Contract analysis

Section 2(a): Agreement to Purchase Firm Shares. Subject to the terms and conditions and in reliance upon the representations, warranties, covenants, and agreements set forth herein, the Company agrees to issue and sell to the several Underwriters, and each of the Underwriters agrees, severally and not jointly, to purchase from the Company, the respective number of Firm Shares set forth opposite such Underwriter's na

Section 2(b): Overallotment Option (Option Shares). In addition to the Firm Shares, the Company hereby grants to the several Underwriters an option (the "Overallotment Option") to purchase, severally and not jointly, up to 3,000,000 Option Shares at the Purchase Price of $18.80 per share, solely for the purpose of covering overallotments, if any, made in connection with the offering of the Firm Shares. The Overallotm

Section 2(c): Payment and Delivery — Firm Shares. Delivery of the Firm Shares shall be made on the Closing Date (February 13, 2024) through the facilities of The Depository Trust Company ("DTC"), or at such other place as may be agreed upon by the Representative and the Company, against payment of the aggregate Purchase Price therefor by wire transfer of immediately available funds to the account designated in writin

Section 2(d): Payment and Delivery — Option Shares. Delivery of the Option Shares shall be made on the applicable Option Closing Date through the facilities of DTC, or at such other place as may be agreed upon by the Representative and the Company, against payment of the aggregate purchase price for such Option Shares by wire transfer of immediately available funds to the account designated in writing by the Company.

Section 3(a): Organization and Good Standing. The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware, with full corporate power and authority to own, lease, and operate its properties and to conduct its business as described in the Registration Statement, the Pricing Disclosure Package, and the Prospectus. The Company is duly qualified

Section 3(b): Capitalization. The authorized capital stock of the Company, immediately prior to the consummation of this offering, consists of 120,000,000 shares of common stock, par value $0.001 per share, of which 80,000,000 shares are issued and outstanding. Upon the effectiveness of the Amended and Restated Certificate of Incorporation to be filed with the Secretary of State of the State of Delaware on or before

Section 3(c): Authorization of the Shares. The Shares have been duly authorized for issuance and sale pursuant to this Agreement. When issued and delivered by the Company against payment therefor as provided herein, the Shares will be validly issued, fully paid, and non-assessable, free and clear of all liens, encumbrances, equities, security interests, or claims of any kind. The issuance of the Shares is not subject

Section 3(d): Authorization of this Agreement. This Agreement has been duly authorized, executed, and delivered by the Company. This Agreement constitutes a valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as the enforceability thereof may be limited by (i) applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium, or similar

Section 3(e): Registration Statement and Prospectus. The Registration Statement on Form S-1 (File No. 333-276841) has been prepared by the Company in conformity with the requirements of the Act and the rules and regulations of the Commission and has been filed with the Commission. The Registration Statement was declared effective by the Commission on February 8, 2024. No stop order suspending the effectiveness of the

Section 3(f): No Material Adverse Change. Since the respective dates as of which information is given in the Registration Statement, the Pricing Disclosure Package, and the Prospectus, there has not been (i) any material adverse change, or any development involving a prospective material adverse change, in the condition (financial or otherwise), results of operations, business, properties, management, or prospects of

Section 3(g): No Undisclosed Liabilities. The Company does not have, and as of the Closing Date will not have, any material liabilities or obligations, whether absolute, accrued, contingent, or otherwise, whether or not required by GAAP to be reflected in financial statements or disclosed in the notes thereto, except (i) as disclosed in the Registration Statement, the Pricing Disclosure Package, and the Prospectus, (

Section 3(h): Compliance with Laws. The Company is not in violation of its Amended and Restated Certificate of Incorporation or its Amended and Restated Bylaws. The Company is not in default in the performance or observance of any material obligation, agreement, covenant, or condition contained in any material bond, debenture, note, indenture, mortgage, deed of trust, loan agreement, lease, or other instrument or agr

