●] Shares PROCESSA PHARMACEUTICALS, INC. Common Stock, $0.0001 Par Value per Share UNDERWRITING AGREEMENTUnderwriting Agreement • September 17th, 2020 • Processa Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Processa Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] authorized but unissued shares (the “Firm Shares”) of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company. The Company also proposes to grant to the several Underwriters an option to purchase up to [●] additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively called the “Securities.”
COMMON STOCK PURCHASE WARRANT PROCESSA PHARMACEUTICALS, INC.Processa Pharmaceuticals, Inc. • September 17th, 2020 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, PoC Capital, LLC, a California limited liability company, 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 Initial Exercise Date and on or prior to 5:00 p.m. New York time on June 29, 2021 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Processa Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to 396,476 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).
COMMON STOCK PURCHASE WARRANT PROCESSA PHARMACEUTICALS, INC.Processa Pharmaceuticals, Inc. • September 17th, 2020 • Pharmaceutical preparations
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received,Boustead Securities 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 Initial Exercise Date and on or prior to 5:00 p.m. New York time on June 29, 2021 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Processa Pharmaceuticals, Inc., a Delaware corporation (the “Company”), up to 79,423 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).
LICENSE AGREEMENT BY AND BETWEEN PROCESSA PHARMACEUTICALS, INC. AND ELION ONCOLOGY, INC DATED AS OF AUGUST 23, 2020License Agreement • September 17th, 2020 • Processa Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
THIS LICENSE AGREEMENT is entered into as of this 23 day of August, 2020 (the “Effective Date”), by and between Processa Pharmaceuticals, Inc. a corporation organized under the laws of Delaware, having a business address at 7380 Coca Cola Drive, Suite 106, Hanover, MD 21076 (“Processa”), and Elion Oncology, Inc. a corporation organized under the laws of Maryland whose principal place of business is at 4800 Hampden Lane, Bethesda, MD 20814 (“Elion”).
PROCESSA PHARMACEUTICALS INC. EMPLOYMENT AGREEMENT SEPTEMBER 1, 2018Employment Agreement • September 17th, 2020 • Processa Pharmaceuticals, Inc. • Pharmaceutical preparations • Maryland
This Employment Agreement is entered into as of the date of the last signature affixed hereto, by and between Processa Pharmaceuticals Inc., a Delaware corporation (“Processa”), and James Stanker, (“Employee”).
ACQUISITION AGREEMENT By and Among HEATWURX, INC., a Delaware corporation PROCESSA THERAPEUTICS, LLC a Delaware limited liability company and PROMET THERAPEUTICS, LLC a Delaware limited liability company dated as of October 2, 2017Acquisition Agreement • September 17th, 2020 • Processa Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS ACQUISITION AGREEMENT, dated as of October 2, 2017 (this “Agreement”), is by and among HEATWURX, INC., a Delaware corporation (“HUWX”), PROCESSA THERAPEUTICS, LLC a Delaware Limited Liability Company wholly owned by HUWX (“SUB”) and PROMET THERAPEUTICS LLC, a Delaware limited liability company (the “Company”).
COMMON STOCK PURCHASE WARRANT PROCESSA PHARMACEUTICALS, INC.Processa Pharmaceuticals, Inc. • September 17th, 2020 • Pharmaceutical preparations
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 Initial Exercise Date and on or prior to 5:00 p.m. New York time on ___________, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Processa Pharmaceuticals, 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 1(b).
