SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 28th, 2023 • Trevena Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 27, 2023, between Trevena, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 28th, 2023 • Trevena Inc • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 27, 2023, by and between Trevena, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT Trevena, Inc.Trevena Inc • December 28th, 2023 • Pharmaceutical preparations
THIS PRE-FUNDED 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 the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
COMMON STOCK PURCHASE WARRANT trevena, inc.Common Stock Purchase Warrant • August 1st, 2022 • Trevena Inc • Pharmaceutical preparations
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 the later of the Reverse Stock Split Amendment Date and January ___, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January ___, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, 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).
TREVENA, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of ___________, 20___ Debt SecuritiesIndenture • December 1st, 2023 • Trevena Inc • Pharmaceutical preparations • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 18th, 2022 • Trevena Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 16, 2022, between Trevena, 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”).
TREVENA, INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Warrant Agreement • April 3rd, 2015 • Trevena Inc • Pharmaceutical preparations • New York
PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TREVENA, INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT TREVENA, INC.Trevena Inc • February 1st, 2019 • Pharmaceutical preparations
THIS PLACEMENT AGENT 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 29, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “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). This Warrant is being issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of January 28, 2019.
TREVENA, INC. and , AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Common Stock Warrant Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TREVENA, INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
TREVENA, INC. UP TO $50,000,000 OF SHARES COMMON STOCK SALES AGREEMENTSales Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
Trevena, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
Trevena, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2015 • Trevena Inc • Pharmaceutical preparations • New York
JEFFERIES LLC COWEN AND COMPANY, LLC BARCLAYS CAPITAL INC., As Representatives of the several Underwriters named in Schedule I attached hereto,
INDEMNITY AGREEMENTIndemnity Agreement • October 29th, 2013 • Trevena Inc • Pharmaceutical preparations • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) dated as of , 201_, is made by and between TREVENA, INC., a Delaware corporation (the “Company”), and (the “Indemnitee”).
TREVENA, INC. and , AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF [ ], 20Debt Securities Warrant Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of between TREVENA, INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
STRICTLY CONFIDENTIAL Trevena, Inc.Letter Agreement • February 1st, 2019 • Trevena Inc • Pharmaceutical preparations • New York
TREVENA, INC. AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Delaware
THIS AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of May 3, 2013, by and among TREVENA, INC. f/k/a Parallax Therapeutics, Inc., a Delaware corporation (the “Company”) and the investors listed on EXHIBIT A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”
TREVENA, INC. AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • May 7th, 2020 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
This Amended and Restated Employment Agreement (the “Agreement”) is entered into as of May 1, 2020 (the “Effective Date”) by and between Trevena, Inc. (the “Company”), a Delaware corporation, and Carrie L. Bourdow (“Executive”).
COMMON STOCK PURCHASE WARRANT TREVENA, INC.Trevena Inc • December 28th, 2023 • Pharmaceutical preparations
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 the Stockholder Approval Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the five (5) year anniversary of the Initial Exercise Date of this Warrant, provided that, if such date is not a Trading Day, the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
TREVENA, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 13th, 2020 • Trevena Inc • Pharmaceutical preparations • New York
Trevena, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 21,739,131 shares (the “Firm Shares”) of its common stock, par value $0.001 per share (the “Common Stock”). The Company also proposes to issue and sell to the several Underwriters up to an additional 3,260,869 shares (the “Additional Shares”) of Common Stock at the option of the Underwriters as provided in Section 2(c) below. The Firm Shares and any Additional Shares purchased by the Underwriters are referred to herein as the “Shares.” Guggenheim Securities, LLC (“Guggenheim Securities”) is acting as representative (the “Representative”) of the several Underwriters in connection with the offering and sale of the Shares contemplated herein (the “Offering”).
COMMON STOCK PURCHASE WARRANT Trevena, Inc.Common Stock Purchase Warrant • November 18th, 2022 • Trevena Inc • Pharmaceutical preparations • New York
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 the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 18, 2027(the “Termination Date”) but not thereafter, to subscribe for and purchase from Trevena, 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).
TREVENA, INC. and , AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF [ ], 20Warrant Agreement • June 15th, 2018 • Trevena Inc • Pharmaceutical preparations • New York
PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of between TREVENA, INC., a Delaware corporation (the “Company”), and , a [corporation] [national banking association] organized and existing under the laws of and having a corporate trust office in , as warrant agent (the “Warrant Agent”).
COMMON STOCK SALES AGREEMENTCommon Stock • April 17th, 2019 • Trevena Inc • Pharmaceutical preparations • New York
Trevena, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (“HCW”), as follows:
TREVENA, INC. EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 6th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
This Agreement is entered into as of February 19, 2008 (the “Effective Date”) by and between Trevena, Inc. (the “Company”), a Delaware corporation, and Michael Lark (“Executive”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 22nd, 2014 • Trevena 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 September 19, 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 (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 SQUARE 1 BANK, a North Carolina banking corporation with an office located at 406 Blackwell Street, Suite 240, Durham, NC 27701 (“Bank” or “Square 1”) (each a “Lender” and collectively, the “Lenders”), and TREVENA, INC., a Delaware corporation, with offices located at 1018 West 8th Avenue, Suite A, King of Prussia, PA 19406 (“Borrower”), provides the terms on which the Lenders shall lend to Borrower and Borrower shall repay the Lenders. The parties agree as
LOAN AGREEMENT dated as of March 30, 2022 by and between R-Bridge Investment Four Pte. Ltd., as Lender, and TREVENA SPV2 LLC, as BorrowerLoan Agreement • May 11th, 2022 • Trevena Inc • Pharmaceutical preparations • New York
This LOAN AGREEMENT (this “Agreement”) dated as of March 30, 2022, is entered into by and between R-Bridge Investment Four Pte. Ltd., a Singapore private company limited by shares, as lender (“Lender”), and Trevena SPV2 LLC, a Delaware limited liability company, as borrower (“Borrower”). Capitalized terms not otherwise defined herein shall have the meanings set forth in, or by reference in, Article I below.
