NANTHEALTH, INC. [ ] Shares of Common Stock, par value $0.0001 per share Underwriting AgreementNant Health, LLC • May 24th, 2016 • Services-computer processing & data preparation • New York
NantHealth, Inc., a Delaware corporation (together with its predecessor entity, Nant Health, LLC, the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value $0.0001 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
FORM OF CONVERSION AGREEMENTForm of Conversion Agreement • May 24th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • Delaware
THIS CONVERSION AGREEMENT (this “Agreement”) is dated as of [●], 2016, by and between Nant Health, LLC, a Delaware limited liability company (the “Company”), and NantWorks, LLC, a Delaware limited liability company (“NantWorks”). The Company and NantWorks are collectively referred to herein as the “Parties” and each individually is referred to herein as a “Party.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 24th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 25th day of October, 2012, by and among Nant iD, LLC, a Delaware limited liability company (the “Company”), Verizon Investments LLC, a Delaware limited liability company (“Verizon”), and NantWorks, LLC, a Delaware limited liability Company (“NantWorks” and, together with Verizon, the “Investors”).
STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • May 24th, 2016 • Nant Health, LLC • Services-computer processing & data preparation • Delaware
THIS STOCKHOLDERS’ AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of [●], 2016 (the “Effective Date”), by and among NantHealth, Inc. (the “Company”) and those stockholders of the Company set forth on Schedule A attached hereto (each a “Holder” and collectively the “Holders”).
