SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 17th, 2017 • Transgenomic Inc • Laboratory analytical instruments • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 13, 2017, between Transgenomic, Inc., a Delaware corporation (the “Company”) and the investors set forth in Schedule A attached hereto (each a “Purchaser” and collectively, the “Purchasers”).
ContractTransgenomic Inc • April 17th, 2017 • Laboratory analytical instruments • New York
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 AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.
SUBORDINATION AGREEMENTSubordination Agreement • April 17th, 2017 • Transgenomic Inc • Laboratory analytical instruments • Connecticut
This SUBORDINATION AGREEMENT (this “Agreement”) is made as April 13, 2017 by PRECIPIO DIAGNOSTICS, LLC, a Delaware limited liability company (the “Debtor”) and TRANSGENOMIC, INC., with its head office located at 12325 Emmet Street, Omaha, Nebraska 68164 (the “Junior Creditor”) for the benefit of WEBSTER BANK, NATIONAL ASSOCIATION, a national banking association, having an office at 80 Elm Street, New Haven, Connecticut 06510 (the “Senior Creditor”).
