a Delaware corporation) 9,433,963 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 21st, 2020 • Gossamer Bio, Inc. • Pharmaceutical preparations • New York
Gossamer Bio, Inc., a Delaware corporation (the “Company”), confirms its agreement with BofA Securities, Inc. (“BofA”) and SVB Leerink LLC (“SVB Leerink”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofA and SVB Leerink are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.0001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 1,415,094 additional shares of Common Stock. The aforesaid 9,433,963 shares of Common Stock (the “Initial Securi
GOSSAMER BIO, INC.First Supplemental Indenture • May 21st, 2020 • Gossamer Bio, Inc. • Pharmaceutical preparations • New York
This Supplemental Indenture (as defined below) is being executed and delivered pursuant to Sections 2.1 and 2.2 of the Base Indenture to establish the terms, and provide for the issuance, of a new series of Securities (as defined in the Base Indenture) constituting the Company’s 5.00% Convertible Senior Notes due 2027 (the “Notes”).
