NEW RIVER PHARMACEUTICALS INC. 4,200,000 Shares Common Stock ($0.001 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • July 16th, 2004 • New River Pharmaceuticals Inc • Pharmaceutical preparations • New York
New River Pharmaceuticals Inc., a Virginia corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of 4,200,000 shares (the “Firm Shares”) of common stock, $0.001 par value per share (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 630,000 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus, which is referred to below.
LEASE AGREEMENTLease Agreement • July 16th, 2004 • New River Pharmaceuticals Inc • Pharmaceutical preparations • Virginia
THIS LEASE AGREEMENT (“Agreement”), made and executed to be effective as of , 2004, by and between NEW RIVER PHARMACEUTICALS INC., a Virginia corporation (“NEW RIVER”), and THIRD SECURITY, LLC, a Virginia limited liability company (“THIRD SECURITY”),
SUBLEASE AGREEMENTSublease Agreement • July 16th, 2004 • New River Pharmaceuticals Inc • Pharmaceutical preparations • Virginia
This is a Sublease Agreement (this “Agreement”), dated July 23, 2001 among Veterinary Technologies Corporation of 1872 Pratt Drive, Suite 1100, Blacksburg, Virginia 24060 (“VTC”), New River Pharmaceuticals Inc. of 1861 Pratt Drive, Suite 1090, Blacksburg, Virginia 24060 (“New River”), and Virginia Tech Foundation, Inc., c/o Virginia Tech Corporate Research Center, Inc., 1872 Pratt Drive, Suite 1000, Blacksburg, Virginia 24060 (“Landlord”) for the subletting of some laboratory space known as Research Building II, Suite 1120 (approximately 508 rentable square feet) located in the Virginia Tech Corporate Research Center (“VTCRC”) at 1861 Pratt Drive, Blacksburg, Virginia 24060 (the “Sublet Premises”).
SERVICES AGREEMENTServices Agreement • July 16th, 2004 • New River Pharmaceuticals Inc • Pharmaceutical preparations • Virginia
THIS SERVICES AGREEMENT (this “Agreement”) is made and entered into as of the day of , 2004 by and between Third Security, LLC, a Virginia limited liability company (“THIRD SECURITY”), and New River Pharmaceuticals Inc., a Virginia corporation, including all of its now or hereafter existing subsidiaries (“NEW RIVER”).
AGREEMENTAgreement • July 16th, 2004 • New River Pharmaceuticals Inc • Pharmaceutical preparations • Virginia
This agreement (hereinafter referred to as the “AGREEMENT”) by and between New River Pharmaceuticals Inc., its predecessors, successors and assigns, a Virginia corporation having its principal place of business at The Governor Tyler, 1881 Grove Avenue, Radford, Virginia 24141 (hereinafter “NEW RIVER”), and Innovative Technologies, L.L.C., its predecessors, successors and assigns, a Virginia corporation having its principal place of business at 15120 Industrial Park Road, Bristol, VA 24202-3710 (hereinafter referred to as “INNOVATIVE”), and Keith Latham, his heirs, estates, successors, and assigns, who resides at 799 Barclay Drive, Abingdon, VA 24210 (hereinafter referred to as “LATHAM”) (hereinafter referred to collectively as the “PARTIES” or individually as the “PARTY”) is entered into as of this 30th day of June, 2004 (hereinafter the “EFFECTIVE DATE”).