Section 3(i): No Conflicts. The execution, delivery, and performance of this Agreement by the Company, the issuance and sale of the Shares, and the consummation of the transactions contemplated herein will not (i) conflict with, result in a breach or violation of, or constitute a default under, the Company's Amended and Restated Certificate of Incorporation or Amended and Restated Bylaws, (ii) conflict with, result i

Section 3(j): Intellectual Property. The Company owns, or possesses adequate rights to use, all patents, patent applications, trademarks, service marks, trade names, trademark registrations, service mark registrations, copyrights, licenses, inventions, trade secrets, technology, know-how, and other intellectual property and proprietary rights (collectively, "Intellectual Property") necessary for the conduct of the Co

Section 3(k): Tax Matters. The Company has filed all necessary federal, state, local, and foreign income and franchise tax returns and has paid all taxes shown as due thereon, and no tax deficiency has been determined adversely to the Company which has had, or would reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect. The Company's Federal Employer Identification Number is 47-3

Section 3(l): Insurance. The Company maintains insurance policies with insurers of recognized financial responsibility in such amounts and covering such risks as the Company believes are adequate for the conduct of its business and the value of its properties, including, without limitation, directors and officers ("D&O") liability insurance. The Company's D&O insurance program is structured as follows: (i) Primary Po

Section 3(m): No Undisclosed Relationships. No material relationship, direct or indirect, exists between or among the Company, on the one hand, and any of the Underwriters or their respective affiliates, on the other hand, which is required to be described in the Registration Statement, the Pricing Disclosure Package, or the Prospectus that is not so described. There are no material transactions or arrangements betwe

Section 3(n): Internal Controls and Disclosure Controls. The Company maintains a system of internal accounting controls sufficient to provide reasonable assurance that (i) transactions are executed in accordance with management's general or specific authorizations, (ii) transactions are recorded as necessary to permit preparation of financial statements in conformity with GAAP and to maintain asset accountability, (i

Section 3(o): Listing. The shares of common stock of the Company have been approved for listing on the New York Stock Exchange under the ticker symbol "ARHT," subject only to official notice of issuance. The Company has taken all actions necessary to cause the Shares to be so listed on or before the Closing Date.

Section 3(p): Transfer Agent. Continental Share Services, Inc. has been duly appointed as the transfer agent and registrar for the common stock of the Company. The shares of common stock are eligible for deposit and book-entry transfer through the facilities of DTC. The Company is not in default under any agreement with Continental Share Services, Inc.

Section 3(q): ERISA and Employee Benefit Plans. Each employee benefit plan (as defined in Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA")), and each other plan, program, arrangement, or agreement maintained, sponsored, or contributed to by the Company for the benefit of its current or former employees, directors, or consultants, has been maintained in compliance with its term

Section 3(r): Environmental Matters. The Company is in compliance in all material respects with all applicable environmental laws and regulations, including, without limitation, all federal, state, local, and foreign laws, rules, regulations, orders, decrees, and judgments relating to the protection of the environment, the generation, storage, handling, transportation, treatment, disposal, emission, release, or threa

Section 3(s): Cybersecurity and Data Privacy. The Company and its subsidiaries' information technology assets and equipment, computers, systems, networks, hardware, software, websites, applications, and databases (collectively, "IT Systems") are adequate for, and operate and perform in all material respects as required in connection with, the operation of the business of the Company as currently conducted. The Compan

Section 3(t): FCPA / Anti-Corruption. Neither the Company nor, to the knowledge of the Company, any director, officer, employee, agent, affiliate, or other person acting on behalf of the Company has, in the course of its actions for, or on behalf of, the Company: (i) used any corporate funds for any unlawful contribution, gift, entertainment, or other unlawful expense relating to political activity; (ii) made any dir

Section 3(u): OFAC / Sanctions. Neither the Company nor, to the knowledge of the Company, any director, officer, employee, agent, affiliate, or other person acting on behalf of the Company is currently the subject or target of any sanctions administered or enforced by the U.S. government (including, without limitation, the Office of Foreign Assets Control of the U.S. Department of the Treasury ("OFAC"), the U.S. Depa

Section 3(v): No Stabilization. The Company has not taken, and will not take, directly or indirectly, any action designed to or that might constitute or reasonably be expected to cause or result in stabilization or manipulation of the price of the shares of common stock of the Company, or any other security of the Company, to facilitate the sale or resale of any of the Shares, in violation of applicable law.

