SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 8th, 2012 • Neuralstem, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February ___, 2012, between Neuralstem, 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”).
SERIES I COMMON STOCK PURCHASE WARRANT NEURALSTEM, INC.Neuralstem, Inc. • February 8th, 2012 • Biological products, (no disgnostic substances)
THIS SERIES I COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 August ___, 2012 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Neuralstem, 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). This Warrant is being issued pursuant to the Company’s Registration Statement on Form S-3, File No. 333-169847.
THIS TRANSACTION FEE AGREEMENT (this “Agreement”) is made as of the 2nd day of February, 2012. BETWEEN:Transaction Fee Agreement • February 8th, 2012 • Neuralstem, Inc. • Biological products, (no disgnostic substances) • New York
