REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 28th, 2022 • Sunshine Biopharma, Inc • Services-commercial physical & biological research
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 25, 2022, between Sunshine Biopharma, Inc., a Colorado corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 28th, 2022 • Sunshine Biopharma, Inc • Services-commercial physical & biological research • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 25, 2022, between Sunshine Biopharma, Inc., a Colorado corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
COMMON STOCK PURCHASE WARRANT SUNSHINE BIOPHARMA, INC.Common Stock Purchase Warrant • April 28th, 2022 • Sunshine Biopharma, Inc • Services-commercial physical & biological research
THIS 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 April 28, 2022 (the “Issue Date”) and on or prior to 5:00 p.m. (New York City time) on April 28, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sunshine Biopharma, Inc., a Colorado corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT SUNSHINE BIOPHARMA, INC.Pre-Funded Common Stock Agreement • April 28th, 2022 • Sunshine Biopharma, Inc • Services-commercial physical & biological research
THIS PRE-FUNDED 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 April 28, 2022 (the “Issue Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sunshine Biopharma, Inc., a Colorado corporation (the “Company”), up to __________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s 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).
AEGIS CAPITAL CORP.Placement Agent Agreement • April 28th, 2022 • Sunshine Biopharma, Inc • Services-commercial physical & biological research • New York
The purpose of this engagement letter is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed private placement (the “Placement”) by Sunshine Biopharma, Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of units considered at the market under Nasdaq listing rules, consisting of one (1) share of common stock and two warrants to purchase shares of common stock exercisable at the unit offering price (the “Securities”). This engagement letter sets forth certain conditions and assumptions upon which the Placement is premised. The Company confirms that entry into this Agreement and completion of the Placement with Aegis will not breach or otherwise violate the Company’s obligations to any other investment bank.
