40,000,000 Shares of Common Stock ($0.01 par value per Share) and Warrants to Purchase up to 30,000,000 Shares of Common Stock MannKind Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • October 19th, 2012 • Mannkind Corp • Pharmaceutical preparations
MannKind Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you, Jefferies & Company, Inc. (“Jefferies”) and Piper Jaffray & Co. (“Piper”), acting as representatives (together, the “Representatives”) of the underwriters named on Schedule I to this Agreement (the “Underwriters”), an aggregate of (i) 40,000,000 shares (the “Shares”) of the Company’s common stock, $0.01 par value per share (the “Common Stock”), and (ii) warrants of the Company, in the form set forth in Exhibit F hereto, to purchase 30,000,000 shares of Common Stock (the “Warrants”). Each share of Common Stock is being sold together with a Warrant to purchase 0.75 of a share of Common Stock at an exercise price of $2.60 per share. The shares of Common Stock issuable upon exercise of the Warrants are called the “Warrant Shares,” and the Warrant Shares, together with the Warrants and the Shares, are called the “Securities.” The 40,000,000 Shares to
MANNKIND CORPORATION COMMON STOCK AND WARRANT PURCHASE AGREEMENTCommon Stock and Warrant • October 19th, 2012 • Mannkind Corp • Pharmaceutical preparations • New York
This COMMON STOCK AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of the 18th day of October, 2012 by and between MannKind Corporation, a Delaware corporation (the “Company”), and The Mann Group LLC (such Purchaser, including its successors and assigns, the “Purchaser”).
