INVIVO THERAPEUTICS HOLDINGS CORP. Common Stock and Warrants to Purchase up to 1,866,666 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 15th, 2016 • Invivo Therapeutics Holdings Corp. • Surgical & medical instruments & apparatus • New York
InVivo Therapeutics Holdings Corp., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of (i) 3,733,333 shares (the “Firm Shares”) of its Common Stock, par value $0.00001 per share (the “Common Stock”) and (ii) warrants to purchase 1,866,666 shares of Common Stock on the terms and conditions set forth in the Warrant Agreement (as defined herein) (the “Firm Warrants,” and together with the Firm Shares, the “Firm Securities”). All of the Firm Securities are to be issued and sold by the Company. The respective amounts of the Firm Securities to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company has agreed to sell to the Underwriters upon the terms and conditions stated herein, up to an additional (i) 560,000 shares of Common Stock (the “Additional Shares,” a
FORM OF WARRANT AGREEMENTWarrant Agreement • March 15th, 2016 • Invivo Therapeutics Holdings Corp. • Surgical & medical instruments & apparatus • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of March , 2016, is entered into by and between InVivo Therapeutics Holdings Corp, a Nevada corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
