Establishment Labs Holdings Inc. 1,100,000 Common Shares Underwriting AgreementUnderwriting Agreement • April 27th, 2023 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
ESTABLISHMENT LABS HOLDINGS INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Virgin Islands
This Indemnification Agreement (this “Agreement”) is dated as of __________, 2018 (the “Effective Date”), and is between Establishment Labs Holdings Inc., a company incorporated under the laws of the British Virgin Islands (the “Company”), and ______________________ (“Indemnitee”).
PRE-FUNDED COMMON SHARE PURCHASE WARRANT ESTABLISHMENT LABS HOLDINGS INC.Establishment Labs Holdings Inc. • January 9th, 2024 • Orthopedic, prosthetic & surgical appliances & supplies • New York
THIS PRE-FUNDED 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”) until exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Establishment Labs Holdings Inc., a company organized under the laws of the British Virgin Islands (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 9th, 2024 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
CREDIT AGREEMENT AND GUARANTYdated as of April 26, 2022by and amongESTABLISHMENT LABS HOLDINGS INC.,as the Borrower, THE SUBSIDIARY GUARANTORS FROM TIME TO TIME PARTY HERETO,as the Guarantors,THE LENDERS FROM TIME TO TIME PARTY HERETO,as the...Credit Agreement and Guaranty • April 28th, 2022 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 9th, 2024 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of January 9, 2024 by and among Establishment Labs Holdings Inc., a company organized under the laws of the British Virgin Islands (the “Company”), and the “Investors” named in that certain Securities Purchase Agreement by and among the Company and the Investors, dated as of January 9, 2024 (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
INVESTORS’ RIGHTS AGREEMENT May 17, 2018Investors’ Rights Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is dated as of May 17, 2018, and is between Establishment Labs Holdings Inc., a company incorporated under the laws of the British Virgin Islands (the “Company”), and the persons and entities listed on Exhibit A (each, an “Investor” and collectively, the “Investors”). Unless otherwise defined herein, capitalized terms used in this Agreement have the meanings ascribed to them in Section 1.
ESTABLISHMENT LABS HOLDINGS INC. EMPLOYMENT AGREEMENTEmployment Agreement • July 17th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of July 1st, 2016 by and between ESTABLISHMENT LABS HOLDINGS INC., a BVI corporation (the “Company”) and Juan José Chacón Quirós, an individual residing at Escazú, San José, Costa Rica (the “Executive”).
by and among ESTABLISHMENT LABS HOLDINGS INC., a BVI business company (the “Borrower”) the Borrower’s Subsidiaries named in the signature pages hereto or having acceded hereto pursuant to Section 24 (each a “Subsidiary Guarantor” and, together with...Security Agreement • April 28th, 2022 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
SECOND AMENDMENT TO CREDIT AGREEMENT AND WAIVERCredit Agreement • July 13th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This CREDIT AGREEMENT is entered into as of August 24, 2017 among Establishment Labs Holdings Inc., a BVI business company, limited by shares and incorporated under the laws of the British Virgin Islands (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and MADRYN HEALTH PARTNERS, LP, a Delaware limited partnership, as the Administrative Agent.
EMPLOYMENT AGREEMENTEmployment Agreement • December 28th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as December 26, 2018 (the “Effective Date”), by and between Establishment Labs S.A. (the “Company”), and Juan José Chacón-Quirós, of age, married, entrepreneur, resident of San José, Costa Rican by birth, identification number 1-0822-0006 (the “Employee”).
ESTABLISHMENT LABS HOLDINGS INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • December 10th, 2021 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Virgin Islands
This Indemnification Agreement (this “Agreement”) is dated as of [DATE] (the “Effective Date”), and is between Establishment Labs Holdings Inc., a company incorporated under the laws of the British Virgin Islands (the “Company”), and [NAME] (“Indemnitee”).
LEASE AGREEMENTLease Agreement • July 13th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
ZONA FRANCA COYOL, S. A., corporate identification card number three- one hundred one-four hundred and twenty thousand five hundred twelve, (the "Landlord"), registered in the Mercantile Section of the Public Registry under book five hundred sixty, entry ten thousand three hundred and seventy eight, consecutive one hereon represented by Huber André Garnier Kruse, personal identity card number one- four hundred sixteen- one thousand three hundred forty four, and Álvaro Carballo Pinto, personal identity card number one - five hundred and thirty six - six hundred and fifty five, acting jointly and with sufficient authority for the execution of this lease agreement which legal representation is duly recorded in the Mercantile Section of the Public Registry under book five hundred and sixty five, entry eleven thousand five hundred and ninety two, consecutive one.
