KALEIDO BIOSCIENCES, INC. 5,250,000 Shares of Common Stock Underwriting AgreementKaleido Biosciences, Inc. • February 8th, 2021 • Biological products, (no disgnostic substances) • New York
Kaleido 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 5,250,000 shares of common stock, $0.001 par value per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 787,500 shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
KALEIDO BIOSCIENCES, INC. [ 🌑 ] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • January 11th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • New York
Kaleido 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, $0.001 par value per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ 🌑 ] shares of common stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of common stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
KALEIDO BIOSCIENCES, INC. EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • August 4th, 2020 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • New York
As further set forth in this agreement (this “Agreement”), Kaleido Biosciences, Inc., a Delaware corporation (the “Company”), proposes to issue and sell from time to time through Piper Sandler & Co. (the “Agent”), as sales agent, up to $50,000,000 of shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) (such shares of Common Stock to be sold pursuant to this Agreement, the “Shares”) on terms set forth herein. Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitation set forth in Section 2 of this Agreement on the number of Shares issued and sold under this Agreement shall be the sole responsibility of the Company, and the Agent shall have no obligation in connection with such compliance.
KALEIDO BIOSCIENCES, INC. [FORM OF] OFFICER INDEMNIFICATION AGREEMENTOfficer Indemnification Agreement • January 11th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Kaleido Biosciences, Inc., a Delaware corporation (the “Company”), and [Officer] (“Indemnitee”).1
KALEIDO BIOSCIENCES, INC. [FORM OF] DIRECTOR INDEMNIFICATION AGREEMENTDirector Indemnification Agreement • November 21st, 2018 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Delaware
This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Kaleido Biosciences, Inc., a Delaware corporation (the “Company”), and [Director] (“Indemnitee”).
kALEIDO BIOSCIENCES, INC. EMPLOYMENT AGREEMENTEmployment Agreement • October 1st, 2020 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Employment Agreement (“Agreement”) is made as of September 30, 2020, between Kaleido Biosciences, Inc., a Delaware corporation (the “Company”), and Daniel Menichella (the “Employee”) and is effective as October 13, 2020 (the “Effective Date”). In consideration of the mutual covenants and agreements herein contained and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:
KALEIDO BIOSCIENCES, INC. EMPLOYMENT AGREEMENTEmployment Agreement • February 19th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Employment Agreement (“Agreement”) is made as of January 24, 2019, between Kaleido Biosciences, Inc., a Delaware corporation (the “Company”), and Katharine Knobil (the “Employee”) and is effective as of the closing of the Company’s first underwritten public offering of its equity securities pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Effective Date”).
XCHANGE AT BEDFORD LEASE between and KALEIDO BIOSCIENCES, INC., as Tenant Bedford, Massachusetts As of May 15, 2017And Attornment Agreement • January 11th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Lease is made and entered into as of May 15, 2017 by and between DIV BEDFORD, LLC, a Massachusetts limited liability company with its principal place of business at c/o The Davis Companies, 125 High Street, 21st Floor, Boston, Massachusetts 02110 (the “Landlord”) and KALEIDO BIOSCIENCES, INC., a Delaware corporation with its principal place of business at 18 Crosby Drive, Bedford, Massachusetts (the “Tenant”).
ContractKaleido Biosciences, Inc. • January 11th, 2019 • Biological products, (no disgnostic substances) • North Carolina
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH APPLICABLE LAW. THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 4 OF THIS WARRANT.
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 18th, 2020 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • California
THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of June 15, 2020 (the “Amendment Effective Date”), is made among Kaleido Biosciences, Inc., a Delaware corporation, and each of its Qualified Subsidiaries (including Cadena Bio, Inc., a Delaware corporation) (collectively, jointly and severally, “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Loan Agreement (as defined below) (collectively, the “Lenders”) and Hercules Capital, Inc., a Maryland corporation, in its capacity as administrative agent and collateral agent for itself and the Lenders (in such capacity, “Agent”).
