COHERUS BIOSCIENCES, INC. 11,764,706 Shares of Common Stock Underwriting AgreementCoherus BioSciences, Inc. • May 18th, 2023 • Biological products, (no disgnostic substances) • New York
Coherus BioSciences, 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 11,764,706 shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,764,705 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 to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 24th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 2014 by and between Coherus BioSciences, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
COHERUS BIOSCIENCES, INC. [—] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • March 30th, 2015 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
Coherus BioSciences, 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 [—] shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [—] 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 to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
COHERUS BIOSCIENCES, INC. COMMON STOCK SALES AGREEMENTSales Agreement • November 8th, 2022 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
Coherus BioSciences, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:
COHERUS BIOSCIENCES, INC. and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of April 17, 2020 1.500% Convertible Senior Subordinated Notes due 2026Indenture • April 17th, 2020 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
INDENTURE, dated as of April 17, 2020, between Coherus BioSciences, Inc., a Delaware corporation, as issuer (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).
Office Lease THE TOWERS @ SHORES CENTER REDWOOD CITY, CALIFORNIA Between CA- TOWERS AT SHORES CENTER LIMITED PARTNERSHIP, a Delaware limited partnership as Landlord, and BIOGENERICS, INC., a Delaware corporation as TenantOffice Lease • August 4th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • California
This Office Lease (this “Lease”), dated as of the date set forth in Section 1.1, is made by and between CA-TOWERS AT SHORES CENTER LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and BIOGENERICS, INC., a Delaware corporation (“Tenant”). The following exhibits are incorporated herein and made a part hereof: Exhibit A (Outline of Premises); Exhibit B (Work Letter); Exhibit C (Form of Confirmation Letter); Exhibit D (Rules and Regulations); Exhibit E (Judicial Reference); and Exhibit F (Additional Provisions).
LOAN AGREEMENT Dated as of January 5, 2022 among COHERUS BIOSCIENCES, INC. (as Borrower, and a Credit Party), COHERUS INTERMEDIATE CORP. and INTEKRIN THERAPEUTICS INC. (as additional Credit Parties), THE OTHER GUARANTORS SIGNATORY HERETO OR OTHERWISE...Loan Agreement • January 7th, 2022 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
THIS LOAN AGREEMENT (this “Agreement”), dated as of January 5, 2022 (the “Effective Date”) by and among COHERUS BIOSCIENCES, INC., a Delaware corporation (as “Borrower” and a Credit Party), COHERUS INTERMEDIATE CORP., a Delaware corporation (as an additional Credit Party), INTEKRIN THERAPEUTICS INC., a Delaware corporation (as an additional Credit Party), the other Guarantors signatory hereto or otherwise party hereto from time to time, as additional Credit Parties, BIOPHARMA CREDIT PLC, a public limited company incorporated under the laws of England and Wales with company number 10443190 (as the “Collateral Agent”), BPCR LIMITED PARTNERSHIP, a limited partnership established under the laws of England and Wales with registration number LP020944 (as a “Lender”) and BIOPHARMA CREDIT INVESTMENTS V (MASTER) LP, a Cayman Islands exempted limited partnership acting by its general partner, BioPharma Credit Investments V GP LLC (as a “Lender”), provides the terms on which each Lender shall mak
AMENDED AND RESTATED LICENSE AGREEMENTLicense Agreement • May 11th, 2015 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
THIS AMENDED AND RESTATED LICENSE AGREEMENT (the “Agreement”) is made and entered into as of April 10, 2015 (the “Effective Date”) among COHERUS BIOSCIENCES, INC., a Delaware corporation with a principal place of business at 201 Redwood Shores Parkway, Suite 200, Redwood City, California 94065, United States of America (“Coherus”), on the one hand, and BAXTER INTERNATIONAL, INC., a Delaware corporation with a principal place of business at 1 Baxter Parkway, Deerfield, IL 60015, United States of America (“BII”), BAXTER HEALTHCARE SA, a Swiss corporation with a principal place of business at Postfach 8010 Zurich, Switzerland (“BHSA”) and BAXTER HEALTHCARE CORPORATION, a Delaware corporation with a principal place of business at 1 Baxter Parkway, Deerfield, IL 60015, United States of America (“BHC” and, together with BII and BHSA, “Licensee”), on the other hand. Coherus and Licensee are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
SELEXIS COMMERCIAL LICENSE AGREEMENT ENTERED INTO WITH BIOGENERICS, INC.License Agreement • September 25th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Commercial License Agreement (the “Agreement”) is made effective on April 8, 2011 (the “Effective Date”), by and between SELEXIS SA, 18 chemin des Aulx, 1228 Plan-les-Ouates, Geneva, Switzerland SA (“Selexis”) and BIOGENERICS, INC. 555 Bryant Street, Ste 266, Palo Alto, CA 94301 (“COMPANY”).
