REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 29th, 2016 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 29, 2016, between Histogenics Corporation, a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
September , 2016Support Agreement • September 29th, 2016 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
The undersigned understands that Histogenics Corporation, a Delaware corporation (the “Company”), and certain investors set forth on the signature pages thereto (the “Investors”), are entering into a Securities Purchase Agreement dated as of the date hereof (the “Securities Purchase Agreement”), pursuant to which the Investors shall purchase and the Company shall sell shares of Common Stock of the Company (the “Initial Common Shares”), warrants to purchase shares of the Common Stock of the Company and shares of Series A Preferred Stock of the Company (collectively, the “Transaction”). All capitalized terms used in this letter agreement but not defined in this letter agreement shall have the meanings given such terms in the Securities Purchase Agreement.
COMMON STOCK PURCHASE WARRANT HISTOGENICS CORPORATIONCommon Stock Purchase Warrant • September 29th, 2016 • Histogenics Corp • Orthopedic, prosthetic & surgical appliances & supplies
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, H.C. WAINWRIGHT & CO., LLC 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 date that Shareholder Approval is obtained and deemed effective (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Histogenics Corporation, a Delaware corporation (the “Company”), up to 41,333 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).
