REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 3rd, 2021 • Entasis Therapeutics Holdings Inc. • Pharmaceutical preparations • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 3, 2021, by and between Entasis Therapeutics Holdings Inc., a Delaware corporation (the “Company”), and Innoviva Strategic Opportunities LLC (the “Holder”). The Company and the Holder are referred to each as a “Party” and collectively herein as the “Parties.” Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement.
SECURITIES PURCHASE AGREEMENT BY AND BETWEEN ENTASIS THERAPEUTICS HOLDINGS INC. AND INNOVIVA STRATEGIC OPPORTUNITIES LLC Dated as of May 3, 2021Securities Purchase Agreement • May 3rd, 2021 • Entasis Therapeutics Holdings Inc. • Pharmaceutical preparations • Delaware
THIS SECURITIES PURCHASE AGREEMENT (together with all Exhibits and Schedules hereto, as each may be amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), dated as of May 3, 2021, is made by and between (i) Entasis Therapeutics Holdings Inc., a Delaware corporation (the “Company”), and (ii) Innoviva Strategic Opportunities LLC (the “Purchaser”). The Company and the Purchaser are referred to herein individually as a “Party,” and, collectively as the “Parties.” Capitalized terms used herein and not otherwise defined herein are defined in Article I hereof.
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 5 OF THIS WARRANTWarrant Agreement • May 3rd, 2021 • Entasis Therapeutics Holdings Inc. • Pharmaceutical preparations • New York
Entasis Therapeutics Holdings Inc., a Delaware corporation (the “Company”), for value received, hereby certifies that Innoviva Strategic Opportunities LLC, or its registered assigns (the “Registered Holder”), is entitled, subject to the terms and conditions set forth below, to purchase from the Company, at any time or from time to time on or after the date of issuance and on or before 5:00 p.m. (New York City time) on [●], [2026]4 shares of Common Stock, $0.001 par value per share, of the Company (“Common Stock”), at a purchase price of $2.00 per share. The shares purchasable upon exercise of this Warrant, and the purchase price per share, each as adjusted from time to time pursuant to the provisions of this Warrant, are hereinafter referred to as the “Warrant Shares” and the “Purchase Price,” respectively. This Warrant is one of the Warrants (the “Warrants”) issued pursuant to that certain Securities Purchase Agreement, dated as of May 3, 2021, by and among the Company and Innoviva St
