COMMON STOCK PURCHASE WARRANT BIOMX INC.Common Stock Purchase Warrant • March 6th, 2024 • BiomX Inc. • Biological products, (no disgnostic substances) • New York
THIS COMMON STOCK PURCHASE WARRANT (this “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 after approval of the Parent Stockholder Matters (as defined in the Merger Agreement) (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 28, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BiomX Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is one of the Warrants to Purchase Common Stock (the “Warrants”) issued pursuant to (i) that certain Agreement and Plan of Merger (the “Merger Agreement”), dated as of March 6, 2024 b
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 6th, 2024 • BiomX Inc. • Biological products, (no disgnostic substances)
This Registration Rights Agreement (this “Agreement”) is dated as of March 6, 2024, by and among BiomX Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
FORM OF PARENT STOCKHOLDER SUPPORT AGREEMENT BIOMX INC. SUPPORT AGREEMENTSupport Agreement • March 6th, 2024 • BiomX Inc. • Biological products, (no disgnostic substances) • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”), dated as of March [ ], 2024, is made by and among BiomX Inc., a Delaware corporation (“Parent”), Adaptive Phage Therapeutics, Inc., a Delaware corporation (the “Company”), and the undersigned holder (“Stockholder”) of shares of capital stock (the “Shares”) of Parent.
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • March 6th, 2024 • BiomX Inc. • Biological products, (no disgnostic substances)
The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that BiomX Inc. a Delaware corporation (including any successor thereto, “Parent”), has entered into an Agreement and Plan of Merger, dated as of March 6, 2024 (as the same may be amended from time to time, the “Merger Agreement”) with BTX Merger Sub I, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, BTX Merger Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent, and Adaptive Phage Therapeutics, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.
FORM OF WARRANTWarrant Agreement • March 6th, 2024 • BiomX Inc. • Biological products, (no disgnostic substances)
BiomX Inc., a company incorporated under the laws of Delaware (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [HOLDER], the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after the Requisite Stockholder Approval Date (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on the Expiration Date, (as defined below), [______________] ([_____________])1 fully paid non-assessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), sha
AGREEMENT AND PLAN OF MERGER by and among BiomX Inc., a Delaware corporation; BTX Merger Sub I, Inc., a Delaware corporation; BTX Merger Sub II, LLC, a Delaware limited liability company; and Adaptive Phage Therapeutics, Inc., a Delaware corporation...Merger Agreement • March 6th, 2024 • BiomX Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of March 6, 2024, by and among BiomX Inc., a Delaware corporation (“Parent”), BTX MERGER SUB I, INC., a Delaware corporation and direct wholly-owned subsidiary of Parent (“First Merger Sub”), BTX MERGER SUB II, LLC, a Delaware limited liability company and direct wholly-owned subsidiary of Parent (“Second Merger Sub” and together with First Merger Sub, “Merger Subs”), and Adaptive Phage Therapeutics, Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Exhibit A.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 6th, 2024 • BiomX Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 6, 2024, by and among BiomX Inc., a Delaware corporation (the “Company”), and each purchaser identified on Annex A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