ContractTrevena Inc • October 9th, 2013 • 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 ANY APPLICABLE STATE SECURITIES LAWS, AND, EXCEPT PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS, OR PURSUANT TO RULE 144 OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.
SECOND AMENDMENT TO COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
THIS SECOND AMENDMENT TO COMMERCIAL LEASE AGREEMENT (the “Second Amendment”) is made as of the 3rd day of July 2013 by and between PIOS GRANDE KOP BUSINESS CENTER, L.P., a Delaware limited partnership, successor-in-interest to KOPBC, L.P. (“Landlord”), and TREVENA, INC., a Delaware corporation (“Tenant”).
License Agreement between Trevena, Inc. and Forest Laboratories Holdings Limited Dated as of May 3, 2013License Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • New York
This License Agreement (this “Agreement”) is made and entered into as of May 3, 2013 (the “Execution Date”) by and between Trevena, Inc., a Delaware corporation having its place of business at 1018 West 8th Avenue, Suite A, King of Prussia, Pennsylvania (“Trevena”), and Forest Laboratories Holdings Limited, a corporation organized under the laws of the Republic of Ireland, having a business address at Cumberland House, 9th Floor, 1 Victoria Street, Hamilton HM11, Bermuda, an indirect, wholly owned subsidiary of Forest Laboratories, Inc. (“Forest”). Trevena and Forest are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
ContractTrevena Inc • October 9th, 2013 • 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.
COMMERCIAL LEASE AGREEMENT KING OF PRUSSIA BUSINESS CENTERCommercial Lease Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
THIS LEASE is made and entered into as of this 4th day of August in the year 2008 by and between KOPBC, L.P., a Pennsylvania limited partnership (“Landlord”) and TREVENA, INC., a Delaware corporation (“Tenant”).
TREVENA, INC. 2008 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)Equity Incentive Plan • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Stock Option Agreement, Trevena, Inc. (the “Company”) has granted you an option under its 2008 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.
ContractContribution and Servicing Agreement • May 11th, 2022 • Trevena Inc • Pharmaceutical preparations • New York
CERTAIN CONFIDENTIAL INFORMATION IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.
FIRST AMENDMENT TO COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • Pennsylvania
THIS FIRST AMENDMENT TO COMMERCIAL LEASE AGREEMENT (this “Amendment”) is made as of the 8th day of December, 2008 (the “Effective Date”), by and between KOPBC, L.P. (“Landlord) and TREVENA, INC. (“Tenant”).
Option Agreement between Trevena, Inc. and Forest Laboratories Holdings Limited Dated as of May 3, 2013Option Agreement • October 9th, 2013 • Trevena Inc • Pharmaceutical preparations • New York
This Option Agreement (this “Agreement”) is made and entered into as of May 3, 2013 (the “Option Execution Date”) by and between Forest Laboratories Holdings Limited, a corporation organized under the laws of the Republic of Ireland, having a business address at Cumberland House, 9th Floor, 1 Victoria Street, Hamilton HM11, Bermuda, an indirect, wholly owned subsidiary of Forest Laboratories, Inc. (“Forest”) and Trevena, Inc., a Delaware corporation having its place of business at 1018 West 8th Avenue, Suite A, King of Prussia, Pennsylvania, 19406 (“Trevena”). Forest and Trevena are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
DEVELOPMENT AND SUPPLY AGREEMENTDevelopment and Supply Agreement • December 9th, 2019 • Trevena Inc • Pharmaceutical preparations
This Second Amendment (“2nd Amendment”) is made as of this 2nd day of December 2019 (the “Amendment Effective Date”) is between Trevena, Inc. (“Trevena”) and the Pfizer Centreone Group of Pfizer Inc. (“Pfizer”).
FOURTH AMENDMENT AND CONSENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 8th, 2018 • Trevena Inc • Pharmaceutical preparations
This FOURTH AMENDMENT AND CONSENT to Loan and Security Agreement (this “Amendment”) is entered into as of October 11, 2018, by and between OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“Oxford”), as collateral agent (in such capacity, “Collateral Agent”), the Lenders listed on Schedule 1.1 of the Loan Agreement (as defined below) or otherwise party thereto from time to time including Oxford in its capacity as a Lender and PACIFIC WESTERN BANK, a California state chartered bank with an office located at 406 Blackwell Street, Suite 240, Durham, NC 27701 (each a “Lender” and collectively, the “Lenders”), and TREVENA, INC., a Delaware corporation, with offices located at 955 Chesterbrook Boulevard, Suite 110, Chesterbrook, PA 19087 (“Borrower”).
