SYNTHETIC BIOLOGICS, INC. 25,000,000 Shares of Common Stock Series A Warrants to Purchase 25,000,000 Shares of Common Stock Series B Warrants to Purchase 25,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • November 15th, 2016 • Synthetic Biologics, Inc. • Pharmaceutical preparations • New York
Synthetic Biologics, Inc., a Nevada corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), (i) an aggregate of 25,000,000 shares (the “Firm Shares”) of Common Stock, par value $0.001 per share (“Common Stock”), of the Company, (ii) warrants to purchase an aggregate of 25,000,000 shares of Common Stock (the “Firm Series A Warrants”) in the form attached as Exhibit A to, and with the terms included in, the Warrant Agreement, to be dated as of the Closing Time (as defined below) between the Company and Corporate Stock Transfer, Inc., acting as warrant agent, in the form of Exhibit C hereto (the “Warrant Agreement”) and (iii) warrants to purchase an aggregate of 25,000,000 shares of Common Stock (the “Firm Series B Warrants”) in the form attached as Exhibit B to, and with the terms included in, the Warrant Agreement. Each Firm Share is being sold
WARRANT AGREEMENTWarrant Agreement • November 15th, 2016 • Synthetic Biologics, Inc. • Pharmaceutical preparations • New York
THIS WARRANT AGREEMENT (this “Agreement”) is dated November 18, 2016, between Synthetic Biologics, Inc., a Nevada corporation (the “Company”), and Corporate Stock Transfer, Inc., acting as warrant agent (the “Warrant Agent”).
