THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY OTHER SECURITIES LAWS AND MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, PLEDGED OR...Warrant Agreement • February 11th, 2010 • Cryoport, Inc. • Plastics foam products • New York
This UNDERWRITER’S WARRANT (this “Warrant”) of CryoPort, Inc., a corporation duly organized and validly existing under the laws of the State of Nevada (the “Company”), is being issued pursuant to that certain Underwriting Agreement, dated as of , 2010 (the “Underwriting Agreement”), by and among the Company and Rodman & Renshaw, LLC, as the representative of the underwriters named therein (the “Representatives”) relating to a firm commitment public offering (the “Offering”) of shares of common stock, $0.001 par value per share, of the Company (the “Common Stock”) and common stock purchase warrants, underwritten by the Representative and the underwriters named in the Underwriting Agreement.
Form of Underwriting AgreementUnderwriting Agreement • February 11th, 2010 • Cryoport, Inc. • Plastics foam products • New York
CryoPort, Inc., a Nevada corporation (“Company”), confirms its agreement, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of shares (the “Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), and warrants (the “Warrants” and together with the Shares, the “Securities”) to purchase an aggregate of shares of Common Stock (the “Warrant Shares”) and, at the election of the Underwriters in the circumstances specified in Section 2 hereto, up to additional Shares and Warrants. The Shares and Warrants to be sold by the Company are herein called the “Firm Securities” and the additional Shares and Warrants to be sold by the Company are herein called the “Optional Securities.” The Firm Securities and the Optional Securities that the Underwriter elects to purchase pursuant to Section 2 hereof are herein collectively referred to as the “Securities.”
