VirnetX Holding Corporation Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 16th, 2007 • VirnetX Holding Corp • Services-computer programming services • New York
In connection with a secondary public offering (the “Offering”) of common stock, $0.0001 par value (“Common Stock”), of VirnetX Holding Corporation, a Delaware corporation (the “Company”), the Company proposes to issue and sell to Gilford Securities Incorporated (the “Underwriter” or “you”) pursuant to this Underwriting Agreement (the “Agreement”) 3,000,000 shares of Common Stock (the “Primary Offering Shares”). The date on which the Securities and Exchange Commission (the “Commission”) shall declare the Registration Statement (as defined below) of the Company effective under the Securities Act of 1933, as amended (the “Act”), shall be the “Effective Date.” In addition, the Company proposes to grant to the Underwriter the option referred to in Section 2(b) to purchase all or any part of an aggregate of 450,000 additional shares of Common Stock (the “Over-Allotment Shares” and, together with the Primary Offering Shares, the “Shares”).
