a société anonyme incorporated under the laws of France) 2,492,223 Ordinary Shares and 3,106,907 American Depositary Shares, Each Representing One (1) Ordinary Share (Nominal Value €0.03 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • November 7th, 2023 • Nanobiotix S.A. • Pharmaceutical preparations • New York
JONES DAY PARTNERSHIP CONSTITUEE SELON LE DROIT DE L’OHIO, USA AVOCATS AU BARREAU DE PARIS 2, RUE SAINT-FLORENTIN ● 75001 PARIS TELEPHONE: (0)1.56.59.39.39 ● FACSIMILE: (0)1.56.59.39.38 ● TOQUE J 001 WWW.JONESDAY.COM November 7, 2023Special Counsel Agreement • November 7th, 2023 • Nanobiotix S.A. • Pharmaceutical preparations
We are acting as special French counsel for Nanobiotix S.A., a société anonyme incorporated in the Republic of France (the “Company”), in connection with the issuance and sale by the Company of 6,279,130 shares (the “New Shares”) of the Company’s ordinary shares, €0.03 nominal value per share (the “Ordinary Shares”), including 3,786,907 Ordinary Shares to be delivered in the form of an aggregate of 3,786,907 American Depositary Shares (“ADSs”), each representing one Ordinary Share, pursuant to an Underwriting Agreement, dated as of November 2, 2023 (the “Underwriting Agreement”), by and between the Company and Jefferies LLC, Leerink Partners LLC and Guggenheim Securities, LLC, acting as the representative of the several underwriters named therein.
