SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 27th, 2012 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 26, 2012, between ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 27th, 2012 • Arno Therapeutics, Inc • Pharmaceutical preparations
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).
8% SENIOR CONVERTIBLE DEBENTURE DUE ________ ___, 2015Arno Therapeutics, Inc • November 27th, 2012 • Pharmaceutical preparations • New York
THIS 8% SENIOR CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 8% Senior Convertible Debentures of ARNO THERAPEUTICS, INC., a Delaware corporation, (the “Company”), having its principal place of business at _____________________________, designated as its 8% Senior Convertible Debenture due ____________ ___, 2015 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Arno Therapeutics, Inc • November 27th, 2012 • Pharmaceutical preparations
THIS 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 November ____, 2012 (the “Initial Exercise Date”) and on or prior to the close of business on the ___________1 anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
