Nantahala Capital Management, LLC Sample Contracts
PREFUNDED COMMON STOCK PURCHASE WARRANT Talphera, Inc.Security Agreement • April 2nd, 2025 • Nantahala Capital Management, LLC • Pharmaceutical preparations
THIS PREFUNDED 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 Talphera, 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).
JOINT FILING AGREEMENTJoint Filing Agreement • July 15th, 2020 • Nantahala Capital Management, LLC • Services-prepackaged software
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated July 15, 2020 (including amendments thereto, which shall not require any additional joint filing agreement) with respect to the Common Stock, $0. 01 par value (the “Common Stock”), of ImageWare Systems, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 17th, 2025 • Nantahala Capital Management, LLC • Biological products, (no disgnostic substances) • New York
This STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of April 10, 2025 (the “Effective Date”), by and among ROS Acquisition Offshore LP (“ROS Acquisition”), Royalty Opportunities S.àr.l (“ROS S.àr.l”) and OrbiMed Royalty Opportunities II, LP (“ORO II”) (each of ROS Acquisition, ROS S.àr.l, and ORO II, a “Seller” and collectively the “Sellers”), each of which are affiliates of OrbiMed Advisors LLC, a Delaware limited liability company, and a list of entities listed on the schedule of purchasers attached hereto as Schedule I (each a “Purchaser” and collectively, the “Purchasers”).
JOINT FILING AGREEMENTJoint Filing Agreement • September 20th, 2024 • Nantahala Capital Management, LLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock, par value $0.001 per share, of Evoke Pharma, Inc., and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13D.
JOINT FILING AGREEMENTJoint Filing Agreement • November 4th, 2010 • Nantahala Capital Management, LLC • Savings institution, federally chartered
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
JOINT FILING AGREEMENTJoint Filing Agreement • September 24th, 2024 • Nantahala Capital Management, LLC • Retail-auto dealers & gasoline stations
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock, par value $0.01 per share, of America’s Car-Mart, Inc. and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13D.
JOINT FILING AGREEMENTJoint Filing Agreement • May 10th, 2019 • Nantahala Capital Management, LLC • Retail-nonstore retailers
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated May 10, 2019 (including amendments thereto, which shall not require any additional joint filing agreement) with respect to the Common Stock, $0.0001 par value (the “Common Stock”), of FTD Companies, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • June 26th, 2018 • Nantahala Capital Management, LLC • Real estate investment trusts
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated June 26, 2018 (including amendments thereto) with respect to the Common Stock, $.01 par value, of Owens Realty Mortgage, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • September 26th, 2018 • Nantahala Capital Management, LLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated September 26, 2018 (including amendments thereto) with respect to the Common Stock, $.00001 par value (the “Common Stock”), of Akebia Therapeutics, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • May 26th, 2023 • Nantahala Capital Management, LLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock, par value $0.0001 per share, of Aytu BioPharma Inc. and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13D.
JOINT FILING AGREEMENTJoint Filing Agreement • January 23rd, 2024 • Nantahala Capital Management, LLC • Pharmaceutical preparations
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock, par value $0.001 per share, of Talphera, Inc. and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13D.
JOINT FILING AGREEMENTJoint Filing Agreement • May 3rd, 2019 • Nantahala Capital Management, LLC • Electromedical & electrotherapeutic apparatus
In accordance with Rule 13d-1(k) (1) (iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated September 26, 2018 (including amendments thereto, which shall not require any additional joint filing agreement) with respect to the Common Stock, $0.0001 par value (the “Common Stock”), of Viveve Medical, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
JOINT FILING AGREEMENTJoint Filing Agreement • April 17th, 2025 • Nantahala Capital Management, LLC • Biological products, (no disgnostic substances)
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the Common Stock, par value $0.000001 per share, of Xtant Medical Holdings, Inc., and further agree to the filing of this agreement as an Exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13D.
TALPHERA, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 3rd, 2025 • Nantahala Capital Management, LLC • Pharmaceutical preparations • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of March 31, 2025, by and between TALPHERA, 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”).