Section 3(w): Lock-Up Agreements. The Company has obtained duly executed lock-up agreements, substantially in the form attached hereto as Exhibit A, from each officer, director, and stockholder of the Company listed in Schedule II hereto (approximately 45 individuals and entities, collectively holding approximately 80,000,000 shares of common stock prior to this offering), each such lock-up agreement being in the for

Section 3(x): Use of Proceeds. The Company intends to use the net proceeds from this offering as set forth in the Registration Statement, the Pricing Disclosure Package, and the Prospectus, specifically: (i) approximately $65,000,000 for the repayment of the outstanding balance drawn under the Keypoint Credit Facility; (ii) approximately $120,000,000 for product development and research and development investment; (i

Section 3(y): Forward-Looking Statements. No forward-looking statement (within the meaning of Section 27A of the Act and Section 21E of the Exchange Act) contained in the Registration Statement, the Pricing Disclosure Package, or the Prospectus has been made or reaffirmed without a reasonable basis or has been disclosed other than in good faith.

Section 3(z): Statistical and Market Data. All statistical and market-related data included in the Registration Statement, the Pricing Disclosure Package, and the Prospectus are based on or derived from sources that the Company believes to be reliable and accurate, and the Company has obtained the written consent of the owners thereof for the use of such data to the extent required.

Section 3(aa): Related Party Transactions. All related party transactions required to be disclosed pursuant to Item 404 of Regulation S-K promulgated under the Act are disclosed in the Registration Statement, the Pricing Disclosure Package, and the Prospectus as so required.

Section 3(bb): Material Contracts. All contracts or agreements required to be described in the Registration Statement or the Prospectus, or to be filed as exhibits to the Registration Statement, have been so described or filed, as applicable. The following material contracts, among others, are accurately described in all material respects in the Registration Statement, the Pricing Disclosure Package, and the Prospect

Section 4(a): Authorization. Such Underwriter has been duly authorized to enter into this Agreement and to perform its obligations hereunder. The Representative has been duly authorized by each of the Underwriters to enter into this Agreement on behalf of such Underwriter and to act on behalf of the several Underwriters in connection with the transactions contemplated by this Agreement.

Section 4(b): FINRA Compliance. Such Underwriter is a member in good standing of the Financial Industry Regulatory Authority, Inc. ("FINRA") and is registered as a broker-dealer under the Exchange Act and the securities laws of each state in which such Underwriter proposes to offer or sell the Shares. Whitfield Barrow & Co., LLC maintains FINRA CRD No. 7924. FINRA has confirmed that it has raised no objection with re

Section 4(c): Selling Restrictions. Such Underwriter agrees that it will sell the Shares only in compliance with the Act, the Exchange Act, the rules and regulations of FINRA, and all applicable state securities or "blue sky" laws. No Underwriter has made, or will make, any offer or sale of the Shares other than through the Prospectus (or through a notice permitted by Rule 173 under the Act), except that the Underwri

Section 4(d): No Stabilization (Limited Exception). No Underwriter has taken, or will take, directly or indirectly, any action designed to, or that might constitute or reasonably be expected to cause or result in, stabilization or manipulation of the price of any security of the Company in connection with the offering of the Shares, other than activities that are permitted under Regulation M under the Exchange Act in

Section 4(e): Information Furnished by Underwriters. Each Underwriter confirms that the only information furnished to the Company in writing by or on behalf of such Underwriter through the Representative expressly for use in the Registration Statement, the Pricing Disclosure Package, and the Prospectus (and any amendment or supplement thereto) is the information set forth in the paragraphs identified in Section 8(b)

