SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 7th, 2024 • Humacyte, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 4, 2024, between Humacyte, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON STOCK PURCHASE WARRANT Humacyte, Inc.Common Stock Purchase Warrant • October 7th, 2024 • Humacyte, Inc. • Biological products, (no disgnostic substances)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on that date that is [1,640][180] days from the Issue Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Humacyte, Inc., a Delaware corporation (the “Company”), up to [ ] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
HUMACYTE, INC. 5,681,820 Shares of Common Stock Warrants to Purchase up to 5,681,820 Shares of Common Stock PLACEMENT AGENT AGREEMENTAgent Agreement • October 7th, 2024 • Humacyte, Inc. • Biological products, (no disgnostic substances)
Subject to the terms and conditions herein (this “Agreement”) Humacyte, Inc., a Delaware corporation (the “Company”), hereby agrees to sell up to an aggregate of (i) 5,681,820 (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”), and (ii) warrants (the “Warrants”) to purchase up to an aggregate of 5,681,820 shares of Common Stock (the “Warrant Shares”) directly to various purchasers (each, a “Purchaser” and, collectively, the “Purchasers”) through EF Hutton LLC, as Placement Agent (the “Placement Agent”). This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Offering (as defined below), including, without limitation, a securities purchase agreement (the “Purchase Agreement”), shall be collectively referred to herein as the “Transaction Documents.” The Shares and the Warrants are collectively referred to as the “Securities.” The Placement Agent may retain other brokers or dealers to act