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • April 1st, 2022 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • California
dated as of March 25, 2022 (the “Amendment Effective Date”), is made among Kaleido Biosciences, Inc., a Delaware corporation, and each of its Qualified Subsidiaries (including Cadena Bio, Inc., a Delaware corporation) (collectively, jointly and severally, “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Loan Agreement (as defined below) (collectively, the “Lenders”) and Hercules Capital, Inc., a Maryland corporation, in its capacity as administrative agent and collateral agent for itself and the Lenders (in such capacity, “Agent”).
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF...Umbrella Development Services Agreement • October 26th, 2018 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Delaware
The following services are out of scope for this Master Agreement and would require additional terms to be agreed by the parties:
Consulting and Separation AgreementConsulting and Separation Agreement • January 25th, 2021 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Consulting and Separation Agreement (the “Agreement”), made as of January 25, 2021 is entered into by Kaleido BioSciences, Inc., a Delaware corporation with offices at 65 Hayden Aveenue, Lexington MA 02421 (the “Company”), and Katharine Knobil, M.D. an individual residing in Pennsylvania (the “Consultant”).
KALEIDO BIOSCIENCES, INC. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 11th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • North Carolina
This LOAN AND SECURITY AGREEMENT (the “Agreement”) is entered into as of December 21, 2015, by and between PACIFIC WESTERN BANK, a California state chartered bank (“Bank”) and KALElDO BIOSCIENCES, INC. (“Borrower”).
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 4th, 2021 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • California
THIS THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of April 30, 2021 (the “Amendment Effective Date”), is made among Kaleido Biosciences, Inc., a Delaware corporation, and each of its Qualified Subsidiaries (including Cadena Bio, Inc., a Delaware corporation) (collectively, jointly and severally, “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Loan Agreement (as defined below) (collectively, the “Lenders”) and Hercules Capital, Inc., a Maryland corporation, in its capacity as administrative agent and collateral agent for itself and the Lenders (in such capacity, “Agent”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED. LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 3rd, 2020 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • California
THIS LOAN AND SECURITY AGREEMENT is made and dated as of December 31, 2019 and is entered into by and among KALEIDO BIOSCIENCES, INC., a Delaware corporation, and each of its Qualified Subsidiaries (including Cadena Bio, Inc., a Delaware corporation) (hereinafter collectively referred to as the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (collectively, referred to as the “Lenders”) and HERCULES CAPITAL, INC., a Maryland corporation, in its capacity as administrative agent and collateral agent for itself and the Lenders (in such capacity, the “Agent”).
SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTJoinder Agreement • November 21st, 2018 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of February 21, 2018, by and among Kaleido Biosciences, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto (each, an “Investor,” and together with any subsequent investors, or transferees, who become parties hereto as “Investors” pursuant to Subsection 6.9, the “Investors”).
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.Credit Agreement • October 30th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • New York
CREDIT AGREEMENT dated as of October 25, 2019 (as it may be amended or modified from time to time, this “Agreement”), by and among KALEIDO BIOSCIENCES, INC., a Delaware corporation, and CADENA BIO, INC., a Delaware corporation (each a “Borrower” and collectively, “Borrowers”), the other Loan Parties party hereto, and JPMORGAN CHASE BANK, N.A., as Lender.
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF...Umbrella Development Services Agreement • February 19th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Delaware
The following services are out of scope for this Master Agreement and would require additional terms to be agreed by the parties:
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 23rd, 2020 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Amendment to Employment Agreement (the “Amendment”) is by and between Kaleido Biosciences, Inc. (the “Company”) and Alison Lawton (the “Employee”) and is made effective as of July 20, 2020 (the “Effective Date”).
KALEIDO BIOSCIENCES Consulting and Separation AgreementConsulting and Separation Agreement • October 30th, 2019 • Kaleido Biosciences, Inc. • Biological products, (no disgnostic substances) • Massachusetts
This Consulting and Separation Agreement (the “Agreement”), made as of the 26th day of September, 2019 is entered into by Kaleido BioSciences, Inc., a Delaware corporation with offices at 18 Crosby Drive, Bedford, MA 01730 (the “Company”), and Joshua Brumm, an individual residing in Wellesley, MA (the “Consultant”).
