6,250,000 Shares Pre-Funded Warrants to Purchase 3,750,000 Shares IVERIC BIO, INC. COMMON STOCK, $0.001 PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • December 10th, 2019 • IVERIC Bio, Inc. • Pharmaceutical preparations • New York
IVERIC bio, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), for whom Cowen and Company, LLC is acting as representative (the “Representative”), an aggregate of 6,250,000 shares of the common stock of the Company, $0.001 par value per share (the “Firm Shares”), pre-funded warrants to purchase an aggregate of 3,750,000 shares of Common Stock in the form attached hereto as Exhibit A (the “Warrants”) and, at the option of the Underwriters, up to an additional 1,500,000 shares of the Company’s common stock, par value $0.001 per share (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares.” The Shares and Warrants are herein referred to as the “Securities.” The shares of Common Stock issuable upon exercise of the Warrants are herein referred to as the “Warrant Shares.” The shares of common stock, $0.001 par value per share
