GeNO LLC and David H. Fine Additional Investment and Loan Conversion Agreement

Summary

This agreement is between GeNO LLC and David H. Fine. Mr. Fine agrees to provide additional funding to GeNO LLC, which will initially be treated as loans with a 10% annual interest rate. These loans, including accrued interest, will later be converted into equity in GeNO LLC under the same terms as a future equity investment from third parties, once those terms are finalized. The agreement also lists specific amounts advanced and related payments. Both parties have signed to confirm their acceptance of these terms.

EX-4.10 12 d572802dex410.htm EX-4.10 EX-4.10

Exhibit 4.10

June 19, 2013

GeNO LLC

45 First Ave.

Waltham, MA 02451

Re:

Additional Investment in GeNO

Gentlemen:

The undersigned has agreed to provide additional funding to GeNO LLC (“GeNO”) on the terms and conditions applicable to additional equity financing that GeNO plans to seek from third parties (the “New Equity Investment”). It is understood that the terms of the New Equity Investment have not yet been finalized.

Additional funds advanced to GeNO by the undersigned on or after the date hereof shall be treated as loans to GeNO with interest at the rate of ten percent (10%) per year, and the loan balances together with accrued interest, will be converted to equity in GeNO on the terms and conditions of the New Equity Investment at the time that the New Equity Investment is completed.

Please indicate your agreement with the foregoing by signing the enclosed copy of this letter where indicated below and returning it to the undersigned.


Sincerely,

		/s/ David H. Fine
		David H. Fine

AGREED:

GENO LLC


By:		/s/ Kurt A. Dasse
		Kurt A. Dasse, President

August 12, 2013