Shares of Common Stock and Warrants to Purchase [_____] Shares of Common Stock AMPLIPHI BIOSCIENCES CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • September 14th, 2016 • AmpliPhi Biosciences Corp • Biological products, (no disgnostic substances) • New York
AmpliPhi Biosciences Corporation, a Washington corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC, as representative (the “Representative”) of the several underwriters named in Schedule I hereto (each, an “Underwriter”), (i) an aggregate of [__________] authorized but unissued shares (the “Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”) and (ii) warrants (the “Warrants”) to purchase up to an aggregate of [_____] shares of Common Stock (the “Warrant Shares”). The Shares, the Warrants and the Warrant Shares are collectively referred to as the “Securities.” The Shares and the Warrants shall be sold together as a fixed combination, each consisting of one share of Common Stock and a Warrant to purchase [___] shares of Common Stock. The Shares and the Warrants shall be immediately separable and transferable upon issuance. The terms of the Warrants are set forth in t
