X0202 3 2004-05-24 0 0001274913 INHIBITEX INC INHX 0001222543 HENOS MICHAEL A 1165 SANCTUARY PARKWAY SUITE 400 ALPHARETTA GA 30004 1 0 0 0 Common Stock 12158.0000 D Series B Convertible Preferred Stock Common Stock 614760.0000 I See footnote Series B Warrant 2005-01-01 Series B Convertible Preferred Stock/Common Stock 44749.0000 I See footnote Series C Convertible Preferred Stock Common Stock 158824.0000 I See footnote Series C Convertible Preferred Stock Common Stock 589711.0000 I See footnote Series D Convertible Preferred Stock Common Stock 655625.0000 I See footnote Series D Warrant Series D Convertible Preferred Stock/Common Stock 163909.0000 I See footnote Series E Convertible Preferred Stock Common Stock 282783.0000 I See footnote Series E Warrant Series E Convertible Preferred Stock/Common Stock 70696.0000 I See footnote The securities are immediately convertible. The securities have no expiration date. The securities convert on a 1-for-2.38 basis into Common Stock, giving effect to the recently completed 1-for-2.38 reverse stock split of the Common Stock. The securities are owned directly by Alliance Technology Ventures, L.P., ATV/GP Parallel Fund, L.P. and ATV/MJF Parallel Fund, L.P. The Reporting Person is managing general partner of Alliance Technology Ventures, L.P., ATV/GP Parallel Fund, L.P. and ATV/MJF Parallel Fund, L.P. and in such capacity, the Reporting Person has sole voting and dispositive power with respect to the securities. The Reporting Person disclaims beneficial ownership of the shares held by these funds, except to the extent of his proportionate pecuniary interest therein. The securities are immediatly exercisable. Warrant to purchase Common Stock at an exercise price of $3.57 per share (assuming conversion of the Series B Convertible Preferred Stock). Does not reflect (i) the issuance of 216,819 shares of Common Stock issuable upon the conversion of Series C Convertible Preferred Stock ("Series C Stock") to be paid in repect of dividends accrued through March 31, 2004 on the Series C Stock beneficially owned by the Reporting Person or (ii) the issuance of shares of Common Stock issuable upon conversion of Series C Stock to be paid in respect of dividends accrued after March 31, 2004 through the closing of the Issuer's initial public offering on the Series C Stock beneficially owned by the Reporting Person. The securities are owned directly by Alliance Technology Ventures II, L.P., ATV II Affiliates Fund, L.P., Alliance Technology Ventures III, L.P. and ATV III Affiliates Fund, L.P. The Reporting Person is managing general partner of Alliance Associates II, L.L.C., the general partner of Alliance Technology Ventures II, L.P. and ATV II Affiliates Fund, L.P. and a manager of ATV III Partners, L.L.C., the general partner of Alliance Technology Ventures III, L.P. and ATV Affiliates Fund, L.P., and, in such capacity, the Reporting Person may be deemed to have shared voting and dispositive power with respect to the securities. The Reporting Person disclaims beneficial ownership of the shares held by these funds, except to the extent of his proportionate pecuniary interest therein. Does not reflect (i) the issuance of 112,516 shares of Common Stock issuable upon the conversion of Series D Convertible Preferred Stock ("Series D Stock") to be paid in repect of dividends accrued through March 31, 2004 on the Series D Stock beneficially owned by the Reporting Person or (ii) the issuance of shares of Common Stock issuable upon conversion of Series D Stock to be paid in respect of dividends accrued after March 31, 2004 through the closing of the Issuer's initial public offering on the Series D Stock beneficially owned by the Reporting Person. Warrant to purchase Common Stock at an exercise price of $14.07 per share (assuming conversion of the Series D Stock). The warrant expires on February 7, 2007, but is subject to mandatory cashless exercise upon the completion of the Issuer's initial public offering in an aggregate amount over $35 million at a price of $19.04 per share. Warrant to purchase Common Stock at an exercise price of $14.07 per share (assuming conversion of the Series E Convertible Preferred Stock). The warrant expires on December 19, 2008, but is subject to mandatory cashless exercise upon the completion of the Issuer's initial public offering in an aggregate amount over $50 million at a price of $19.04 per share. /s/ Melissa P. Coyne attorney-in-fact for Michael A. Henos 2004-05-24