REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 12th, 2017 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • Illinois
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 11, 2017, is entered into by and between AzurRx BioPharma, Inc., a Delaware corporation (the “Company”), and LINCOLN PARK CAPITAL FUND, LLC, an Illinois limited liability company (together with its permitted assigns, the “Buyer”).
12% SENIOR SECURED ORIGINAL ISSUE DISCOUNT CONVERTIBLE DEBENTURE DUE NOVEMBER 11, 2017Convertible Security Agreement • April 12th, 2017 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • Illinois
THIS 12% SENIOR SECURED ORIGINAL ISSUE DISCOUNT CONVERTIBLE DEBENTURE is a duly authorized and validly issued Senior Secured Original Issue Discount Convertible Debenture (this “Debenture”) of AzurRx BioPharma, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 760 Parkside Avenue, Downstate Biotechnology Incubator, Suite 217 Brooklyn, NY 11226 pursuant to that certain Securities Purchase Agreement, dated April 11, 2017, by and between the Company and Lincoln Park Capital Fund, LLC as amended, modified or supplemented from time to time in accordance with its terms (the “Purchase Agreement”).
SERIES A COMMON STOCK PURCHASE WARRANT AZURRX BIOPHARMA, INC.Securities Agreement • April 12th, 2017 • AzurRx BioPharma, Inc. • Pharmaceutical preparations
THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Lincoln Park Capital Fund, LLC 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 the close of business on the 5-year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from AzurRx BioPharma, Inc., a Delaware corporation (the “Company”), up to 162,552,679 shares (as subject to adjustment hereunder and under the terms of that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of April 11, 2017, among the Company and the purchasers signatory thereto, 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).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 12th, 2017 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • Illinois
This Securities Purchase Agreement (this “Agreement”) is dated as of April 11, 2017, between AzurRx BioPharma, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser”).
