SEC Filings

AVEXIS, INC. filed this Form S-1/A on 02/01/2016
Entire Document

Exhibit 1.1


AveXis, Inc.


Common Stock




Underwriting Agreement


[·], 2016


Goldman, Sachs & Co.,

Jefferies LLC

As representatives of the several Underwriters

named in Schedule I hereto,


c/o Goldman, Sachs & Co.

200 West Street,

New York, New York 10282


c/o Jefferies LLC

520 Madison Avenue

New York, NY 10022


Ladies and Gentlemen:


AveXis, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”) an aggregate of [·] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [·]  additional shares (the “Optional Shares”) of Common Stock, par value $0.0001 (“Stock”) of the Company. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”.


The Underwriters agree that up to [·] of the Firm Shares to be purchased by the Underwriters (the “Directed Shares”) shall be reserved for sale to certain eligible directors, officers and employees of the Company and persons having business relationships with the Company (collectively, the “Participants”), as part of the distribution of the Shares by the Underwriters (the “Directed Share Program”) subject to the terms of this Agreement, the applicable rules, regulations and interpretations of the Financial Industry Regulatory Authority, Inc. (“FINRA”) and all other applicable laws, rule and regulations. The Directed Share Program


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