Elutia Inc. Sample Contracts
CLASS A COMMON STOCK PURCHASE WARRANT ELUTIA INC.Security Agreement • September 21st, 2023 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledSeptember 21st, 2023 Company Industry JurisdictionTHIS CLASS A 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. Eastern time on the earlier of (i) September ____, 2028 and (ii) 30 Trading Days following the Company's public release of receipt of the Clearance Notice (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elutia Inc., a Delaware corporation (the “Company”), up to _________ shares of Class A common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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). The Warrant is being issued pursuant to that certain Securities Purchase Agr
ELUTIA INC. Shares of Class A Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • March 18th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledMarch 18th, 2025 Company Industry JurisdictionElutia Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
form of PRE-FUNDED CLASS A COMMON STOCK PURCHASE WARRANT ELUTIA INC.Warrant Agreement • June 18th, 2024 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledJune 18th, 2024 Company Industry JurisdictionTHIS PRE-FUNDED CLASS A 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elutia Inc., a Delaware corporation (the “Company”), up to _________ shares of Class A common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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). The Warrant is being issued pursuant to that certain Securities Purchase Agreement, dated as of June 16, 2024, among the Company and the purchasers signatory thereto, as amended and/or restated from time t
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 4th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledFebruary 4th, 2025 Company Industry Jurisdiction
2,350,000 Shares1 Aziyo Biologics, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 5th, 2022 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledDecember 5th, 2022 Company Industry JurisdictionAziyo Biologics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 2,350,000 shares (the “Firm Shares”) of Class A common stock, $0.001 par value per share (the “Class A common stock” and together with the Company’s Class B common stock, $0.001 par value per share, the “Common Stock”), of the Company. The Company has also granted to the several Underwriters an option to purchase up to 352,500 additional shares of Class A common stock, on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively called the “Securities.”
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 4th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledFebruary 4th, 2025 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of February 3, 2025, between Elutia 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”).
amendment No. 1 to AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN)Credit and Security Agreement • September 30th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledSeptember 30th, 2020 Company Industry JurisdictionThis AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN) (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of July 15, 2019 by and among AZIYO BIOLOGICS, INC., a Delaware corporation (“Aziyo”), AZIYO MED, LLC, a Delaware limited liability company (“Aziyo Med”) and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 13th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances)
Contract Type FiledMay 13th, 2025 Company IndustryTHIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 7, 2025, is entered into by and among ELUTIA INC., a Delaware corporation (f/k/a Aziyo Biologics, Inc.) (“Borrower”), each of the undersigned financial institutions (individually each a “Lender” and collectively “Lenders”) and SWK FUNDING LLC, a Delaware limited liability company, in its capacity as administrative agent for the other Lenders (in such capacity, “Agent”).
ContractWarrant Agreement • September 14th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledSeptember 14th, 2020 Company Industry JurisdictionTHIS 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 SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION CAN BE MADE IN COMPLIANCE WITH RULE 144 OF THE ACT, OR IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE REASONABLY SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.
amendment No. 1 to AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (TERM LOAN)Credit and Security Agreement (Term Loan) • September 30th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledSeptember 30th, 2020 Company Industry JurisdictionThis AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (TERM LOAN) (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of July 15, 2019 by and among AZIYO BIOLOGICS, INC., a Delaware corporation (“Aziyo”), AZIYO MED, LLC, a Delaware limited liability company (“Aziyo Med”) and any additional borrower that may hereafter be added to this Agreement (individually as a “Borrower”, and collectively with any entities that become party hereto as Borrower and each of their successors and permitted assigns, the “Borrowers”), MIDCAP FINANCIAL TRUST, a Delaware statutory trust, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
AZIYO BIOLOGICS, INC. AMENDED AND RESTATED 2020 INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • February 2nd, 2024 • Elutia Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledFebruary 2nd, 2024 Company Industry JurisdictionElutia Inc., a Delaware corporation (the “Company”), pursuant to its Amended and Restated 2020 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) an option to purchase the number of Shares set forth below (the “Option”). The Option is subject to the terms and conditions set forth in this Stock Option Grant Notice (the “Grant Notice”), the Plan and the Stock Option Agreement attached hereto as Exhibit A including any Appendix thereto (the “Agreement”), each of which is incorporated into this Grant Notice by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • December 30th, 2022 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • Maryland