ESTABLISHMENT LABS HOLDINGS INC. EMPLOYMENT AGREEMENTEmployment Agreement • December 2nd, 2022 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Georgia
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of December 1, 2022 (the “Effective Date”), by and between ESTABLISHMENT LABS HOLDINGS INC., a British Virgin Islands company (the “Company”) and PAUL D. RODIO, an individual (the “Executive”).
CONFIDENTIAL TREATMENT REQUESTEDSupply Agreement • July 17th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
Certain portions of this document have been omitted pursuant to a request for Confidential Treatment and, where applicable, have been marked with “[***]” to indicate where omissions have been made. The confidential material has been filed separately with the Securities and Exchange Commission.
EXECUTION VERSION FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) dated as of August 5, 2020 (the “Fourth Amendment Effective Date”) is entered into among ESTABLISHMENT LABS HOLDINGS INC., a BVI...Credit Agreement • August 10th, 2020 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
LEASE AGREEMENTLease Agreement • July 13th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
ZONA FRANCA COYOL, S. A., corporate identification card number three- one hundred one-four hundred and twenty thousand five hundred twelve, (the "Landlord"), registered in the Mercantile Section of the Public Registry under book five hundred sixty, entry ten thousand three hundred and seventy nine, consecutive one, hereon represented by Álvaro Carballo Pinto, personal identity card number one - five hundred and thirty six - six hundred and fifty five, and Huber André Garnier Kruse, personal identity card number one- four hundred sixteen- one thousand three hundred forty four, and, acting jointly and with sufficient authority for the execution of this lease agreement which legal representation is duly recorded in the Mercantile Section of the Public Registry under book five hundred and sixty five, entry eleven thousand five hundred and ninety two, consecutive one, as certified in Exhibit One.
SUPPLY AGREEMENTSupply Agreement • July 17th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York
This Supply Agreement ("Agreement") is made as of August 18, 2016 ("Effective Date"), by and between NuSil Technology LLC, a Delaware limited liability company, located at 1050 Cindy Lane; Carpinteria, California, U.S.A. 93013 ("Seller") and Establishment Labs, a Costa Rica company, located at Coyol Free Zone, 4th Street, Bldg B-15, COSTA RICA ("Buyer").
MANUFACTURING AND SUPPLY AGREEMENTManufacturing and Supply Agreement • July 17th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
This Manufacturing and Supply Agreement (this “Agreement”) is entered into as of the Effective Date (as defined below) by and between (1) Apollo Endosurgery, Delaware corporation having offices at 1120 S Capital of Texas Highway #300, Austin, TX 78746 (“APOLLO”), and (2) Establishment Labs, S.A a corporation organized under the laws of Costa Rica and having a principal place of business at Coyol Free Zone, B15, Alajuela, 20113, Costa Rica (“ESTABLISHMENT”). APOLLO and ESTABLISHMENT shall hereinafter be individually referred to as a “Party” and collectively as the “Parties.”
Establishment Labs Holdings Inc. Common Shares, no par value per share Underwriting AgreementEstablishment Labs Holdings Inc. • February 3rd, 2020 • Orthopedic, prosthetic & surgical appliances & supplies • New York
Establishment Labs Holdings Inc., a company incorporated and organized under the laws of the British Virgin Islands (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 2,285,714 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 342,857 additional shares (the “Optional Shares”) of common shares, no par value per share (the “Common Shares”), of the Company (the Firm Shares and the Optional
LEASE AGREEMENTLease Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
ZONA FRANCA COYOL, S. A., corporate identification card number three- one hundred one-four hundred and twenty thousand five hundred twelve, (the "Landlord"), registered in the Mercantile Section of the Public Registry under book five hundred sixty, entry ten thousand three hundred and seventy nine, consecutive one, hereon represented by Álvaro Carballo Pinto, personal identity card number one - five hundred and thirty six - six hundred and fifty five, and Huber André Garnier Kruse, personal identity card number one- four hundred sixteen- one thousand three hundred forty four, and, acting jointly and with sufficient authority for the execution of this lease agreement which legal representation is duly recorded in the Mercantile Section of the Public Registry under book five hundred and sixty five, entry eleven thousand five hundred and ninety two, consecutive one, as certified in Exhibit One.