CREDIT AGREEMENT Dated as of January 7, 2019 among COHERUS BIOSCIENCES, INC., as the Borrower, CERTAIN DOMESTIC SUBSIDIARIES OF THE BORROWER, as the Guarantors, HCR COLLATERAL MANAGEMENT, LLC, as the Administrative Agent and THE LENDERS FROM TIME TO...Credit Agreement • January 11th, 2019 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
This CREDIT AGREEMENT is entered into as of January 7, 2019 among COHERUS BIOSCIENCES, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and HCR COLLATERAL MANAGEMENT, LLC, as Administrative Agent.
COHERUS BIOSCIENCES, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 5th, 2017 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • California
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into as of November 30, 2017, by and between Coherus BioSciences, Inc., a Delaware corporation (the “Company”), and KBI Biopharma, Inc., a Delaware corporation (the “Investor”).
LICENSE AGREEMENT by and between BIOGENERICS, INC. and DAIICHI SANKYO COMPANY, LIMITED dated January 23rd, 2012License Agreement • October 20th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
[***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
CONFIDENTIALCoherus BioSciences, Inc. • September 25th, 2014 • Biological products, (no disgnostic substances)
[***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.
AMENDMENT #3 TO TASK ORDER #20 COHERUS Project Number: CHS-0214-04 MEDPACE Project Number: ETA304Coherus BioSciences, Inc. • October 24th, 2014 • Biological products, (no disgnostic substances)
This Amendment #3 (“Amendment #3”) to Task Order #20 effective as of November 8, 2013 (“Task Order”), is by and between Coherus Biosciences, Inc., a Delaware corporation with its principal place of business at 201 Redwood Shores Parkway, Suite 200, Redwood City, CA 94065 (“Sponsor”), and Medpace, Inc., with its principal place of business at 5375 Medpace Way, Cincinnati, Ohio 45227 (“Medpace”). This Amendment #3 shall be effective September 5, 2014.
DISTRIBUTION AGREEMENTDistribution Agreement • September 25th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
THIS DISTRIBUTION AGREEMENT (the “Agreement”) is made and entered into as of December 26, 2012 (the “Effective Date”) between COHERUS BIOSCIENCES, INC., a Delaware corporation with a principal place of business at 201 Redwood Shores Parkway, Suite 200, Redwood City, California 94065, United States of America (“Coherus”), and OROX PHARMACEUTICALS B.V., a Caraçao company with a principal place of business at Schottegatweg Oost 10, unit 1A1, Curaçao (“Distributor”). Coherus and Distributor are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDMENT #4 TO TASK ORDER #13 COHERUS Project Number: CHS-0214-02 MEDPACE Project Number: ETA302Coherus BioSciences, Inc. • September 25th, 2014 • Biological products, (no disgnostic substances)
MASTER SERVICES AGREEMENTMaster Services Agreement • September 25th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • Delaware
This Master Services Agreement (the “Agreement”), dated as of January 23, 2012 (the “Effective Date”), is between Medpace, Inc., an Ohio Corporation with a principal place of business at 5375 Medpace Way, Cincinnati, OH 45227 (“MEDPACE”) and BioGenerics, Inc., a Delaware Corporation with a principal place of business at 201 Redwood Shores Parkway, Suite 200, Redwood City, CA 94065 (“SPONSOR”). MEDPACE and SPONSOR are sometimes referred to herein individually as a “Party” and together as the “Parties”.