Contract Type FiledDecember 30th, 2022 Company Industry JurisdictionTHIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), entered into as of December 23, 2022, is made by and between Aziyo Biologics, Inc. (the “Company”) and Thomas Englese (the “Executive”) (collectively referred to herein as the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 21st, 2023 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledSeptember 21st, 2023 Company Industry JurisdictionThis Registration Rights Agreement (this “Agreement”) is made and entered into as of September 21, 2023 by and among Elutia Inc., a Delaware corporation (the “Company”), and the “Investors” named in the Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Investors identified on Exhibit A attached thereto (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
form of PRE-FUNDED CLASS A COMMON STOCK PURCHASE WARRANT ELUTIA INC.Pre-Funded Class a Common Stock Purchase Warrant • February 4th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledFebruary 4th, 2025 Company Industry JurisdictionTHIS PRE-FUNDED CLASS A 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elutia Inc., a Delaware corporation (the “Company”), up to _________ shares of Class A common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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). The Warrant is being issued pursuant to that certain Securities Purchase Agreement, dated as of February 3, 2025, among the Company and the purchasers signatory thereto, as amended and/or restated from tim
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 18th, 2024 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledJune 18th, 2024 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of June 16, 2024, between Elutia 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”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (TERM LOAN)Credit and Security Agreement (Term Loan) • March 8th, 2022 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledMarch 8th, 2022 Company Industry JurisdictionThis AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (TERM LOAN) (this “Agreement”) is made as of January 21, 2022, by and among AZIYO BIOLOGICS, INC., a Delaware corporation (“Aziyo”), AZIYO MED, LLC, a Delaware limited liability company (“Aziyo Med”, and Aziyo Med, together with Aziyo, each individually, a “Borrower” and collectively, the “Borrowers”), MIDCAP FINANCIAL TRUST, a Delaware statutory trust, as Agent (in such capacity, together with its successors and assigns, “Agent”) and the other financial institutions or other entities from time to time parties to the Credit Agreement referenced below, each as a Lender.
AZIYO BIOLOGICS, INC. NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 14th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledSeptember 14th, 2020 Company Industry JurisdictionTHIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of April 2, 2020, by and between Aziyo Biologics, Inc., a Delaware corporation (the “Company”) and each of the persons and entities set forth on Schedule A attached hereto (each, an “Investor”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN)Credit and Security Agreement • March 8th, 2022 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledMarch 8th, 2022 Company Industry JurisdictionThis AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT (REVOLVING LOAN) (this “Agreement”) is made as of January 21, 2022, by and among AZIYO BIOLOGICS, INC., a Delaware corporation (“Aziyo”), AZIYO MED, LLC, a Delaware limited liability company (“Aziyo Med”, and Aziyo Med, together with Aziyo, each individually, a “Borrower” and collectively, the “Borrowers”), MIDCAP FUNDING IV TRUST, a Delaware statutory trust, as Agent (in such capacity, together with its successors and assigns, “Agent”) and the other financial institutions or other entities from time to time parties to the Credit Agreement referenced below, each as a Lender.
AMENDMENT NO. 1 TO ROYALTY AGREEMENTRoyalty Agreement • January 12th, 2024 • Elutia Inc. • Biological products, (no disgnostic substances)
Contract Type FiledJanuary 12th, 2024 Company IndustryThis Amendment No. 1 to Royalty Agreement (this “Amendment”) is made effective as of January 10, 2024 (the “Amendment Effective Date”), by and between Elutia Med LLC, a Delaware limited liability company (formerly known as Aziyo Med, LLC) (the “Company”), and Ligand Pharmaceuticals Incorporated, a Delaware corporation (“Ligand” and collectively with the Company, the “Parties” and each, a “Party”).
November 21, 2022Credit Agreement • November 28th, 2022 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances)
Contract Type FiledNovember 28th, 2022 Company IndustryReference is made to that certain Credit Agreement, dated as of August 10, 2022, by and among Aziyo Biologics, Inc., a Delaware corporation (the “Borrower”), each of the undersigned financial institutions (individually each a “Lender” and collectively the “Lenders”) and SWK Funding LLC, a Delaware limited liability company, in its capacity as administrative agent for the other Lenders (in such capacity, “Agent”) (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). All capitalized terms used in this amendment letter (this “Amendment Letter”) and not otherwise defined herein, shall have the respective meanings given such terms in the Credit Agreement.
AZIYO BIOLOGICS, INC.Stock Option Agreement • February 2nd, 2024 • Elutia Inc. • Biological products, (no disgnostic substances)
Contract Type FiledFebruary 2nd, 2024 Company IndustryTHIS AMENDMENT TO THE STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENT (the “Amendment”) by and between Elutia Inc., a Delaware corporation (the “Company”) and Charles Randal Mills (“Optionee”) is effective as of the 31st day of January, 2024 (the “Effective Date”).
