Amendment No. 1 to Warrant to Purchase Common Stock between Array BioPharma Inc. and Various Holders
Array BioPharma Inc. has amended certain warrants previously issued to several Deerfield entities, extending the period during which the holders can exercise their rights to purchase common stock. The new expiration date for exercising these warrants is June 30, 2016. The amendment is effective as of May 3, 2011, and applies to warrants originally issued in 2009 with specified exercise prices and share amounts. The key obligation is the extension of the exercise period for the warrant holders.
EXHIBIT 10.54
Form of
Amendment No. 1 to
Warrant to Purchase Common Stock
of
ARRAY BIOPHARMA INC.
Reference is made to the Warrant to Purchase Common Stock (Warrant No. ) (the “Warrant”) issued on by Array BioPharma Inc., a Delaware corporation (the “Company”), to , which Warrant is exercisable for up to shares of Common Stock. Effective as of the date set forth below, the Company hereby agrees to extend the Term (as defined in the Warrant) of the Warrant to end at 5:00 p.m., New York City time on June 30, 2016.
The undersigned has executed this Amendment No. 1 to Warrant to Purchase Common Stock to be effective as of the 3rd day of May 2011.
| ARRAY BIOPHARMA INC. |
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| By: |
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| R. Michael Carruthers |
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| Chief Financial Officer |
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Schedule 1 to Exhibit 10.53
The following warrants issued by Array BioPharma Inc. have been amended pursuant to the terms of the foregoing form of Amendment No. 1 to Warrant to extend the period during which the holder may exercise the warrants to June 30, 2016.
| Holder |
| Number of |
| Date of Issuance |
| Exercise Price |
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| Deerfield Partners, L.P. |
| 383,000 |
| May 15, 2009 |
| $ | 3.65 |
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| Deerfield International Limited |
| 617,000 |
| May 15, 2009 |
| $ | 3.65 |
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| Deerfield Private Design Fund, L.P. |
| 1,915,000 |
| May 15, 2009 |
| $ | 3.65 |
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| Deerfield Private Design International, L.P. |
| 3,085,000 |
| May 15, 2009 |
| $ | 3.65 |
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| Deerfield Partners, L.P. |
| 383,000 |
| July 31, 2009 |
| $ | 4.19 |
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| Deerfield International Limited |
| 617,000 |
| July 31, 2009 |
| $ | 4.19 |
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| Deerfield Private Design Fund, L.P. |
| 1,915,000 |
| July 31, 2009 |
| $ | 4.19 |
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| Deerfield Private Design International, L.P. |
| 3,085,000 |
| July 31, 2009 |
| $ | 4.19 |
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