AMENDMENT #2 TO TASK ORDER #13 COHERUS Project Number: CHS0214-02 MEDPACE Project Number: ETA302Coherus BioSciences, Inc. • September 25th, 2014 • Biological products, (no disgnostic substances)
This Amendment #2 (“Amendment #2”) to Task Order #13 effective as of 18 October 2013 (“Task Order”), is by and between Coherus Bioscience, Inc., a Delaware corporation with its principal place of business at 201 Redwood Shores Parkway, Suite 200, Redwood City, CA 94065 (“Sponsor”), and Medpace, Inc., with its principal place of business at 5375 Medpace Way, Cincinnati, Ohio 45227 (“Medpace”). This Amendment #2 shall be effective 21 May 2014.
CONFIDENTIAL NON-EXCLUSIVE LICENSE AGREEMENT [“Cabilly Patents”]Non-Exclusive License Agreement • September 25th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • California
This Non-Exclusive License Agreement (“Agreement”) is effective as of July 10, 2013 (“Effective Date”) by and between Genentech, Inc., a corporation having its principal place of business at 1 DNA Way, South San Francisco, California 94080 (hereinafter “Genentech”) and Coherus Biosciences, Inc., a corporation having its principal place of business at 201 Redwood Shores Parkway, Suite 200, Redwood City, CA 94065 (hereinafter “Coherus”).
FIRST AMENDMENT TO LICENSE AGREEMENTLicense Agreement • September 25th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances)
THIS FIRST AMENDMENT (this “Amendment”) is made and entered into as of this 7th day of February, 2014 (the “Effective Date”) by and among Coherus Biosciences, Inc., a Delaware corporation with a principal place of business at 201 Redwood Shores Parkway, Suite 200, Redwood City, California 94065, United States of America (“Coherus”), on the one hand, and Baxter International, Inc., a Delaware corporation with a principal place of business at 1 Baxter Parkway, Deerfield, IL 60015, United States of America (“BII”), Baxter Healthcare SA, a Swiss corporation with a principal place of business at Postfach 8010 Zurich, Switzerland (“BHSA”) and Baxter Healthcare Corporation, a Delaware corporation with a principal place of business at 1 Baxter Parkway, Deerfield, IL 60015, United States of America (“BHC” and, together with BII and BHSA, “Baxter’’), on the other hand to amend the terms of that certain License Agreement between Coherus and Baxter dated August 30, 2013 (the “License Agreement”).
AMENDMENT #3 TO TASK ORDER #13 COHERUS Project Number: CHS0214-02 MEDPACE Project Number: ETA302Coherus BioSciences, Inc. • September 25th, 2014 • Biological products, (no disgnostic substances)
This Amendment #3 (“Amendment #3”) to Task Order #13 effective as of 18 October 2013 (“Task Order”), is by and between Coherus Bioscience, Inc., a Delaware corporation with its principal place of business at 201 Redwood Shores Parkway, Suite 200 Redwood City, CA 94065 (“Sponsor”), and Medpace, Inc., with its principal place of business at 5375 Medpace Way, Cincinnati, Ohio 45227 (“Medpace”). This Amendment #3 shall be effective 30 May 2014.
Certain information in this exhibit has been omitted because it is permitted to be omitted by applicable regulatory guidance. CONSENT, PARTIAL RELEASE AND THIRD AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 5th, 2024 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
This Consent, Partial Release, Third Amendment to Loan Agreement (this “Amendment”), dated as of February 5, 2024 (the “Third Amendment Effective Date”), is entered into by and among COHERUS BIOSCIENCES, INC., a Delaware corporation (as “Borrower” and a Credit Party), the Guarantors from time to time party thereto (each, a “Guarantor” and collectively, the “Guarantors”), BIOPHARMA CREDIT PLC, a public limited company incorporated under the laws of England and Wales (as the “Collateral Agent”), BPCR LIMITED PARTNERSHIP, a limited partnership established under the laws of England and Wales (as a “Lender”) and BIOPHARMA CREDIT INVESTMENTS V (MASTER) LP, a Cayman Islands exempted limited partnership acting by its general partner, BioPharma Credit Investments V GP LLC (as a “Lender”).
