WARRANT AGREEMENTWarrant Agreement • April 22nd, 2010 • Nile Therapeutics, Inc. • Pharmaceutical preparations • New York
This Warrant Agreement made as of April 21, 2010, is between Nile Therapeutics, Inc., a Delaware corporation, with offices at 4 West 4th Avenue, Suite 400, San Mateo, CA (the “Company”), and American Stock Transfer & Trust Company, LLC, with offices at 6201 15th Avenue, Brooklyn, NY (the “Warrant Agent”).
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR...Nile Therapeutics, Inc. • April 22nd, 2010 • Pharmaceutical preparations • New York
This REPRESENTATIVE’S WARRANT (this “Warrant”) of Nile Therapeutics, Inc., a corporation duly organized and validly existing under the laws of the State of Delaware (the “Company”), is being issued pursuant to that certain Underwriting Agreement, dated as of April 21, 2010 (the “Underwriting Agreement”), by and among the Company and Maxim Group LLC, as the representative of the underwriters named therein (the “Representative”) relating to a firm commitment public offering (the “Offering”) of common stock, $0.001 par value per share, of the Company (the “Common Stock”) and warrants to the purchase Common Stock underwritten by the Representative and the underwriters named in the Underwriting Agreement.
EACH CONSISTING OF ONE (1) SHARE OF COMMON STOCK AND THREE TENTHS (0.3) OF A WARRANT TO PURCHASE COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • April 22nd, 2010 • Nile Therapeutics, Inc. • Pharmaceutical preparations • New York
I, Joshua A. Kazam, President and Chief Executive Officer of the Company, do hereby certify that Daron Evans is the duly elected, qualified and acting Chief Financial Officer, and the signature set forth above is his true and genuine signature.
