SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 29th, 2022 • Biolase, Inc • Dental equipment & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 27, 2022, between BIOLASE, 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”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • June 29th, 2022 • Biolase, Inc • Dental equipment & supplies • New York
This letter agreement (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and BIOLASE, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), pursuant to which the Placement Agent shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of shares of common stock (the “Shares”) of the Company, par value $0.001 per share (“Common Stock”), prefunded warrants to purchase Common Stock (the “Prefunded Warrants”), and warrants to purchase Common Stock (the “Warrants”, and collectively with the Shares and the Prefunded Warrants, the “Securities”). The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and, collectively, the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the power or authority to bind the
COMMON STOCK PURCHASE WARRANT BIOLASE, INC.Biolase, Inc • June 29th, 2022 • Dental equipment & supplies
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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 30, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BIOLASE, 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 Warrant Share shall be equal to the Exercise Price, as defined in Section 2(b).
PREFUNDED COMMON STOCK PURCHASE WARRANT BIOLASE, INC.Prefunded Common Stock Purchase • June 29th, 2022 • Biolase, Inc • Dental equipment & supplies
THIS PREFUNDED 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 Issue Date (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from BIOLASE, 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 Warrant Share shall be equal to the Exercise Price, as defined in Section 2(b).
LOCK-UP AGREEMENTLock-Up Agreement • June 29th, 2022 • Biolase, Inc • Dental equipment & supplies • New York
Re: Securities Purchase Agreement, dated as of ____, 2022 (the “Purchase Agreement”), between BIOLASE, Inc. (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”)