COHERUS BIOSCIENCES, INC. THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 4th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • Delaware
This Third Amended and Restated Investor Rights Agreement (the “Agreement”) is made as of May 9, 2014, among Coherus BioSciences, Inc., a Delaware corporation (the “Company”), and the stockholders listed on Exhibit A hereto (individually an “Investor” and collectively the “Investors”).
June 23, 2014 Doug Farrar [Redacted] Dear Doug:Coherus BioSciences, Inc. • August 4th, 2014 • Biological products, (no disgnostic substances)
This letter (the “Agreement”) confirms the details of the separation package offered to you by Coherus Biosciences, Inc. (the “Company”). Kindly sign where indicated below, and return this letter to me no earlier than June 30, 2014 and no later than July 14, 2014 to signify your agreement to the stated terms. This Agreement shall be effective as of the eighth (8th) day following your execution of it without revocation (the “Effective Date”).
SECOND AMENDMENT TO SENIOR CONVERTIBLE NOTE Purchase Agreement April 13, 2020Senior Convertible Note Purchase Agreement • April 14th, 2020 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • New York
This Amendment to Convertible Note Purchase Agreement (this “Amendment”) is entered into as of the date first written above by and among Coherus BioSciences, Inc., a Delaware corporation (the “Company”) and the undersigned holders (each a “Holder” and collectively, the “Holders”) that are parties to that certain Senior Convertible Note Purchase Agreement, dated as of February 29, 2016, by and among the Company and the holders named therein (as amended, the “Note Purchase Agreement”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Note Purchase Agreement.
FIFTH AMENDMENTFifth Amendment • December 11th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances)
THIS FIFTH AMENDMENT (this “Amendment”) is made and entered into as of December 10, 2014, by and between CA-TOWERS AT SHORES CENTER LIMITED PARTNERSHIP, a Delaware limited partnership (“Landlord”), and COHERUS BIOSCIENCES, INC., a Delaware corporation (“Tenant”).
SECOND AMENDMENTSecond Amendment • September 26th, 2016 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances)
THIS SECOND AMENDMENT (this “Amendment”) is made and entered into as of September 21, 2016, by and between HUDSON 333 TWIN DOLPHIN PLAZA, LLC, a Delaware limited liability company (“Landlord”), and COHERUS BIOSCIENCES, INC., a Delaware corporation (“Tenant”).
FIRST AMENDMENT TO LEASELease • August 4th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances)
Provided Tenant has complied with all the terms and conditions of the lease and is still in occupancy of the Premises, Tenant shall have an On Going Right of First Refusal to lease any space immediately adjacent to the Premises at the same terms and conditions of any bonafide written offer from a third party. Tenant shall have five (5) business days to notify Landlord of its intention to lease the space. If Tenant elects not to Lease such space Landlord may offer such space to third parties upon the same terms and conditions as contained in Landlord’s prior written notification to Tenant.
AGREEMENT AND PLAN OF MERGER BY AND AMONG COHERUS BIOSCIENCES, INC., COHERUS INTERMEDIATE CORP., COHERUS ACQUISITION CORP., INTEKRIN THERAPEUTICS INC., AND FORTIS ADVISORS LLC Dated as of January 8, 2014Agreement and Plan of Merger • August 4th, 2014 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of January 8, 2014, by and among COHERUS BIOSCIENCES, INC., a Delaware corporation (“Parent”), COHERUS INTERMEDIATE CORP., a Delaware corporation (“Acquisition HoldCo”), COHERUS ACQUISITION CORP., a Delaware corporation (“Acquisition Corp.”), INTEKRIN THERAPEUTICS INC., a Delaware corporation (the “Company”) and FORTIS ADVISORS LLC, a Delaware limited liability company, solely in its capacity as the Stockholders’ Representative. Certain capitalized terms used in this Agreement have the meanings ascribed to them in Article X.
