SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2020 • Outlook Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 24, 2020, between Outlook Therapeutics, Inc., a Delaware corporation (the “Company”), and GMS Ventures and Investments, a Cayman Islands company (including its successors and assigns, “Purchaser”).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT Outlook Therapeutics, Inc.Outlook Therapeutics, Inc. • February 24th, 2020 • Biological products, (no disgnostic substances)
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on _____, 20251 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Outlook Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued by the Company pursuant to the Engagement Agreement, dated as of December 10, 2019, between the Company and H.C. Wainwright & Co., LLC.
STRICTLY CONFIDENTIAL Outlook Therapeutics, Inc.Letter Agreement • February 24th, 2020 • Outlook Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
FOURTH AMENDMENT TO INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • February 24th, 2020 • Outlook Therapeutics, Inc. • Biological products, (no disgnostic substances)
This FOURTH AMENDMENT, dated as of February 24, 2020 (this “Amendment”), to the Investor Rights Agreement, dated as of September 11, 2017 (as it may be amended from time to time, the “Investor Rights Agreement”), is entered into between Outlook Therapeutics, Inc., a Delaware corporation (formerly known as Oncobiologics, Inc., the “Company”), BioLexis Pte. Ltd., a Singapore private limited company (formerly known as GMS Tenshi Holdings Pte. Limited, the “Shareholder”), and GMS Ventures and Investments (“GMS”, and, collectively with the Company, and the Shareholder, the “Parties”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Investor Rights Agreement.