DECEMBER 2017 AMENDMENT TO LICENSE AGREEMENTLicense Agreement • September 14th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances)
Contract Type FiledSeptember 14th, 2020 Company IndustryThis is an amendment (this “Amendment”), effective as of December 21st, 2017, to that certain LICENSE AGREEMENT (the “License Agreement”) dated May 31, 2017, by and between COOK BIOTECH INCORPORATED, an Indiana corporation with its principal office at 1425 Innovation Place, West Lafayette, Indiana 47906 (“Cook”), and AZIYO MED, LLC, a Delaware limited liability company with its principal office at 12510 Prosperity Drive, Suite 370, Silver Spring, Maryland 20904 (“Aziyo”).
FIFTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 20th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances)
Contract Type FiledAugust 20th, 2025 Company IndustryTHIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of August 14, 2025, is entered into by and among ELUTIA INC., a Delaware corporation (f/k/a Aziyo Biologics, Inc.) (“Borrower”), each of the undersigned financial institutions (individually each a “Lender” and collectively “Lenders”) and SWK FUNDING LLC, a Delaware limited liability company, in its capacity as administrative agent for the other Lenders (in such capacity, “Agent”).
November 8, 2023Credit Agreement • November 15th, 2023 • Elutia Inc. • Biological products, (no disgnostic substances)
Contract Type FiledNovember 15th, 2023 Company IndustryReference is made to (i) that certain Credit Agreement, dated as of August 10, 2022, by and among Elutia Inc., a Delaware corporation (f/k/a Aziyo Biologics, Inc.)(the “Borrower”), each of the undersigned financial institutions (individually each a “Lender” and collectively the “Lenders”) and SWK Funding LLC, a Delaware limited liability company, in its capacity as administrative agent for the other Lenders (in such capacity, “Agent”) (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), and (ii) that certain letter agreement among Borrower, Agent and Berkeley Biologics LLC, dated as of November 8, 2023 (the “Lien Release Letter Agreement”).
AZIYO BIOLOGICS, INC. AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 14th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances)
Contract Type FiledSeptember 14th, 2020 Company IndustryThis AMENDMENT TO NOTE PURCHASE AGREEMENT (this “Amendment”) is entered into as of April 29, 2020 by and between Aziyo Biologics, Inc., a Delaware corporation (the “Company”) and each of the other persons and entities signatory hereto (the “Investors”).
RESTRICTED STOCK Unit AWARD Grant Notice and restricted stock unit agreementRestricted Stock Unit Agreement • February 2nd, 2024 • Elutia Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledFebruary 2nd, 2024 Company Industry JurisdictionElutia Inc., a Delaware corporation (the “Company”), pursuant to its Amended and Restated 2020 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) the number of Restricted Stock Units set forth below (the “RSUs”). The RSUs are subject to the terms and conditions set forth in this Restricted Stock Unit Grant Notice (the “Grant Notice”), the Restricted Stock Unit Agreement attached hereto as Exhibit A (the “Agreement”) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in the Grant Notice and the Agreement.
SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT Dated as of September 14, 2020Investor Rights Agreement • September 14th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledSeptember 14th, 2020 Company Industry JurisdictionSECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (this “Agreement”), dated as of September 14, 2020, by and among Aziyo Biologics, Inc., a Delaware corporation (the “Company”), the holders of Preferred Stock (as defined below) set forth on Schedule A attached hereto and the persons and entities set forth on Schedule B attached hereto (collectively, the “Junior Holders” and each, a “Junior Holder”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 14th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • Maryland
Contract Type FiledSeptember 14th, 2020 Company Industry JurisdictionThis EMPLOYMENT AGREEMENT (this “Agreement”), effective as of June 1, 2018, is by and between Aziyo Biologics, Inc., a Delaware corporation (the “Company”) and Ronald Lloyd (the “Executive”).
SUBSCRIPTION AGREEMENT AND AMENDMENT NO. 2 TO ROYALTY AGREEMENT May 8, 2025Subscription Agreement • May 13th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledMay 13th, 2025 Company Industry JurisdictionWHEREAS, Elutia Med LLC. (formerly known as Aziyo Med, LLC), a Delaware limited liability company (“Elutia Med”), and Ligand Pharmaceuticals Incorporated, a Delaware corporation (“Ligand”), are parties to that certain Royalty Agreement dated as of May 31, 2017, as amended by Amendment No. 1 thereto effective as of January 10, 2024 (as so amended, the “Royalty Agreement”);
Certain information marked as [****] has been excluded from this exhibit because it is both (i) not material and (ii) the type that the Registrant treats as private or confidential.Separation and Release of Claims Agreement • June 21st, 2022 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • California
Contract Type FiledJune 21st, 2022 Company Industry JurisdictionThis letter agreement (this “Letter Agreement”) sets forth the understanding by and between you and Aziyo Biologics, Inc. (collectively with its affiliates, and any successor(s) thereto, the “Company”), regarding the cessation of your employment with the Company. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in that certain Employment Agreement by and between the Company and you, dated as of September 30, 2020, (the “Employment Agreement”).