WORK ORDER #1 PROTOCOL NUMBER: CHS-1420-02Coherus BioSciences, Inc. • May 11th, 2015 • Biological products, (no disgnostic substances)
This Work Order #1 is made and entered as of the 31st day of March, 2015 (the “Effective Date”) by and between Coherus BioSciences, Inc. (“Sponsor”) and [***] (“[***]”).
THIRD AMENDMENTThird Amendment • November 8th, 2019 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances)
THIS THIRD AMENDMENT (this “Amendment”) is made and entered into as of May 24, 2019, by and between HUDSON 333 TWIN DOLPHIN PLAZA, LLC, a Delaware limited liability company (“Landlord”), and COHERUS BIOSCIENCES, INC., a Delaware corporation (“Tenant”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONCoherus BioSciences, Inc. • March 4th, 2024 • Biological products, (no disgnostic substances)
As previously announced, on January 19, 2024, Coherus BioSciences, Inc., a Delaware corporation (“Coherus”), entered into a Purchase and Sale Agreement (the “Purchase Agreement”) by and between Coherus and Sandoz Inc., a Delaware corporation (“Purchaser”). On March 1, 2024, Coherus completed the previously announced divestiture of its CIMERLI® (ranibizumab-eqrn) ophthalmology franchise (“CIMERLI”) through the sale of its subsidiary, Coherus Ophthalmology LLC, to Purchaser (the “Disposition”) for upfront, all-cash consideration of $170.0 million plus an additional $17.8 million for CIMERLI product inventory and prepaid manufacturing assets. Such consideration is subject to certain adjustments that will be finalized following the closing pursuant to the Purchase Agreement.
SETTLEMENT AND LICENSE AGREEMENTSettlement and License Agreement • November 6th, 2023 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • Delaware
and existing under the laws of Delaware, having its corporate headquarters at 1 North Waukegan Road, North Chicago, Illinois 60064, on behalf of itself and its Affiliates, and AbbVie Biotechnology Ltd, a corporation organized and existing under the laws of Bermuda with a place of business at Clarendon House, 2 Church Street, Hamilton HMl 1 Bermuda (collectively and including their Affiliates, "AbbVie"); and Coherus BioSciences, Inc., a corporation organized and existing under the laws of Delaware, having a place of business at 333 Twin Dolphin Drive, Suite 600, Redwood City, CA 94065, on behalf of itself and its Affiliates (including its Affiliates, "Coherus").
Coherus BioSciences, Inc. Common Stock AMENDMENT NO. 2 TO SALES AGREEMENTSales Agreement • November 6th, 2023 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances)
Reference is made to the Sales Agreement, dated November 8, 2022, as amended by that certain Amendment No. 1 to Sales Agreement, dated May 15, 2023 (together, the “Agreement”), by and between Coherus BioSciences, Inc., a Delaware corporation (the “Company”), and Cowen and Company, LLC (“TD Cowen”). The Company and TD Cowen (collectively, the “Parties”) wish to amend the Agreement, pursuant to Section 15 of the Agreement, to increase the aggregate offering price under the Agreement (this “Amendment”). The Parties therefore hereby agree as follows:
MASTER SERVICES AGREEMENTMaster Services Agreement • May 11th, 2015 • Coherus BioSciences, Inc. • Biological products, (no disgnostic substances) • California
This Master Services Agreement (the “Agreement”) is made and entered into as of February 27, 2015 (the “Effective Date”), by and between [***], with offices at [***] (together with its Affiliates, “[***]”) and Coherus BioSciences, Inc., with offices at 201 Redwood Shores Parkway Suite 200 Redwood City, CA 94065 (“Sponsor”), both hereinafter referred to as the “Parties”.
