SERIES A-1 COMMON STOCK PURCHASE WARRANT NOVABAY PHARMACEUTICALS, INC.NovaBay Pharmaceuticals, Inc. • September 13th, 2022 • Pharmaceutical preparations
THIS SERIES A-1 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 [_______]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from NovaBay Pharmaceuticals, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 13th, 2022 • NovaBay Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 9, 2022, between NovaBay Pharmaceuticals, 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 • September 13th, 2022 • NovaBay Pharmaceuticals, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of [_______] [_], 2022, between NovaBay Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
Form of Additional Voting CommitmentNovaBay Pharmaceuticals, Inc. • September 13th, 2022 • Pharmaceutical preparations
NovaBay Pharmaceuticals, Inc. (the “Company”) has entered into letter agreements, dated September 9, 2022 (the “Reprice Letter Agreements”), with certain warrant holders in connection with two separate warrant reprice transactions, which provide for, among other terms, amendments to outstanding Common Stock purchase warrants that are exercisable into shares of Company common stock, par value $0.01 per share (“Common Stock”). These Common Stock purchase warrants were originally issued by the Company in the following transactions:
Form of Participant Voting CommitmentLetter Agreement • September 13th, 2022 • NovaBay Pharmaceuticals, Inc. • Pharmaceutical preparations
Reference is made to that certain Letter Agreement, dated as of September 9, 2022 (the “Letter Agreement”), between the undersigned and NovaBay Pharmaceuticals, Inc. (the “Company”), which provides for the execution and delivery of this voting letter (“Voting Letter”).
LEAK-OUT AGREEMENTLeak-Out Agreement • September 13th, 2022 • NovaBay Pharmaceuticals, Inc. • Pharmaceutical preparations
This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and between NovaBay Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
