UNDERWRITING AGREEMENTUnderwriting Agreement • February 10th, 2017 • Galena Biopharma, Inc. • Pharmaceutical preparations
Galena Biopharma, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you (the “Underwriter”) an aggregate of (i) 17,000,000 shares (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), and (ii) warrants to purchase 17,000,000 shares of Common Stock on the terms and conditions set forth in the Warrant Agreement (as defined herein) (the “Warrants”, and together with the Shares, the “Securities”). All of the Securities are to be issued and sold by the Company. The shares of Common Stock underlying the Warrants are referred to herein as the “Warrant Shares.”
WARRANT AGREEMENTWarrant Agreement • February 10th, 2017 • Galena Biopharma, Inc. • Pharmaceutical preparations • New York
THIS WARRANT AGREEMENT made as of February 13, 2017 (the “Issuance Date”), between Galena Biopharma, Inc., a Delaware corporation (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company (and together with Computershare, the “Warrant Agent”).
