Exhibit 99.7
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RIGHTS CERTIFICATE: | | NUMBER OF RIGHTS: |
THE TERMS AND CONDITIONS OF THE RIGHTS OFFERING ARE SET FORTH
IN THE COMPANY’S PROSPECTUS SUPPLEMENT (AND ACCOMPANYING PROSPECTUS)
DATED FEBRUARY 11, 2020 (THE “PROSPECTUS”) AND ARE INCORPORATED HEREIN BY REFERENCE. COPIES OF THE PROSPECTUS ARE AVAILABLE UPON REQUEST FROM
ALLIANCE ADVISORS LLC, THE INFORMATION AGENT.
Spero Therapeutics, Inc.
Incorporated under the laws of the State of Delaware
NON-TRANSFERABLE SUBSCRIPTION RIGHTS CERTIFICATE
Evidencing Non-Transferable Subscription Rights to Purchase Shares of Common Stock of Spero Therapeutics, Inc.
Subscription Price: $9.00 per Share
THE SUBSCRIPTION RIGHTS WILL EXPIRE IF NOT EXERCISED ON OR BEFORE 5:00 P.M.,
NEW YORK TIME, ON MARCH 2, 2020, UNLESS EXTENDED BY THE COMPANY
COMPUTERSHARE ACCOUNT NUMBER:
REGISTERED OWNER:
THIS CERTIFIES THAT the registered owner whose name is inscribed hereon is the owner of the number of non-transferable subscription rights (“Rights”) set forth above. Each whole Right entitles the holder thereof to subscribe for and purchase one share of Common Stock, with a par value of $0.001 per share (the “Common Stock”), of Spero Therapeutics, Inc., a Delaware corporation, at a subscription price of $9.00 per share (the “Subscription Right”), pursuant to a rights offering (the “Rights Offering”), on the terms and subject to the conditions set forth in the Prospectus and the “Instructions as to Use of Spero Therapeutics, Inc. Subscription Rights Certificates” accompanying this Subscription Rights Certificate. As more fully described in the Prospectus, any holder, that following exercise of such holder’s Subscription Right, would be or become a holder of more than 9.99% of the outstanding number of shares of the Common Stock may instead elect to instead purchase non-voting Series C convertible preferred stock, par value $0.001 per share (the “Series C Preferred Stock”). The Rights represented by this Subscription Rights Certificate may be exercised by completing Form 1 and any other appropriate forms on the reverse side hereof and by returning the full payment of the subscription price for each share of Common Stock in accordance with the “Instructions as to Use of Spero Therapeutics, Inc. Subscription Rights Certificates” that accompany this Subscription Rights Certificate.
The Rights represented by this Subscription Rights Certificate may be exercised, as described further in the Prospectus, by delivering to Computershare Trust Company, N.A. (“Computershare” or the “Subscription Agent”), prior to 5:00 p.m., New York time, on the Expiration Date of March 2, 2020 (unless extended), with this Subscription Rights Certificate, properly completed and executed, together with full payment for all the Rights the holder elects to exercise under the Subscription Right. All Rights not exercised prior to 5:00 p.m., New York time, on March 2, 2020 shall be null and void.
This Subscription Rights Certificate is not valid unless signed by the registered owner.