AMENDED AND RESTATED INVESTOR’S RIGHTS AGREEMENTInvestor's Rights Agreement • January 30th, 2024 • Aptose Biosciences Inc. • Biological products, (no disgnostic substances) • New York
This INVESTOR’S RIGHTS AGREEMENT (this “Agreement”), is made as of September 6, 2023 and amended and restated January 25, 2024, by and between Aptose Biosciences Inc., a Canadian corporation (the “Corporation”), and Hanmi Pharmaceutical Co., Ltd., a corporation incorporated under the laws of the Republic of Korea (the “Investor”).
ContractSubscription Agreement • January 30th, 2024 • Aptose Biosciences Inc. • Biological products, (no disgnostic substances) • New York
Certain portions of this Exhibit have been redacted pursuant to Item 601(b)(10) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where redactions have been made. The marked information has been redacted because it is both (i) not material and (ii) is the type of information the Corporation treats as private and confidential.
APTOSE BIOSCIENCES INC. 4,912,280 Common Shares 4,912,280 Warrants UNDERWRITING AGREEMENTUnderwriting Agreement • January 30th, 2024 • Aptose Biosciences Inc. • Biological products, (no disgnostic substances) • New York
Aptose Biosciences Inc., a company incorporated under the Canada Business Corporations Act (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters (the “Underwriters”) named on Schedule I to this Underwriting Agreement (the “Agreement”), for whom you are acting as Representative (the “Representative”), an aggregate of (i) 4,912,280 shares (the “Firm Shares”) of the Company’s common shares, no par value per share (the “Common Shares”), and (ii) warrants (the “Common Warrants”) to purchase up to 4,912,280 Common Shares, in the form attached hereto as Exhibit A (the “Firm Common Warrants,” and, together with the Firm Shares, the “Firm Securities”). The respective amounts of the Firm Securities to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto.
WARRANT TO PURCHASE COMMON SHARESWarrant • January 30th, 2024 • Aptose Biosciences Inc. • Biological products, (no disgnostic substances)
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Newbridge Securities Corporation 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [__], 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aptose Biosciences Inc., a company organized under the Canada Business Corporations Act (the “Corporation”), up to ______ common shares in the capital of the Corporation (“Common Shares” and, as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
WARRANT TO PURCHASE COMMON SHARESWarrant Agreement • January 30th, 2024 • Aptose Biosciences Inc. • Biological products, (no disgnostic substances)
THIS COMMON SHARE 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [__], 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aptose Biosciences Inc., a company organized under the Canada Business Corporations Act (the “Corporation”), up to ______ common shares in the capital of the Corporation (“Common Shares” and, as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
January 25, 2024Subscription Agreement • January 30th, 2024 • Aptose Biosciences Inc. • Biological products, (no disgnostic substances)
