SHARES OF SERIES B CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO SHARES OF COMMON STOCK) AND WARRANTS EXERCISABLE INTO SHARES OF COMMON STOCK OF AVINGER, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 12th, 2018 • Avinger Inc • Surgical & medical instruments & apparatus • New York
The undersigned, Avinger, 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.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 12th, 2018 • Avinger Inc • Surgical & medical instruments & apparatus • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of February [·], 2018, by and among Avinger, Inc., a Delaware corporation (the “Company”), and CRG Partners III L.P., CRG Partners III - Parallel Fund “A” L.P., CRG Partners III — Parallel Fund “B” (Cayman) L.P. and CRG Partners III (Cayman) L.P. (together, “CRG” or the “Purchasers”, with each of the purchasing entities, a “Purchaser”).
SERIES A PREFERRED STOCK PURCHASE AGREEMENTSeries a Preferred Stock Purchase Agreement • February 12th, 2018 • Avinger Inc • Surgical & medical instruments & apparatus • New York
This Series A Preferred Stock Purchase Agreement (this “Agreement”) is made as of February [·], 2018, by and among CRG Partners III L.P., CRG Partners III - Parallel Fund “A” L.P., CRG Partners III — Parallel Fund “B” (Cayman) L.P. and CRG Partners III (Cayman) L.P. (together, “CRG” or the “Purchasers”, with each of the purchasing entities, a “Purchaser”) and Avinger, Inc., a Delaware corporation (the “Company”).
AMENDMENT NO. 2 TO TERM LOAN AGREEMENTTerm Loan Agreement • February 12th, 2018 • Avinger Inc • Surgical & medical instruments & apparatus • New York
THIS AMENDMENT NO. 2 TO TERM LOAN AGREEMENT (this “Amendment”), dated as of February [ ], 2018, is made among Avinger, Inc., a Delaware corporation (“Borrower”), and the Lenders listed on the signature pages hereof under the heading “LENDERS” (each a “Lender” and, collectively, the “Lenders”).
