Helius Medical Technologies, Inc. Sample Contracts
SERIES [C/D] COMMON STOCK PURCHASE WARRANT helius medical technologies, inc.Security Agreement • January 24th, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS SERIES [C/D] 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 date that is the ___1 anniversary of the Initial Exercise Date, provided that, if such date is not a Trading Day, the date that is the immediately following Trading Day (the “Termination Date”) but not thereafter, to subscribe for and purchase from Helius Medical Technologies, 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).
COMMON STOCK PURCHASE WARRANT HELIUS MEDICAL TECHNOLOGIES, INC.Common Stock Purchase Warrant • May 23rd, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____, 20271 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Helius Medical Technologies, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 23rd, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May ____, 2025, between Helius Medical Technologies, 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”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 25th, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of April 24, 2025, between Helius Medical Technologies, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).
HELIUS MEDICAL TECHNOLOGIES, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20_____ Debt SecuritiesIndenture • March 10th, 2023 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS INDENTURE, dated as of [●], 20___, between Helius Meidcal Technologies, Inc., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
HELIUS MEDICAL TECHNOLOGIES, INC. Class A Common Stock ($0.001 par value per share) Sales AgreementSales Agreement • June 23rd, 2023 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
Helius Medical Technologies, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Roth Capital Partners, LLC (the “Agent”), as follows:
FORM OF SERIES B COMMON STOCK PURCHASE WARRANT HELIUS MEDICAL TECHNOLOGIES, INC.Warrant Agreement • May 9th, 2024 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS SERIES B 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 May 9, 2024 (the “Initial Exercise Date”) and on or prior to the earlier of (i) 5:00 p.m. (New York City time) on May 9, 2025 and (ii) the Redemption Date (as hereinafter defined) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Helius Medical Technologies, 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).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT HELIUS MEDICAL TECHNOLOGIES, INC.Pre-Funded Common Stock Purchase Warrant • May 23rd, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Helius Medical Technologies, 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).
HELIUS MEDICAL TECHNOLOGIES, INC. AND _____________, AS WARRANT AGENT FORM OF PREFERRED STOCK WARRANT AGREEMENT DATED AS OF ______________ HELIUS MEDICAL TECHNOLOGIES, INC. FORM OF PREFERRED STOCK WARRANT AGREEMENTPreferred Stock Warrant Agreement • March 10th, 2023 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS PREFERRED STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [●], between Helius Medical Technologies, 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”).
HELIUS MEDICAL TECHNOLOGIES, INC. AND __________, AS WARRANT AGENT FORM OF COMMON STOCK WARRANT AGREEMENT DATED AS OF _____________ HELIUS MEDICAL TECHNOLOGIES, INC. FORM OF COMMON STOCK WARRANT AGREEMENTCommon Stock Warrant Agreement • March 10th, 2023 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS COMMON STOCK WARRANT AGREEMENT(this “Agreement”), dated as of [●], between Helius Medical Technologies, 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 AGENCY AGREEMENT May [·], 2025Placement Agency Agreement • May 23rd, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
Helius Medical Technologies, Inc. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Warrant Agent Warrant Agency Agreement Dated as of ________, 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • July 27th, 2022 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of _________, 2022 (“Agreement”), between Helius Medical Technologies, Inc.,, a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Warrant Agent”).
AT THE MARKET OFFERING AGREEMENTAt the Market Offering Agreement • January 27th, 2020 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
Helius Medical Technologies, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
1,204,375 SHARES of Common Stock HELIUS MEDICAL TECHNOLOGIES, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 12th, 2021 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, Helius Medical Technologies, Inc., a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters, if any (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
HELIUS MEDICAL TECHNOLOGIES, INC. and COMPUTERSHARE TRUST COMPANY OF CANADA WARRANT INDENTURE Providing for the Issue of Warrants Dated as of April [•], 2018Warrant Indenture • April 12th, 2018 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
COMPUTERSHARE TRUST COMPANY OF CANADA, a trust company existing under the laws of Canada and authorized to carry on business in all provinces of Canada,
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT HELIUS MEDICAL TECHNOLOGIES, INC.Placement Agent Common Stock Purchase Warrant • May 23rd, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
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 _____, 20271 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Helius Medical Technologies, 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). This Warrant is being issued pursuant to the Placement Agency Agreement (as defined below).
HELIUS MEDICAL TECHNOLOGIES, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20 Debt SecuritiesIndenture • January 27th, 2020 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
PURCHASE AGREEMENTPurchase Agreement • September 2nd, 2021 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
PURCHASE AGREEMENT (the “Agreement”), dated as of September 1, 2021, by and between HELIUS MEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
HELIUS MEDICAL TECHNOLOGIES, INC. and , AS WARRANT AGENT FORM OF CLASS A COMMON STOCK WARRANT AGREEMENT DATED AS OFWarrant Agreement • January 27th, 2020 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
CLASS A COMMON STOCK WARRANT AGREEMENT (this “Agreement”), dated as of [ ] between HELIUS MEDICAL TECHNOLOGIES, 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”).
