AZURRX BIOPHARMA, INC. Warrant To Purchase Common StockAzurRx BioPharma, Inc. • July 22nd, 2019 • Pharmaceutical preparations • New York
AzurRx BioPharma, Inc., a company organized under the laws of Delaware (the "Company"), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, ___________, the registered holder hereof or its permitted assigns (the "Holder"), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after July __, 2019 (the “Initial Exercisability Date”), but not after 11:59 p.m., New York time, on July __, 2024 (the “Expiration Date”), _____ fully paid non-assessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the "Warrant Shares"). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this "Warrant"), shall have the meanings set forth in Section 16.
5,000,000 Shares AZURRX BIOPHARMA, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • July 22nd, 2019 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • New York
AzurRx BioPharma, Inc., a Delaware corporation (the "Company"), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the "Underwriters"), for whom you are acting as Representative (the "Representative"), an aggregate of 5,000,000 shares (the "Firm Shares") of the Company's common stock, $0.0001 par value per share (the "Common Stock"). The respective amounts of the Firm Shares to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to grant to the Underwriters an option to purchase up to an additional 750,000 shares (the "Option Shares") of Common Stock for the purpose of covering over-allotments in connection with the sale of the Firm Shares. The Firm Shares and the Option Shares are collectively called the "Shares."
