ELEVEN BIOTHERAPEUTICS, INC.Common Stock Purchase Warrant • October 30th, 2017 • Eleven Biotherapeutics, Inc. • Pharmaceutical preparations • New York
THIS COMMON STOCK 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 ______________ (the “Termination Date”) but not thereafter, to subscribe for and purchase from Eleven Biotherapeutics, 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).
ELEVEN BIOTHERAPEUTICS, INC.Pre-Funded Common Stock Purchase Warrant • October 30th, 2017 • Eleven Biotherapeutics, Inc. • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON STOCK 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”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Eleven Biotherapeutics, 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).
•] Shares of Common Stock (or Pre-Funded Warrants to Purchase Shares of Common Stock in Lieu Thereof) and Warrants to Purchase [•] Shares of Common Stock Eleven Biotherapeutics, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • October 30th, 2017 • Eleven Biotherapeutics, Inc. • Pharmaceutical preparations • New York
Eleven Biotherapeutics, Inc. a Delaware corporation (the “Company”), proposes to issue and sell to H.C. Wainwright & Co., LLC (the “Underwriter”) (i) an aggregate of [•] (a) shares (the “Firm Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Common Stock”) and (b) pre-funded warrants to purchase Common Stock in lieu thereof at an exercise price of $0.01 per share (the “Pre-Funded Warrants”); and (ii) warrants to purchase up to an aggregate of [•] shares of Common Stock (the “Firm Warrants” and collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”)). The amount and form of the Firm Securities to be purchased by the Underwriter is set forth opposite its name on Schedule I hereto. In addition, the Company proposes to grant to the Underwriter an option to purchase up to an additional [•] shares of common stock (the “Option Shares”) and/or warrants to purchase [•] shares of Common Stock (the “Option Warrants,” and together with the Opti