OEM/PLM SUPPLY AGREEMENTConfidential Treatment Requested • July 17th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
This OEM/PLM and SUPPLY AGREEMENT (“Agreement”) is made by and between, Black Tie Medical, Inc., dba Tulip Medical Products (“TULIP”) and Establishment Labs S.A., a company organized and existing under the laws of Costa Rica (“ELSA”) as of July 31, 2016 (“Effective Date”) pursuant to the following terms, conditions and recitals:
ESTABLISHMENT LABS S.A. EMPLOYMENT AGREEMENTEmployment Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of July 1st, 2016 by and between ESTABLISHMENT LABS S.A a corporation registered in Costa Rica with the corporate identity number 3-101-366337, represented by Juan Jose Chacon (the “Company”) and Salvador Dada Santos an individual residing at Belen, Heredia, Costa Rica, (the “Executive”).
ESTABLISHMENT LABS HOLDINGS INC. EMPLOYMENT AGREEMENTEmployment Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of July 1st, 2016 by and between ESTABLISHMENT LABS HOLDINGS INC., a BVI corporation (the “Company”) and Juan José Chacón Quirós, an individual residing at Escazú, San José, Costa Rica (the “Executive”).
CONSULTANCY AGREEMENTConsultancy Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Consultancy Agreement (the “Agreement’) is made and entered into, effective on July 1st, 2016 (the “Effective Date”) by and between ESTABLISHMENT LABS HOLDINGS INC. a company organized and existing in accordance to the laws of the British Virgin Islands, corporate identification number 1794254, represented by Juan José Chacón (the “Company”) and Salvador Dada Santos, of legal age, with domicile in Heredia, Costa Rica, (the “Consultant”).
Design, Architecture & Engineering, and Build-Out Construction Management AgreementConstruction Management Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Design, Architecture & Engineering and Construction Management Contract (“Contract”) is entered at the city of Alajuela, Costa Rica on the 11th day of the month of February of the year 2016, between:
SECOND AMENDMENT TO EXCLUSIVE DISTRIBUTION AGREEMENTExclusive Distribution Agreement • September 25th, 2020 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
This Second Amendment to the Exclusive Distribution Agreement (this “Second Amendment”) is made and entered into effective as of September 21, 2020 (the “Second Amendment Effective Date”), and is by and between Puregraft LLC, a Delaware Limited Liability Company having its primary office and place of business at 420 Steven Avenue, Suite 220, Solana Beach, CA 92075, its parent company Bimini Technologies, LLC, and any affiliate and/or subsidiaries thereto (together, “Puregraft”) and Establishment Labs S.A., a company organized under the laws of Costa Rica, having its primary office and place of business at Coyol Free Zone Building 25, Alajuela, Costa Rica (“Distributor”) (each a “Party” and collectively the “Parties”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 4th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Asset Purchase Agreement (along with the exhibits and schedules hereto, this “Agreement”) is dated October 3rd 2018 (“The Closing Date”) shall produce final effects on November 3rd 2018 (the “Effective Date”), and is entered into by and between EUROPEAN DISTRIBUTION CENTER MOTIVA BVBA, a corporation organized under the laws of Belgium, having its registered office Sint-Jansveld 11 A 2160 Wommelgem Handelsregisetr te Antwerpen, with company ID number 881512541("Motiva"), and Menke Med GmbH, a corporation organized under the laws of Germany, having its registered office at Tucherpark 22, 85622 Feldkirchen, Germany, with company ID number 161694, VAT number DE247564346 (“Menke”). Motiva and Menke are each referred to herein as a “Party”, and collectively as the “Parties”. All capitalized terms used throughout this Agreement and otherwise not defined herein shall have the meaning provided in Schedule 1 attached hereto.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 6th, 2020 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Asset Purchase Agreement (along with the exhibits and schedules hereto, this “Agreement”) is dated August 1, 2020 (the “Effective Date”), and is entered into by and between MOTIVA ITALY S.r.l., a corporation organized under the laws of Italy, having its registered office at Piazza Filippo Meda 3, 20121 Milano, with company ID number 881512541("Motiva"), and Orion Trading S.r.l., a corporation organized under the laws of Italy, having its registered office at Via Sirtori 15, 37128 Verona, Italy, with company ID number and VAT number 04031100235 (“Orion”). Motiva and Orion are each referred to herein as a “Party”, and collectively as the “Parties.” All capitalized terms used throughout this Agreement and otherwise not defined herein shall have the meaning provided in Schedule 1 attached hereto.
