UNDERWRITING AGREEMENT 4,619,773 Common Shares and 4,619,773 Warrants ONCOLYTICS BIOTECH Inc. (incorporated under the Business Corporations Act (Alberta))Underwriting Agreement • August 16th, 2019 • Oncolytics Biotech Inc • Pharmaceutical preparations • New York
Oncolytics Biotech Inc., a company incorporated under the Business Corporations Act (Alberta) (the "Company"), proposes to sell to the several underwriters named in Schedule I hereto (the "Underwriters") for whom Ladenburg Thalmann & Co. Inc. is acting as representative (the "Representative"), an aggregate of (i) 4,619,773 common shares (each, a "Firm Share"), no par value, of the Company (the "Common Shares"), and (ii) 4,619,773 Common Share purchase warrants (the “Firm Warrants”). The Company also proposes to grant to the Underwriters an option to purchase up to (i) 692,965 additional Common Shares (the "Option Shares" and, together with the Firm Shares, the "Shares"), and (ii) 692,965 additional warrants (the “Option Warrants” and together with the Firm Warrants, the “Warrants”). The common shares issuable upon exercise of the Firm Warrants and the Option Warrants are collectively referred to as the “Warrant Shares.” The Firm Shares, the Option Shares, the Firm Warrants, the Option
Oncolytics Biotech Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent Warrant Agent Agreement Dated as of August 16, 2019 WARRANT AGENT AGREEMENTWarrant Agent Agreement • August 16th, 2019 • Oncolytics Biotech Inc • Pharmaceutical preparations • New York
WARRANT AGENT AGREEMENT, dated as of August 16, 2019 (“Agreement”), between Oncolytics Biotech Inc., a company incorporated under the Business Corporations Act (Alberta) (the “Company”), and American Stock Transfer & Trust Company, LLC a New York limited liability trust company (the “Warrant Agent”).
