and Warrants to Purchase 3,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 7th, 2015 • ContraVir Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
ContraVir Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters,” or each, an “Underwriter”), for whom Laidlaw & Company (UK) Ltd. is acting as representative (the “Representative”), (i) an aggregate of 5,000,000 shares (the “Firm Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company and (ii) five-year warrants to purchase shares of Common Stock at an exercise price of $4.25 per share, or warrants to purchase an aggregate of 3,000,000 shares of Common Stock (the “Firm Warrants” and the shares of Common Stock underlying the Firm Warrants, the “Firm Warrant Shares”). The Company has granted the Underwriters the option to purchase an aggregate of up to an additional (a) 750,000 shares (the “Option Shares”) of Common Stock and (b) five-year warrants (the “Optional Warrants”) to purchase up to an aggrega
