AzurRx Biopharma, Inc. 9,090,910 Shares of Common Stock (par value $0.0001 per share) Amended and Restated Underwriting AgreementUnderwriting Agreement • July 27th, 2021 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • New York
AzurRx Biopharma, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 9,090,910 shares of its common stock, par value $0.0001 per share (the “Shares”). The 9,090,910 Shares to be sold by the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 1,363,636 Shares as provided in Section 2. The additional 1,363,636 Shares that may be sold by the Company pursuant to such option are collectively called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares, are collectively called the “Offered Shares.” H.C. Wainwright & Co., LLC (“Wainwright”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Offered Shares. To
UNDERWRITER COMMON STOCK PURCHASE WARRANT AZURRX BIOPHARMA, INC.Underwriter Common Stock Purchase Warrant • July 27th, 2021 • AzurRx BioPharma, Inc. • Pharmaceutical preparations • New York
THIS UNDERWRITER 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 set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 22, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AzurRx BioPharma, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock, as defined in Section 1 herein. 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). This Warrant is being issued pursuant to the Underwriting Agreement, as defined in Section 1 herein.
