SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 30th, 2013 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 29, 2013, 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”).
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 • October 30th, 2013 • 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 October 29, 2013 (the “Initial Exercise Date”) and on or prior to the close of business on October 29, 2018 (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).
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 • October 30th, 2013 • 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 October 29, 2013 (the “Initial Exercise Date”) and on or prior to the close of business on ___________1 (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).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 30th, 2013 • 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”).
Joint AMENDMENT NO. 2 TO SECURITIES PURCHASE AGREEMENT and registration rights agreementSecurities Purchase Agreement • October 30th, 2013 • Arno Therapeutics, Inc • Pharmaceutical preparations
This Joint Amendment No. 2 (the “Amendment”) is entered into as of October 29, 2013, by and between Arno Therapeutics, Inc., a Delaware corporation (the “Company”), and the undersigned Purchasers.
CONVERSION AGREEMENTConversion Agreement • October 30th, 2013 • Arno Therapeutics, Inc • Pharmaceutical preparations • New York
This CONVERSION AGREEMENT (this “Agreement”), is entered into as of October 29, 2013, by and among ARNO THERAPEUTICS, INC., a Delaware corporation (the “Company”), and the undersigned holders (each, a “Holder,” and collectively, the “Holders”) of the Company’s 8% Senior Convertible Debentures due 2015.
