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¶ – Release Delayed ·As Of Filer Filing For·On·As Docs:Size Issuer Agent 11/08/13 Sintx Technologies, Inc. S-1¶ 34:8.0M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: S-1 Registration Statement (General Form) HTML 1.84M 34: CORRESP ¶ Comment-Response or Other Letter to the SEC HTML 122K 2: EX-3.1 Articles of Incorporation/Organization or By-Laws HTML 587K 3: EX-3.3 Articles of Incorporation/Organization or By-Laws HTML 68K 4: EX-4.1 Instrument Defining the Rights of Security Holders HTML 17K 12: EX-4.10 Instrument Defining the Rights of Security Holders HTML 74K 13: EX-4.11 Instrument Defining the Rights of Security Holders HTML 75K 14: EX-4.12 Instrument Defining the Rights of Security Holders HTML 44K 15: EX-4.13 Instrument Defining the Rights of Security Holders HTML 19K 16: EX-4.14 Instrument Defining the Rights of Security Holders HTML 18K 17: EX-4.15 Instrument Defining the Rights of Security Holders HTML 46K 18: EX-4.16 Instrument Defining the Rights of Security Holders HTML 51K 19: EX-4.17 Instrument Defining the Rights of Security Holders HTML 43K 20: EX-4.18 Instrument Defining the Rights of Security Holders HTML 45K 5: EX-4.2 Instrument Defining the Rights of Security Holders HTML 354K 6: EX-4.3 Instrument Defining the Rights of Security Holders HTML 95K 7: EX-4.4 Instrument Defining the Rights of Security Holders HTML 97K 8: EX-4.5 Instrument Defining the Rights of Security Holders HTML 96K 9: EX-4.6 Instrument Defining the Rights of Security Holders HTML 71K 10: EX-4.7 Instrument Defining the Rights of Security Holders HTML 72K 11: EX-4.8 Instrument Defining the Rights of Security Holders HTML 73K 21: EX-10.1 Material Contract HTML 265K 27: EX-10.10 Material Contract HTML 279K 28: EX-10.11 Material Contract HTML 20K 29: EX-10.18 Material Contract HTML 70K 30: EX-10.19 Material Contract HTML 78K 22: EX-10.2 Material Contract HTML 35K 31: EX-10.20 Material Contract HTML 81K 23: EX-10.3 Material Contract HTML 33K 24: EX-10.4 Material Contract HTML 30K 25: EX-10.5 Material Contract HTML 85K 26: EX-10.6 Material Contract HTML 23K 32: EX-21.1 Subsidiaries HTML 10K 33: EX-23.1 Consent of Experts or Counsel HTML 11K
| EX-4.13 |
Exhibit 4.13
CDC- A
AMENDMENT TO
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF
AMEDICA CORPORATION
This Amendment to Warrant to Purchase Shares of Common Stock (this “Amendment”) dated as of December 18, 2012, is made by and between Amedica Corporation, a Delaware corporation (the “Company”), and the undersigned, (the “Warrant Holder”), and it hereby amends that certain Warrant to Purchase Shares of Common Stock of the Company (the “Existing Warrant”) originally issued in connection with the Company’s issuance and sale of its Senior Secured Subordinated Convertible Promissory Notes during the period beginning March 4, 2011 and ending February 15, 2012 (referred to herein collectively as the “Convertible Notes” and each individually as a “Convertible Note”).
WHEREAS, the requisite holders of Convertible Notes voted, consented and agreed to amend the Convertible Notes such that all of the Convertible Notes would be automatically converted into shares of the Company’s Series F Convertible Preferred Stock, par value $0.01 per share (“Series F Preferred Stock”), immediately prior to the Company entering into a term loan ($18 million) and a new revolving credit facility (up to $3.5 million) (the “GE Credit Facility”) with General Electric Capital Corporation (“GECC”) and/or with one or more of GECC’s affiliates or designees and such other lenders as may be determined by GECC (or determined by one or more of GECC’s affiliates or designees) (referred to herein collectively as the “GE Lenders”).
WHEREAS, on December 17, 2012, the Company and the GE Lenders completed the closing of the GE Credit Facility and the outstanding Convertible Notes automatically were converted into shares of Series F Preferred Stock immediately prior to the Company entering into the GE Credit Facility.
WHEREAS, in connection with the Company’s issuance of shares of Series F Preferred Stock upon conversion of the Convertible Notes, the Company now offers to amend the Existing Warrant, subject to the approval of the Warrant Holder, to (a) extend the Warrant Expiration Date (as defined therein) by four (4) additional years and (b) reduce the Stated Purchase Price (as defined therein) from $2.00 per share of Common Stock to $1.00 per share.
WHEREAS, Section 11 of the Existing Warrant provides that it may be amended only with the consent of the holder of such Existing Warrant, and the Warrant Holder and the Company have executed and delivered this Amendment.
NOW, THEREFORE, in consideration of the foregoing premises, the mutual promises contained herein, and the benefits to be derived by each party hereunder, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Amedica and Warrant Holder, intending to be legally bound, hereby agree to amend the Existing Warrant, as set forth below and hereby agree as follows:
AGREEMENT:
Section 1.1 Amendments.
(a) The words “$2.00 per share” that appear in the second sentence of the first paragraph of the Existing Warrant are deleted, and the words “$1.00 per share” are inserted in place thereof.
(b) The words “third anniversary” that appear in the penultimate sentence of the first paragraph of the Existed Warrant are deleted, and the words “seventh anniversary” are inserted in place thereof.
Section 1.2 No Further Amendments. Except as expressly amended hereby, the Existing Warrant is in all respects ratified and confirmed and all the terms, conditions, and provisions thereof shall remain in full force and effect.
Section 1.3 Effect of Amendment. This Amendment shall form a part of the Existing Warrant for all purposes, and each party thereto and hereto shall be bound hereby. From and after the execution of this Amendment by the parties hereto, any reference to the Existing Warrant shall be deemed a reference to the Existing Warrant as amended hereby.
Section 1.4 Headings. The descriptive headings contained in this Amendment are included for convenience of reference only and shall not affect in any way the meaning or interpretation of this Amendment.
Section 1.5 Counterparts; Facsimiles. This Amendment may be executed in one or more counterparts, and by the different parties hereto in separate counterparts, each of which when executed shall be deemed to be an original but all of which taken together shall constitute one and the same agreement. A facsimile or other electronically transmitted signature on this Amendment is as valid as an original signature.
Section 1.6 Governing Law. This Amendment and the rights and duties of the parties hereto shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware.
IN WITNESS WHEREOF, the Company and Warrant Holder have caused this Amendment to Warrant to Purchase Shares of Common Stock of Amedica Corporation to be executed and delivered as of the date first written above by their respective officers thereunto duly authorized.
| THE COMPANY: | WARRANT HOLDER: | |||||||
| AMEDICA CORPORATION | [ ] | |||||||
| By: |
|
By: |
| |||||
| Name: | Eric K. Olson | Print/Type Name: | ||||||
| Title: | President and CEO | Print/Type Title: | ||||||
| This ‘S-1’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 11/8/13 | DRS | ||
| 12/18/12 | ||||
| 12/17/12 | ||||
| 2/15/12 | ||||
| 3/4/11 | ||||
| List all Filings | ||||