FORM OF UNDERWRITING AGREEMENT _______________ Shares Anthera Pharmaceuticals, Inc. Common Stock ($0.001 Par Value) EQUITY UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • New York
Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representative (the “Representative”) an aggregate of [•] shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value (the “Common Stock”). The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to sell at the Underwriters’ option an aggregate of up to [•] additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This Stock Purchase Agreement (this “Agreement”) is made as of September 25, 2009, by and among Anthera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).
AMENDMENT NO. 1 TO LICENSE AGREEMENTLicense Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations
This Amendment No. 1 to the License Agreement (this “Amendment”) is made as of October 16, 2009 (the “Amendment Effective Date”), by and among Anthera Pharmaceuticals, Inc., a Delaware corporation (“Anthera”) and Amgen Inc., a Delaware corporation (“Amgen”).
AMENDED AND RESTATED SEVERANCE BENEFITS AGREEMENTSeverance Benefits Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This AMENDED AND RESTATED SEVERANCE BENEFITS AGREEMENT (the “Agreement”), is made as of _____________, 2009 (the “Effective Date”) by and between Anthera Pharmaceuticals, Inc. (the “Company”) and _____________(the “Executive”).
ESCROW AGREEMENTEscrow Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
THIS ESCROW AGREEMENT (this “Agreement”) is made as of September 25, 2009, by and among Anthera Pharmaceuticals, Inc. (the “Company”), a Delaware corporation, the persons and entities set forth on Exhibit A hereto (the “Purchasers”) and Fremont Bank (the “Escrow Agent”).
AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • October 19th, 2009 • Anthera Pharmaceuticals Inc • Pharmaceutical preparations • California
This AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT (the “Agreement”), is made as of , 2009 (the “Effective Date”) by and between Anthera Pharmaceuticals, Inc. (the “Company”) and (the “Executive”).
