Underwriting AgreementUnderwriting Agreement • December 29th, 2016 • BioAmber Inc. • Industrial organic chemicals • New York
BioAmber Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 1,748,750 shares (the “Firm Shares”) of Common Stock, par value $0.01 per share (“Stock”), of the Company. The Firm Shares that that the Underwriters elect to purchase pursuant to Section 2 hereof are also sometimes collectively referred to as the “Shares”. To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. The Representative and the Company acknowledge that the Company will be conducting a simultaneous private placement in Canada of warrants to purchase Stock (the “Warrants” and the sha
BIOAMBER INC. WARRANT AGENCY AGREEMENTWarrant Agency Agreement • December 29th, 2016 • BioAmber Inc. • Industrial organic chemicals • New York
WHEREAS, the Company has agreed to issue and deliver warrants (the “Warrants”) to purchase up to 2,224,199 shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), with each such Warrant evidencing the right of the holder thereof to receive the number of shares of Common Stock for which such holder subscribes on the exercise or deemed exercise of the Warrants, pursuant to that certain Canadian Securities Purchase Agreement, dated as of December 22, 2016, by and between the Company and each purchaser identified therein (as amended from time to time, the “Purchase Agreement”); and
CANADIAN SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 29th, 2016 • BioAmber Inc. • Industrial organic chemicals • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 22, 2016, between BioAmber 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”).
