Exhibit 4.6
AMENDMENT TO WARRANT AGREEMENTS
THIS AMENDMENT (this "Amendment") TO WARRANT AGREEMENT DATED FEBRUARY 18,
1999 (the "Agreement"), a copy of which is attached hereto as Exhibit A, ") is
made by and between MIRAVANT MEDICAL TECHNOLOGIES, a Delaware corporation
("Miravant") and PHARMACIA AB, a Swedish corporation ("Pharmacia"), is effective
as of September 2, 2003 (the "Effective Date"). Any defined terms used in this
Amendment shall, unless otherwise stated, have the meaning ascribed to such
terms in the Agreement.
1. Miravant has issued to Pharmacia, three (3) Warrant Certificates
collectively, the "Pharmacia Warrants") as follows:
-------------------------------- ----------------------------- ------------------------- -----------------------------
Number of Shares of
Date of Warrant Certificates Miravant Common Stock Exercise Price Expiration Date
-------------------------------- ----------------------------- ------------------------- -----------------------------
June 9, 1999 120,000 $11.87 June 9, 2004
-------------------------------- ----------------------------- ------------------------- -----------------------------
December 13, 1999 120,000 $14.8313 December 13, 2004
-------------------------------- ----------------------------- ------------------------- -----------------------------
May 23, 2000 120,000 $20.615 May 23, 2005
-------------------------------- ----------------------------- ------------------------- -----------------------------
2. Miravant hereby amends each of the Pharmacia Warrants by reducing the
Exercise Price of the Pharmacia Warrants to ONE DOLLAR ($1.00) per share
and extending the Expiration Date of each of the Pharmacia Warrants to
December 31, 2005.
3. All representations and warranties made by Miravant in the Agreement are
true and correct as of the Effective Date, including, but not limited to,
those contained in Article VI of the Agreement, and apply with equal force
to the amended Warrant Certificates as well as to the original Warrant
Certificates.
4. Pharmacia may assign any or all of its rights and obligations under the
Agreement, as amended, to any Affiliate of Pharmacia.
5. Other than as specifically set forth herein, all terms and conditions
contained in the Agreement shall remain in full force and effect without
modification.
(Signatures on next page)
Date: August 15, 2003 MIRAVANT MEDICAL TECHNOLOGIES
By:/s/ Xxxx X. Kledizk
-----------------------
Xxxx X. Xxxxxxx,
Chief Executive Officer
ACCEPTED:
Date: August 13, 2003 PHARMACIA AB
By:/s/ Xxxxx Brattne
--------------------
Name: Xxxxx Brattne
Title: Director Legal Affairs
By: /s/ Zelbrant Xxxxxxxxx
-------------------------
Name:Zelbrant Xxxxxxxxx
Title: Pharmacia AB
Exhibit A to
Addendum to Warrant Agreement dated February 18, 1999
WARRANT AGREEMENT
DATED FEBRUARY 18, 1999
