SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 23rd, 2017 • Alphatec Holdings, Inc. • Surgical & medical instruments & apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 22, 2017, between Alphatec Holdings, 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”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 23rd, 2017 • Alphatec Holdings, Inc. • Surgical & medical instruments & apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March [ ], 2017, between Alphatec Holdings, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT ALPHATEC HOLDINGS, INC.Alphatec Holdings, Inc. • March 23rd, 2017 • Surgical & medical instruments & apparatus
THIS 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 the Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to the close of business on the five-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Alphatec Holdings, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
STRICTLY CONFIDENTIAL Alphatec Holdings, Inc.Letter Agreement • March 23rd, 2017 • Alphatec Holdings, Inc. • Surgical & medical instruments & apparatus • New York
Alphatec Holdings, Inc. Carlsbad, CA 92008 Re: Support Agreement Dear Ladies and Gentlemen:Alphatec Holdings, Inc. • March 23rd, 2017 • Surgical & medical instruments & apparatus • Delaware
The undersigned understands that Alphatec Holdings, Inc., a Delaware corporation (the “Company”), and certain investors set forth on the signature pages thereto (the “Investors”), are entering into a Securities Purchase Agreement dated as of the date hereof (the “Securities Purchase Agreement”), pursuant to which the Investors shall purchase and the Company shall sell shares of Common Stock of the Company (the “Common Shares”), shares of Series A Convertible Preferred Stock of the Company (the “Preferred Shares”) and warrants to purchase shares of the Common Stock of the Company (collectively, the “Transaction”). All capitalized terms used in this letter agreement but not defined in this letter agreement shall have the meanings given such terms in the Securities Purchase Agreement.
