SUBSCRIPTION AGREEMENTSubscription Agreement • December 7th, 2012 • NeoStem, Inc. • Services-misc health & allied services, nec • New York
The undersigned investor (the “Investor”) under the following terms and conditions, offers to subscribe (the “Offer”) for the securities of NeoStem, Inc., a Delaware corporation (the “Company” or “NeoStem”). The Company is offering (the “Offering”) units (“Units”) at a per Unit price equal to $60.00 (the “Unit Price”), with each Unit consisting of (a) 100 shares (the “Common Shares”) of common stock, $.001 par value (the “Common Stock”) and (b) 75 warrants (each, a “Warrant” and together the “Warrants”) each for the purchase of one share of Common Stock (each, a “Warrant Share”) at an exercise price equal to the greater of (i) $.75 or (ii) $0.01 above the closing price of the Common Stock on the date the Subscription Agreement is executed by the investor, subject to adjustment, exercisable after the date of issuance and expiring five years from the date of issuance. The form of Warrant is attached hereto as Exhibit A.
