SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 6th, 2023 • iBio, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 5, 2023, between iBio, 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”).
UNDERWRITING AGREEMENT between IBIO, INC. and as Representative of the Several Underwriters IBIO, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 30th, 2019 • iBio, Inc. • Pharmaceutical preparations • New York
As Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison Avenue, 36th Floor New York, New York 10022
PRE-FUNDED WARRANTS TO PURCHASE SHARES OF COMMON STOCK IBIO, INC.Security Agreement • April 1st, 2024 • iBio, Inc. • Pharmaceutical preparations
THIS PRE-FUNDED WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 IBIO, INC., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
IBIO, INC., Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of ________, 20__ Debt SecuritiesIndenture • November 25th, 2020 • iBio, Inc. • Pharmaceutical preparations • New York
WHEREAS, for its lawful corporate purposes, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debt securities (hereinafter referred to as the “Securities”), in an unlimited aggregate principal amount to be issued from time to time in one or more series as in this Indenture provided, as registered Securities without coupons, to be authenticated by the certificate of the Trustee;
iBio, Inc. 29,661,017 Shares of Common Stock (par value $0.001 per share) Underwriting AgreementUnderwriting Agreement • December 9th, 2020 • iBio, Inc. • Pharmaceutical preparations • New York
iBio, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 29,661,017 shares of its common stock, par value $0.001 per share (the “Shares”). The 29,661,017 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 4,449,152 Shares pursuant to such option are collectively called the “Option Shares.” The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are collectively called the “Offered Shares.” Cantor Fitzgerald & Co. (“Cantor”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean Cantor, as Underwriter, and t
FORM OF WARRANT TO PURCHASE SHARES OF COMMON STOCK IBIO, INC.Warrant Agreement • December 8th, 2023 • iBio, Inc. • Pharmaceutical preparations
THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 Original Issuance Date (the “Initial Exercise Date”) and on or prior to 5:00 pm (New York City time) on [*] __, 20281 (the “Termination Date”) but not thereafter, to subscribe for and purchase from IBIO, INC., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
IBIO, INC. Shares of Common Stock (par value $0.001 per share) Controlled Equity OfferingSM Sales AgreementSales Agreement • November 25th, 2020 • iBio, Inc. • Pharmaceutical preparations • New York
iBio, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 4th, 2023 • iBio, Inc. • Pharmaceutical preparations
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 4, 2023, by and between IBIO, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
iBio, Inc. Common Stock (par value $0.001 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • July 3rd, 2024 • iBio, Inc. • Pharmaceutical preparations • New York
iBio, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Chardan Capital Markets, LLC (“Chardan”) and Craig-Hallum Capital Group LLC (“Craig-Hallum”), each as sales agent (each an “Agent” and together, the “Agents”) as follows:
PRE-FUNDED WARRANTS TO PURCHASE SHARES OF COMMON STOCK IBIO, INC.Security Agreement • June 5th, 2024 • iBio, Inc. • Pharmaceutical preparations • Delaware
THIS PRE-FUNDED WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “Warrant”) certifies that, for value received, Woodforest National Bank 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 six month anniversary of the Issuance Date (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from IBIO, INC., a Delaware corporation (the “Company”), up to ________ shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 1(b).
PURCHASE AGREEMENTPurchase Agreement • August 4th, 2023 • iBio, Inc. • Pharmaceutical preparations • Illinois
PURCHASE AGREEMENT (the “Agreement”), dated as of August 4, 2023, by and between IBIO, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (the “Investor”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • April 1st, 2019 • iBio, Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”), dated as of [ ], is by and between iBio, Inc., a Delaware corporation (the “Company”) and [ ] (the “Indemnitee”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • May 15th, 2015 • iBio, Inc. • Pharmaceutical preparations • Illinois
COMMON STOCK PURCHASE AGREEMENT (the “Agreement”), dated as of May 15, 2015, by and between IBIO INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
RUBRYC THERAPEUTICS, INC. SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • August 27th, 2021 • iBio, Inc. • Pharmaceutical preparations • Delaware
THIS SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is made as of August 23, 2021, by and among RubrYc Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and any additional Investor that becomes a party to this Agreement in accordance with Subsection 6.9 hereof.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 15th, 2015 • iBio, Inc. • Pharmaceutical preparations • Illinois
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 15, 2015, by and between IBIO, INC., a Delaware corporation (the “Company”), and ASPIRE CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Common Stock Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 20th, 2020 • iBio, Inc. • Pharmaceutical preparations • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 19, 2020, is entered into by and between IBIO, INC., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (“Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement by and between the parties hereto, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
IBIO, INC. Common Stock ($0.001 par value per share) AT-THE-MARKET EQUITY OFFERING SALES AGREEMENTAt-the-Market Equity Offering Sales Agreement • February 1st, 2013 • iBio, Inc. • Pharmaceutical preparations • New York
iBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time to or through Further Lane Securities, L.P. (“Further Lane”), as sales agent and/or principal (“Agent”), shares (the “Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), having an aggregate offering price of up to $10,000,000 on the terms set forth in Section 2 of this Sales Agreement (the “Agreement”). The Company agrees that whenever it determines to sell Shares directly to the Agent as principal, it will enter into a separate agreement (each, a “Terms Agreement”) in substantially the form of Annex I hereto, relating to such sale in accordance with Section 3 of this Agreement. The foregoing notwithstanding, the Company shall not issue or sell pursuant to this Agreement an aggregate amount of Common Stock that would cause the Company to exceed the amount of securities issuable pursuant to Instruction 1
PRE-FUNDED WARRANT TO PURCHASE SHARES OF COMMON STOCK IBIO, INC.Pre-Funded Warrant Agreement • October 27th, 2023 • iBio, Inc. • Pharmaceutical preparations
THIS PRE-FUNDED WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 IBIO, INC., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
IBIO, INC. 8,925,000 Units Each Unit Consisting of One Share of Common Stock and 0.4 of One Warrant to Purchase One Share of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 23rd, 2013 • iBio, Inc. • Pharmaceutical preparations • California
iBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter) an aggregate of (i) 8,925,000 authorized but unissued shares (the “Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company and (ii) Warrants (the “Warrants”) to purchase up to 3,570,000 shares of Common Stock (the “Warrant Shares”). The Shares and the Warrants shall be sold together as units (the “Units”), each Unit consisting of one Share and 0.4 of one Warrant to purchase one share of Common Stock. The Units will not be separately issued or certificated and the Shares and the Warrants shall be immediately separable and transferable upon issuance. The Units, the Shares, the Warrants and the Warrant Shares are collectively referred to as the “Securities.”
ContractWarrant Agreement • November 4th, 2021 • iBio, Inc. • Pharmaceutical preparations • Delaware
THIS WARRANT AND THE UNDERLYING SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS. EXCEPT AS SET FORTH IN SECTION 6.3 BELOW, THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED, TRANSFERRED, OR ASSIGNED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO SUCH SECURITIES UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS, OR AN OPINION OF COUNSEL, IN A FORM REASONABLY SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT OR APPLICABLE SECURITIES LAWS.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 1st, 2024 • iBio, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 26, 2024, between iBio, 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”).
Re: Placement Agency AgreementPlacement Agency Agreement • December 6th, 2023 • iBio, Inc. • Pharmaceutical preparations • New York
Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners (“A.G.P.”), as lead placement agent, and Brookline Capital Markets, a division of Arcadia Securities, LLC (“Brookline”) as co-placement agent (A.G.P. and Brookline are also referred to herein, collectively, as the “Placement Agents”), and iBio, Inc., a Delaware corporation (the “Company”), the parties hereby agree that the Placement Agents shall serve as the placement agents for the Company, on a “reasonable best efforts” basis, in connection with the proposed offering (the “Placement”) of securities of the Company, consisting of: (i) shares of common stock, par value $0.001 per share (“Common Stock”), (ii) pre-funded warrants to purchase Common Stock (the “Pre-Funded Warrants”), and (iii) Series C and Series D warrants to purchase Common Stock (collectively, the “Common Warrants” and collectively with the Pre-Funded Warrants, the “Warrants”). The Common Stock and Warr
AMENDED AND RESTATED UNDERWRITING AGREEMENT between iBio, INC. and AEGIS CAPITAL CORP., as Representative of the Several Underwriters November 30, 2017Underwriting Agreement • December 1st, 2017 • iBio, Inc. • Pharmaceutical preparations • New York
WARRANT TO PURCHASE SHARES OF COMMON STOCK IBIO, INC.Warrant to Purchase Shares of Common Stock • October 27th, 2023 • iBio, Inc. • Pharmaceutical preparations
THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 Original Issuance Date (the “Initial Exercise Date”) and on or prior to 5:00 pm (New York City time) on [*] __, 20291 (the “Termination Date”) but not thereafter, to subscribe for and purchase from IBIO, INC., a Delaware corporation (the “Company”), up to ______ shares of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 26th, 2024 • iBio, Inc. • Pharmaceutical preparations • California
This Amended and Restated Employment Agreement (this “Agreement”) is entered into as of July 23, 2024, by and between iBio, Inc., a Delaware corporation (the “Company” or “iBio”), and Martin Brenner (the “Executive”). The Effective Date of this Agreement shall be July 1, 2024. In consideration of the premises and mutual covenants contained herein, and intending to be legally bound thereby, the parties agree as follows:
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • December 7th, 2022 • iBio, Inc. • Pharmaceutical preparations
This Separation Agreement and General Release (hereinafter “Agreement”) is hereby entered into this 1st day of December between iBio, Inc. (hereinafter “the Company”) and Thomas Isett (hereinafter “Mr. Isett”), who are collectively referred to herein as the “Parties.” As set forth in more detail below, by signing this Agreement, Mr. Isett understands that he, among other things, is giving up claims (both known and unknown) he might have against the Company, is releasing the Company from all liability, and is agreeing not to file a lawsuit of any kind against the Company.