Section 5(a): Rules 424 and 430A Compliance. The Company shall file the Prospectus with the Commission pursuant to Rule 424(b)(4) under the Act within the time period required by such Rule and in any event no later than the second business day following the date hereof (i.e., by February 12, 2024). The Company currently anticipates filing the Prospectus on February 9, 2024. The Company shall not file any amendment to

Section 5(b): Delivery of Prospectus Copies. The Company shall deliver, without charge, to the Representative and to Underwriters' Counsel such number of copies of the Prospectus, each Preliminary Prospectus, and any amendments or supplements thereto, including any documents incorporated by reference therein, as the Representative may reasonably request for the purposes contemplated by the Act and the rules and regul

Section 5(c): Amendments and Supplements. During any period in which a prospectus relating to the Shares is required by law to be delivered by an Underwriter or dealer (including through compliance with Rule 172 or Rule 173 under the Act), if any event shall occur or condition shall exist as a result of which the Prospectus as then amended or supplemented would include an untrue statement of a material fact, or would

Section 5(d): Blue Sky Compliance. The Company shall cooperate with the Representative and Underwriters' Counsel in qualifying the Shares for offer and sale under the securities or "blue sky" laws of such U.S. jurisdictions as the Representative may designate and shall continue such qualifications in effect for so long as may be necessary for the distribution of the Shares; provided, however, that the Company shall n

Section 5(e): Earnings Statement. The Company shall make generally available to its security holders, as soon as practicable, an earnings statement (which need not be audited) covering a period of at least twelve months beginning with the first fiscal quarter of the Company commencing after the "effective date" (as defined in Rule 158 under the Act) of the Registration Statement, which earnings statement shall satisf

Section 5(f): Use of Proceeds. The Company shall apply the net proceeds from the sale of the Shares in the manner described under "Use of Proceeds" in the Registration Statement, the Pricing Disclosure Package, and the Prospectus.

Section 5(g): Listing. The Company shall use its reasonable best efforts to cause the shares of common stock, including the Shares, to be listed on the NYSE under the ticker symbol "ARHT" on or prior to the Closing Date and shall maintain such listing for so long as any Shares are outstanding.

Section 5(h): Reporting Requirements. Following the Closing Date, the Company shall file all reports required to be filed under the Exchange Act in a timely manner for so long as the Company is subject to the reporting requirements of the Exchange Act.

Section 5(i): No Issuance During Lock-Up Period. The Company agrees that, without the prior written consent of the Representative, during the Lock-Up Period (180 days from the date of the Prospectus, i.e., from February 8, 2024, through August 6, 2024), the Company will not: (i) offer, pledge, announce the intention to sell, sell, contract to sell, sell any option or contract to purchase, purchase any option or contr

Section 5(j): Lock-Up Agreements from Insiders. The Company shall use its reasonable best efforts to enforce the lock-up agreements delivered pursuant to Section 3(w) hereof, which agreements cover approximately 80,000,000 shares of common stock (representing 100% of the pre-IPO outstanding shares) for the Lock-Up Period of 180 days from the date of the Prospectus (expiring August 6, 2024). The Company shall not rele

Section 5(k): FINRA Filings. The Company shall cooperate with the Representative in connection with any filings required to be made with FINRA, and shall use its reasonable best efforts to cause any such filings to be made and cleared as promptly as practicable.

Section 5(l): DTC Book-Entry. The Company shall cooperate with the Transfer Agent to ensure that the Shares are eligible for deposit and book-entry transfer through the facilities of DTC on and after the Closing Date.

Section 5(m): Free Writing Prospectuses. The Company shall not prepare, use, authorize, approve, refer to, or distribute any Issuer Free Writing Prospectus (as defined in Rule 433 under the Act), whether or not listed on Schedule III hereto, without the prior written consent of the Representative. The Company shall comply in all material respects with the requirements of Rule 433 under the Act applicable to any Issue

Section 6(a): Prospectus Delivery. Each Underwriter agrees that it will deliver or cause to be delivered a copy of the Prospectus (or make available a notice to each purchaser as required by Rule 173 under the Act) t