ContractFermavir Pharmaceuticals, Inc. • September 28th, 2006 • Pharmaceutical preparations • New York
THIS NOTE HAS NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS.
FermaVir Pharmaceuticals, Inc. 420 Lexington Avenue, Suite 445 New York, NY 10170 LETTER AGREEMENTLetter Agreement • September 28th, 2006 • Fermavir Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
FermaVir Pharmaceuticals, Inc., a Florida corporation (the “Company”), is offering shares of its common stock, par value $0.0001 per share (the “Common Stock”) and warrants to purchase Common Stock (the “Warrants”) as an extension fee to certain accredited investors (the “Investors”) that participated in a private offering of 12% notes due January 1, 2007 (the “Notes” in June and July 2006 (the “Prior Offering”). The offer is made to facilitate additional financing in the form of the issuance of 8% notes due January 1, 2008 and warrants expiring June 30, 2014 in an amount up to an additional $100,000. If accepted, the Investors would hold notes and warrants with the same terms as the participants in the new financing, except that interest accrued through August 31, 2006 will have been accrued at the higher annual interest rate of 12%.
AMENDMENT AGREEMENTAgreement • September 28th, 2006 • Fermavir Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Amendment Agreement dated as of September __, 2006 (the “Amendment”) by and between ______________ (the “Investor”) and FermaVir Pharmaceuticals, Inc., a Florida corporation (the “Company”), amends certain provisions of a 12% Note due January 1, 2007, FN-1 (the “Prior Note”) and Warrant, FW-1 (the “Prior Warrant”) issued by the Company to the Investor pursuant to a Securities Purchase Agreement dated as of June 16, 2006 between the Company and Investor.