ContractEmploymeent Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
EMPLOYMEENT AGREEMENT CONTRATO DE TRABALHO By this private Employment Agreement executed between RD&S PRODUTOS PARA SAÚDE LTDA., headquartered in the city of Sáo Paulo, at Avenida Guilherme Dumont Villares, 2450, suite 32, in the State of Sao Paulo, Postal Code 05640-004 enrolled with the Finance Ministry General Taxpayer’s List “CN.P.J./M.F. under no. 08.290.164/0001-02, by its undersigned legal representative, hereinafter referred to as EMPLOYER, and Mr. EDDIE DANIEL DE OLIVEIRA, resident and domiciled at Rua Harmonia, 990, apartment 21, city of Sao Paulo, State of Sáo Paulo, Postal Code 05435-001, bearer of Employment Booklet No. 15136 Series 00378-SP Identity Card V862615-K, enrolled with the Individual Taxpayer’s Registration “C. P. F. /M. F. “ under No. 235.770.738-02, hereinafter referred to as EMPLOYEE, have agreed to the following: Pelo presente instrumento particular de contrato de trabalho entre RD&S PRODUTOS PARA SAUDE LTDA., com sede á Avenida Guilherme Dumont Villares, 24
DEVELOPMENT, SUPPLY & LICENSE AGREEMENTDevelopment, Supply & License Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Utah
THIS DEVELOPMENT, SUPPLY & LICENSE AGREEMENT (“Agreement”), dated as of the 13th day of December, 2011 (the “Effective Date”) is between AorTech International plc with its Affiliates’ principal place of business at 19725 South Diamond Lake Road, Rogers Minnesota 55374 (“AorTech”) on the one hand, and Establishment Labs, S.A., a Costa Rican corporation with its principal place of business at B15, Zona Franca Coyol, Alajuela, Costa Rica ( “EL”). AorTech and EL are referred together as the “Parties” or separately as a “Party.”
EXCLUSIVE DISTRIBUTION AGREEMENTExclusive Distribution Agreement • July 13th, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • California
EXCLUSIVE DISTRIBUTION AGREEMENT (this “Agreement”) is made and entered into effective as of September 7th, 2016 (“Effective Date”), and is by and between Puregraft LLC, a Delaware Limited Liability Company having its primary office and place of business at 420 Stevens Avenue, Suite 220, Solana Beach, CA 92075, its parent company Bimini Technologies, LLC, and any affiliates and/or subsidiaries thereto (together, “Puregraft”), and Establishment Labs Holdings Inc., a company organized under the laws of the British Virgin Islands, having its primary office and place of business at Coyol Free Zone Building 15, Alajuela, Costa Rica (“Distributor”) (each a party and collectively the parties).
SECOND AMENDMENT TO CREDIT AGREEMENT AND GUARANTYCredit Agreement and Guaranty • February 22nd, 2024 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies
This Second Amendment to the Credit Agreement and Guaranty (this “Amendment”) is made as of February 21, 2024, by and among ESTABLISHMENT LABS HOLDINGS INC., a BVI business company limited by shares incorporated under the BVI Business Companies Act, 2004 (as amended) with company number 1794254 and with its registered office address at Commerce House, Wickhams Cay 1, P.O. Box 3140, Road Town, Tortola, VG1110, British Virgin Islands (the “Borrower”), each Lender party hereto and OAKTREE FUND ADMINISTRATION, LLC, as administrative agent on behalf of the Lenders (in such capacity, the “Administrative Agent”).
ESTABLISHMENT LABS HOLDINGS INC. RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • March 1st, 2022 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Virgin Islands
THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (this “Agreement”) is dated as of [_________, 20__] by and between Establishment Labs Holdings Inc., a British Virgin Islands company (the “Company”), and [____________] (the “Participant”).
MANUFACTURING AND SUPPLY AGREEMENTManufacturing and Supply Agreement • June 21st, 2018 • Establishment Labs Holdings Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas
This Manufacturing and Supply Agreement (this “Agreement”) is entered into as of the Effective Date (as defined below) by and between (1) Apollo Endosurgery, Delaware corporation having offices at 1120 S Capital of Texas Highway #300, Austin, TX 78746 (“APOLLO”), and (2) Establishment Labs, S.A a corporation organized under the laws of Costa Rica and having a principal place of business at Coyol Free Zone, B15, Alajuela, 20113, Costa Rica (“ESTABLISHMENT”). APOLLO and ESTABLISHMENT shall hereinafter be individually referred to as a “Party” and collectively as the “Parties.”