SETTLEMENT AGREEMENT AND GENERAL RELEASESettlement Agreement • September 14th, 2020 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledSeptember 14th, 2020 Company Industry JurisdictionTHIS SETTLEMENT AGREEMENT AND GENERAL RELEASE (this "Settlement Agreement'') made and entered into as of April 6, 2018, by and among KeraLink International, formerly named Tissue Banks International, Inc. ("KeraLink"), Aziyo Biologics, Inc. (together with any successor, whether by merger, consolidation, share exchange, other business combination or sale of all or substantially all of the assets (any such transaction, a "Business Combination Transaction") of Aziyo Biologics, Inc. ("Aziyo"), Highcape Partners QP, L.P. ("QP"), Highcape Partners, L.P. ("Highcape") and Highcape Co-Investment Vehicle I, LLC (''Vehicle," and together with QP and Highcape collectively, the "Highcape Entities,'' and each a "Highcape Entity''). Each of KeraLink, Aziyo, and the Highcape Entities is referred to herein as a "Party," and together as the ''Parties."
ASSET PURCHASE AGREEMENT BY AND AMONG BOSTON SCIENTIFIC CORPORATION AND CARDIAC PACEMAKERS INC., AS BUYERS, AND ELUTIA INC. AND ELUTIA MED LLC, AS SELLERS DATED AS OF SEPTEMBER 8, 2025Asset Purchase Agreement • September 9th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledSeptember 9th, 2025 Company Industry JurisdictionThis ASSET PURCHASE AGREEMENT (this “Agreement”) is dated as of the 8th day of September, 2025 (the “Signing Date”), by and among Boston Scientific Corporation, a Delaware corporation (“BSC”), and Cardiac Pacemakers Inc., a Minnesota corporation (“CPI” and together with BSC, the “Buyers” and each, a “Buyer”), on the one hand, and Elutia Inc., a Delaware corporation (“Elutia”), and its direct wholly-owned subsidiary Elutia Med LLC, a Delaware limited liability company (“Elutia Med” and together with Elutia, the “Sellers” and each, a “Seller”). Certain capitalized terms used and not otherwise defined herein are defined in Article XIV hereof.
DISTRIBUTION AGREEMENTDistribution Agreement • August 14th, 2023 • Aziyo Biologics, Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledAugust 14th, 2023 Company Industry JurisdictionThis DISTRIBUTION AGREEMENT is entered into as of April 20, 2023 (the "Effective Date") by and between Aziyo Biologics, Inc., a Delaware corporation having a principal place of business at 12510 Prosperity Drive, Suite 370, Silver Spring, Maryland 20904 (“Supplier”), and LeMaitre Vascular, Inc., a Delaware corporation having a principal place of business at 63 Second Avenue, Burlington, Massachusetts 01803 (“Distributor”).
CONSENT, RELEASE AND AMENDMENT NO. 3 TO ROYALTY AGREEMENTRoyalty Agreement • October 7th, 2025 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
Contract Type FiledOctober 7th, 2025 Company Industry JurisdictionThis Consent, Release and Amendment No. 3 to Royalty Agreement (this “Amendment”) is dated as of October 1, 2025 (the “Effective Date”), by and between Elutia Med LLC, a Delaware limited liability company (formerly known as Aziyo Med, LLC) (the “Company”), and Ligand Pharmaceuticals Incorporated, a Delaware corporation (“Ligand” and, together with the Company, collectively, the “Parties” and each, a “Party”).
TRANSITION TISSUE PROCESSING, SUPPLY AND DISTRIBUTION AGREEMENTTransition Tissue Processing, Supply and Distribution Agreement • November 15th, 2023 • Elutia Inc. • Biological products, (no disgnostic substances) • Delaware
Contract Type FiledNovember 15th, 2023 Company Industry JurisdictionTHIS TRANSITION TISSUE PROCESSING, SUPPLY AND DISTRIBUTION AGREEMENT (this “Agreement”) is made and entered into effective as of November 8, 2023 (the “Effective Date”), by and between Berkeley Biologics LLC, a Delaware limited liability company with offices at 2800 7th Street, Berkeley, CA 94710 (“Purchaser”), and Elutia Inc., a Delaware corporation with offices at 12510 Prosperity Drive, Suite 370, Silver Spring, MD 20904 (“Elutia”).
