EnteroMedics Inc. and Wells Fargo Bank, National Association, as Warrant Agent Warrant Agency Agreement Dated as of August 16, 2017Warrant Agency Agreement • August 16th, 2017 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
WARRANT AGENCY AGREEMENT, dated as of August 16, 2017 (“Agreement”), between EnteroMedics Inc., a Delaware corporation (the “Company”), and Wells Fargo Bank, National Association, a national banking association, organized under the laws of the United States of America (the “Warrant Agent”).
20,000 SHARES OF SERIES B CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO 8,700,000 SHARES OF COMMON STOCK) AND 8,700,000 WARRANTS (EXERCISABLE FOR 8,700,000 SHARES OF COMMON STOCK) OF ENTEROMEDICS INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 16th, 2017 • EnteroMedics Inc • Electromedical & electrotherapeutic apparatus • New York
The undersigned, EnteroMedics Inc., a Delaware corporation (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries of EnteroMedics Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
