6,000,000 Shares Cypress Bioscience, Inc. Common Stock ($0.001 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • April 2nd, 2004 • Cypress Bioscience Inc • Biological products, (no disgnostic substances) • New York
Cypress Bioscience, 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 representatives (the “Representatives”) an aggregate of 6,000,000 shares of the Company’s Common Stock, $0.001 par value (the “Firm Shares”). 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 900,000 additional shares of the Company’s Common Stock (the “Option Shares”) as set forth below.
