FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 21st, 2021 • Thorne Healthtech, Inc. • Pharmaceutical preparations • Delaware
This FOURTH AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 5, 2018 and effective as of the Effective Time, is among (i) Thorne Holding Corp., a Delaware corporation (the “Company”), (ii) the Stockholders listed on Schedule 1 hereto (the “Initial Stockholders”), (iii) the individuals listed on Schedule 2 hereto (the “Purchasers”) and (iv) each person who shall, subsequent to the date hereof, join in and become a party to this Agreement pursuant to, and in accordance with, Section 2(1) hereof (“Additional Stockholders” and together with the Initial Stockholders and the Purchasers, the “Stockholders”).
THORNE HOLDING CORP. AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANTCommon Stock Purchase • September 21st, 2021 • Thorne Healthtech, Inc. • Pharmaceutical preparations • New York
THIS IS TO CERTIFY THAT, Mitsui & Co., Ltd. (the “Initial Warrant Holder”) and its successors and permitted assigns are entitled to purchase from Thorne Holding Corp., a Delaware corporation (the “Company”), at any time or from time to time after 9:00 A.M., New York City time, on October 11, 2018 (such day, the “Initial Exercise Date”), and prior to 5:00 P.M., New York City time, on the ten (10) year anniversary of the Initial Exercise Date (the “Expiration Date”), any or all of one hundred twenty-seven (127) shares (the “Initial Warrant Shares”) of Common Stock (as defined below) of the Company at a purchase price per share equal to $2,280.03 per share (the “Initial Exercise Price”). The number and character of the Initial Warrant Shares and the Initial Exercise Price are subject to adjustment as provided herein.
THORNE HEALTHTECH, INC. AMENDMENT TO WARRANT TO PURCHASE COMMON STOCKPurchase Common Stock • September 21st, 2021 • Thorne Healthtech, Inc. • Pharmaceutical preparations • Delaware
This Amendment to Warrant to purchase Common Stock (this “Amendment”) is entered into effective as of May 2, 2019, by and between Thorne HealthTech, Inc., previously Thorne Holding Corp. (the “Issuer”) and Elus Holdings Corporation (the “Holder”), and amends that certain Warrant (No. 9) to purchase Common Stock, issued by the Issuer to the Holder, dated as of May 10, 2011 (the “Warrant”). Capitalized terms used but not defined herein shall have the respective meanings assigned to them in the Warrant.
THORNE HOLDING CORP. AMENDED AND RESTATED COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • September 21st, 2021 • Thorne Healthtech, Inc. • Pharmaceutical preparations • Delaware
WHEREAS, Diversified Natural Products, Inc., a Delaware corporation (the “Initial Warrant Holder”), is the holder of that certain Common Stock Purchase Warrant No. 3 (the “Original Warrant”), dated as of June 23, 2010, and issued by Thorne Holding Corp., a Delaware corporation (the “Company”) for the purchase of up to six thousand four hundred eighty (6,480) shares of the Company’s Common Stock (as defined hereafter).
THORNE HEALTHTECH, INC. AMENDMENT TO WARRANT TO PURCHASE COMMON STOCKPurchase Common Stock • September 21st, 2021 • Thorne Healthtech, Inc. • Pharmaceutical preparations • Delaware
This Amendment to Warrant to purchase Common Stock (this “Amendment”) is entered into effective as of May 2, 2019, by and between Thorne HealthTech, Inc., previously Thorne Holding Corp. (the “Issuer”) and Diversified Natural Products, Inc. (the “Holder”), and amends that certain Warrant (No. 6) to purchase Common Stock, issued by the Issuer to the Holder, dated as of May 10, 2011 (the “Warrant”). Capitalized terms used but not defined herein shall have the respective meanings assigned to them in the Warrant.
THORNE HOLDING CORP. COMMON STOCK PURCHASE WARRANTThorne Healthtech, Inc. • September 21st, 2021 • Pharmaceutical preparations • New York
THIS IS TO CERTIFY THAT, ELUS Holdings Corporation (the “Initial Warrant Holder”), and its successors and permitted assigns are entitled to purchase from Thorne Holding Corp. (the “Company”), at any time or from time to time after 9:00 A.M., Boston, Massachusetts time, on the date hereof (the “Initial Exercise Date”), and prior to 5:00 P.M., Boston, Massachusetts time, on June 23, 2020 (the “Expiration Date”), but subject to earlier termination in accordance with Section 4.2, any or all of one thousand nineteen (1,019) shares (the “Warrant Shares”), of Common Stock (as defined below), of the Company at a purchase price per share equal to $3,000.00 per share (the “Initial Exercise Price”). The number and character of the Warrant Shares and the Initial Exercise Price are subject to adjustment as provided herein.