FIFTH AMENDMENT OF TECHNOLOGY TRANSFER AGREEMENTTechnology Transfer Agreement • July 11th, 2008 • InB:Biotechnologies, Inc. • Pharmaceutical preparations • Delaware
THIS FIFTH AMENDMENT OF TECHNOLOGY TRANSFER AGREEMENT is made in Newark, Delaware, on the _17_day of December, 2007, between FRAUNHOFER USA, INC., acting through its Center for Molecular Biotechnology a Rhode Island non-profit corporation, having a place of business at 9 Innovation Way, Suite 200, Newark, Delaware 19711 ("Fraunhofer”); and INB:BIOTECHNOLOGIES INC., having a place of business at 9 Innovation Way, Suite 100, Newark, Delaware 19711 ("INB").
TAX RESPONSIBILITY ALLOCATION AGREEMENTTax Responsibility Allocation Agreement • August 15th, 2008 • iBioPharma, Inc. • Pharmaceutical preparations • Delaware
This Tax Responsibility Allocation Agreement (the “Agreement”) is dated as of this 12th day of August, 2008, between Integrated BioPharma, Inc., a Delaware corporation (“BioPharma”), and iBioPharma, Inc., a Delaware corporation (“Biotechnologies”), either or both of which may be a “party” or “parties”.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 21st, 2008 • iBioPharma, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 19, 2008, between iBioPharma, Inc., a Delaware corporation (the “Company”) and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • August 21st, 2008 • iBioPharma, Inc. • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________ (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 the close of business on the 5 year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from iBioPharma, Inc. a Delaware corporation (the “Company”), up to ____ shares (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).
INDEMNIFICATION AND INSURANCE MATTERS AGREEMENTIndemnification & Liability • August 15th, 2008 • iBioPharma, Inc. • Pharmaceutical preparations • Delaware
THIS INDEMNIFICATION AND INSURANCE MATTERS AGREEMENT (this “Agreement”) is entered into as of August 12, 2008, by and between Integrated BioPharma, Inc., a Delaware corporation (“BioPharma”), and iBioPharma, Inc., a Delaware corporation (“Biotechnologies”). Certain capitalized terms used herein are defined in Article IV. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Distribution Agreement (defined below).
FOR DIRECTORS (ANNUAL GRANT) IBIO, INC. NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER THE IBIO, INC. 2023 OMNIBUS INCENTIVE PLANNon-Qualified Stock Option Agreement • July 9th, 2024 • iBio, Inc. • Pharmaceutical preparations • Delaware
Pursuant to the iBio, Inc. 2023 Omnibus Incentive Plan, as amended through the date hereof (the “Plan”), iBio, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.001 per share (the “Stock”), of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan. This Stock Option is not intended to be an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended.
iBio, inc. NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER the iBio, Inc. 2020 omnibus incentive planNon-Qualified Stock Option Agreement • January 11th, 2021 • iBio, Inc. • Pharmaceutical preparations • Delaware
Pursuant to the iBio, Inc. 2020 Omnibus Incentive Plan, as amended through the date hereof (the “Plan”), iBio, Inc. (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.001 per share (the “Stock”), of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan. This Stock Option is not intended to be an “incentive stock option” under Section 422 of the Internal Revenue Code of 1986, as amended.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • January 14th, 2016 • iBio, Inc. • Pharmaceutical preparations • New York
This Share Purchase Agreement (this “Agreement”) is dated as of January 13, 2016 among iBio, Inc., a Delaware corporation (the “Company”), and Eastern Capital Limited, a Cayman Islands corporation (including its successors and assigns, the “Purchaser”).
IBIO, INC. INCENTIVE STOCK OPTION AGREEMENT FOR EMPLOYEES UNDER THE IBIO, INC. 2023 OMNIBUS INCENTIVE PLANIncentive Stock Option Agreement • July 9th, 2024 • iBio, Inc. • Pharmaceutical preparations • Delaware
This Stock Option is intended to be an Incentive Stock Option; provided, however, to the extent the number of Option Shares exceeds the $100,000 annual limitation under Section 422(d) of the Code, such excess number of Option Shares shall be deemed granted pursuant to a Nonqualified Stock Option, but all other terms and provisions of this Agreement shall remain unchanged. Upon any exercise of this Stock Option, the number of exercised Option Shares that shall be deemed to be exercised pursuant to an Incentive Stock Option shall equal the total number of Option Shares so exercised multiplied by a fraction, (a) the numerator of which is the number of unexercised Option Shares that could then be exercised by Optionee pursuant to an Incentive Stock Option, and (b) the denominator of which is the then total number of unexercised Option Shares.
