MOTIF BIO PLC AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of , 2016Deposit Agreement • July 27th, 2016 • Motif Bio PLC • Pharmaceutical preparations • New York
DEPOSIT AGREEMENT dated as of , 2016 among MOTIF BIO PLC, a public limited company incorporated under the laws of England and Wales (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
] American Depositary Shares Representing [ ] Ordinary Shares MOTIF BIO PLC UNDERWRITING AGREEMENTUnderwriting Agreement • July 27th, 2016 • Motif Bio PLC • Pharmaceutical preparations • New York
Motif Bio plc, a public limited company incorporated in England and Wales (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of [ ] American Depositary Shares (“ADSs”), each ADS representing [ ] of the Company’s ordinary shares, par value £0.01 per share (the “Ordinary Shares”). The aggregate of [ ] ADSs to be purchased from the Company are called the “Firm Securities.”
