Inc. (hereinafter termed the "Guarantor") (if more than one, each of them jointly and severally) does hereby absolutely and unconditionally guarantee to said ACS and to its endorsers, transferees, successors or assigns of either this guaranty or any of the obligations secured hereunder, the prompt payment when due and performance, according to their respective terms, of all Liabilities (as hereinafter defined) of the Principal to the ACS.
