0001193125-24-287073 Sample Contracts
PRE-FUNDED COMMON STOCK PURCHASE WARRANT GALERA THERAPEUTICS, INC.Pre-Funded Common Stock Purchase Warrant • December 31st, 2024 • Galera Therapeutics, Inc. • Pharmaceutical preparations • New York
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 the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Galera Therapeutics, Inc., a Delaware corporation (the “Company”), up to [ ] shares of common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). 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). The Warrant is being issued pursuant to that certain Securities Purchase Agreement, dated as of [ ], 2024, among the Company and the purchasers signatory thereto, as amended and/or restated from time to time (the “Purch
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 31st, 2024 • Galera Therapeutics, Inc. • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is dated as of December 30, 2024, by and among Galera Therapeutics, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 31st, 2024 • Galera Therapeutics, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of December 30, 2024, by and among GALERA THERAPEUTICS, INC., a Delaware corporation (the “Company”), and each purchaser identified on Annex A hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGER among: GALERA THERAPEUTICS, INC., a Delaware corporation; GRAPE MERGER SUB I, INC., a Delaware corporation; GRAPE MERGER SUB II, LLC, a Delaware limited liability company; and NOVA PHARMACEUTICALS, INC., a Delaware...Agreement and Plan of Merger • December 31st, 2024 • Galera Therapeutics, Inc. • Pharmaceutical preparations • Delaware
THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of December 30, 2024, by and among GALERA THERAPEUTICS, INC., a Delaware corporation (“Parent”), GRAPE MERGER SUB I, INC., a Delaware corporation and wholly owned subsidiary of Parent (“First Merger Sub”), GRAPE MERGER SUB II, LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Second Merger Sub” and together with First Merger Sub, “Merger Subs”), and NOVA PHARMACEUTICALS, INC., a Delaware corporation (the “Company”). Certain capitalized terms used but not otherwise defined in the body of this Agreement are defined in Exhibit A hereto.