UNDERWRITER COMMON STOCK PURCHASE WARRANT RXi Pharmaceuticals CorporationRXi Pharmaceuticals Corp • October 5th, 2018 • 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October 1, 2023 (the “Termination Date”) but not thereafter, to subscribe for and purchase from RXi Pharmaceuticals Corporation, 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 2(b). This Warrant is issued pursuant to the Registration Statement which Registration Statement also registers the Warrant Shares issuable upon exercise of this Warrant.
RXi Pharmaceuticals Corporation 3,725,714 Shares of Common Stock Pre-Funded Warrants to Purchase 17,702,858 Shares of Common Stock and Warrants to Purchase 21,428,572 Shares of Common StockUnderwriting Agreement • October 5th, 2018 • RXi Pharmaceuticals Corp • Pharmaceutical preparations • New York
RXi Pharmaceuticals Corporation, 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”) (i) an aggregate of (a) 3,725,714 shares of common stock (the “Firm Shares”), par value $0.0001 per share, of the Company (the “Common Stock”) and (b) 17,702,858 pre-funded warrants to purchase 17,702,858 shares of Common Stock at an exercise price of $0.01 per share (the “Pre-Funded Warrants”); and (ii) 21,428,572 warrants to purchase 21,428,572 shares of Common Stock (the “Firm Warrants” and, collectively with the Firm Shares and the Pre-Funded Warrants, the “Firm Securities”). The amount and form of the Firm Securities to be purchased by each Underwriter is set forth opposite its name on Schedule A hereto. The Firm Shares are collectively referred to herein as the “Shares”; the Firm Warrants are collectively referred to herein as the “Warrants”; the shares of Common Stock issua