HELIUS MEDICAL TECHNOLOGIES, INC. AND ___________, AS WARRANT AGENT FORM OF DEBT SECURITIES WARRANT AGREEMENT DATED AS OF _________ HELIUS MEDICAL TECHNOLOGIES, INC. FORM OF DEBT SECURITIES WARRANT AGREEMENTDebt Securities Warrant Agreement • March 10th, 2023 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS DEBT SECURITIES WARRANT AGREEMENT (this “Agreement”), dated as of [●], between Helius Meidcal Technologies, 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 AGENCY AGREEMENTPlacement Agency Agreement • May 9th, 2024 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
This letter (the “Agreement”) constitutes the agreement between Craig-Hallum Capital Group LLC (“Craig-Hallum” or the “Placement Agent”) and Helius Medical Technologies, Inc., a Delaware corporation (together with its subsidiaries, the “Company”), that Craig-Hallum shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, for the proposed placement of up to an aggregate of $6,417,497.25 of registered securities of the Company, consisting of up to (i) 804,999 shares (the “Shares”) of Class A common stock, $0.001 par value per share (the “Common Stock”), and (ii) 2,047,222 pre-funded Common Stock purchase warrants, each to purchase one share of Common Stock (the “Pre-Funded Warrants,” and the shares issuable upon exercise thereof, the “Pre-Funded Warrant Shares”) at an exercise price of $0.001 per share of Common Stock with each Share and each Pre-Funded Warrant sold together with a Series A Warrant (and defined below) and a Series B Warrant (as
SHARES OF COMMON STOCK AND WARRANTS OF HELIUS MEDICAL TECHNOLOGIES, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 20th, 2021 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, Helius Medical Technologies, Inc., a company incorporated under the laws of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
UNDERWRITER COMMON STOCK PURCHASE WARRANT HELIUS MEDICAL TECHNOLOGIES, INC.Underwriter Common Stock Purchase Warrant • January 20th, 2021 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS UNDERWRITER 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 _____1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Helius Medical Technologies, 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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 2nd, 2021 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 1, 2021, by and between HELIUS MEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • March 10th, 2021 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Helius Medical Technologies, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 3rd, 2021 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and between HELIUS MEDICAL TECHNOLOGIES, INC., a Delaware corporation (the “Company”), and ANTONELLA R. FAVIT-VAN PELT, M.D., PH.D. (the “Executive”) is entered into by the Company and the Executive and made effective as of July 7, 2021 (the “Effective Date”).
FORM OF SERIES B COMMON STOCK PURCHASE WARRANT HELIUS MEDICAL TECHNOLOGIES, INC.Series B Common Stock Purchase Warrant • April 26th, 2024 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
THIS SERIES B 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 _____, 2024 (the “Initial Exercise Date”) and on or prior to the earlier of (i) 5:00 p.m. (New York City time) on ___, 2025 I and (ii) the Redemption Date (as hereinafter defined) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Helius Medical Technologies, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 27th, 2026 • Solana Co • Finance services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of __________, 2026, between Solana Company, a Delaware corporation (the “Company”) and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).
Dane C. Andreeff President and Chief Executive Officer Helius Medical Technologies, Inc.Placement Agent Agreement • April 25th, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
HELIUS MEDICAL TECHNOLOGIES, INC. 2,141,900 Shares of Class A Common Stock and 2,141,900 Warrants Underwriting AgreementUnderwriting Agreement • April 12th, 2018 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York
Helius Medical Technologies, Inc., a Wyoming corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 2,141,900 shares of its Class A Common Stock, no par value per share (the “Shares”) and warrants (the “Warrants” and, together with the Shares, the “Firm Securities”) to purchase 2,141,900 shares of its Class A Common Stock. In addition, the Company has granted to BTIG (as defined below) an option to purchase, in the aggregate, up to an additional 321,285 Shares (the “Option Shares”) and Warrants to purchase up to 321,285 Shares (the “Option Warrants” and, collectively with the Option Shares, the “Option Securities”) which may be purchased in any combination of Option Shares and/or Option Warrants. The shares of Class A Common Stock underlying the Warrants and Option Warrants are hereinafter referred to as the “Warrant Shares.” The Firm Securities and, if and to the extent such option is exercised, the
FORM OF SENIOR NOTE]Senior Note • April 25th, 2025 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE.
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 26th, 2020 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of October 21, 2020, between Helius Medical Technologies, Inc., a Delaware corporation (the “Company”), and each purchaser identified on Exhibit A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
CONSULTING AGREEMENTConsulting Agreement • February 6th, 2015 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Delaware
AGREEMENT by and between NeuroHabilitation Corporation (the “Company”) having its principal place of business at 41 University Drive, Suite 400, Newtown PA 18940 and Mitch Tyler 6811 Forest Glade Ct., Middleton WI 53562. (the “Consultant”). The Agreement will become effective upon the date of the signing of this Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2018 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Pennsylvania
EMPLOYMENT AGREEMENT (the “Agreement”), dated effective as of July 9, 2018 (the “Effective Date”), by and between NeuroHabilitation Corporation a Delaware registered corporation (the “Company”), and Jennifer Laux (the “Executive”).
EMLOYMENT AGREEMENTEmployment Agreement • April 15th, 2015 • Helius Medical Technologies, Inc. • Electromedical & electrotherapeutic apparatus • Pennsylvania
EMPLOYMENT AGREEMENT (the "Agreement"), dated effective as of December 1, 2014 (the "Effective Date"), by and between NeuroHabilitation Corporation a Delaware registered corporation (the "Company"), and Jonathan Sackier (the "Executive").