FORM OF PRE-FUNDED COMMON STOCK PURCHASE WARRANT BIOLASE, INC.Biolase, Inc • February 15th, 2024 • Dental equipment & supplies • New York
THIS PRE-FUNDED 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from BIOLASE, Inc., a company incorporated under the laws of the State of Delaware (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). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject t
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 15th, 2024 • Biolase, Inc • Dental equipment & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 13, 2024, 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”).
FORM OF CLASS B WARRANT TO PURCHASE COMMON STOCK BIOLASE, INC.Biolase, Inc • February 15th, 2024 • Dental equipment & supplies • New York
THIS CLASS B WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received by BIOLASE, Inc., a Delaware corporation (the “Company”), 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 Stockholder Approval Date (as defined below) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Stockholder Approval Date (the “Termination Date”) but not thereafter, to subscribe for from the Company, up to shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The subscription price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • February 15th, 2024 • Biolase, Inc • Dental equipment & supplies • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agency Agreement”) dated as of February 15, 2024 (the “Issuance Date”) between BIOLASE, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), and Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate Computershare Trust Company, N.A., a federally chartered trust company (together with Computershare, the “Warrant Agent”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 15th, 2024 • Biolase, Inc • Dental equipment & supplies • New York
This letter agreement (the “Agreement”) constitutes the agreement between Lake Street Capital Markets, LLC (“Lake Street”) and Maxim Group LLC (“Maxim”), as placement agents (each a “Placement Agent” and, collectively, the “Placement Agents”) and BIOLASE, Inc., a Delaware corporation (together with its subsidiaries, the “Company”), that Placement Agents shall serve as exclusive placement agents for the Company, on a “reasonable best efforts” basis, for the proposed placement to certain purchasers (the “Purchasers”) of an aggregate of (i) 7,795,000 common units (each a “Common Unit” and collectively, the “Common Units”), with each Common Unit consisting of (A) one share (each a “Share” and collectively, the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), (B) one Class A warrant to purchase common stock (each a “Class A Warrant” and collectively, the “Class A Warrants”) to purchase one share of Common Stock (the “Class A Warrant Shares”) exercisa
CONSENT AND WAIVERConsent and Waiver • February 15th, 2024 • Biolase, Inc • Dental equipment & supplies
This Consent and Waiver (the “Agreement”), dated as of February 12, 2024, is entered into by and between BIOLASE, Inc. (the “Company”) and Anson Investments Master Fund LP (the “Investor”).
