SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 27th, 2019 • Arcturus Therapeutics Holdings Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 25, 2019, between Arcturus Therapeutics Holdings 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”).
STRICTLY CONFIDENTIAL Arcturus Therapeutics Holdings Inc. 10628 Science Center Drive, Suite 250 San Diego, California 92121 Attn: Joseph E. Payne, Chief Executive Officer Dear Mr. Payne:Letter Agreement • September 27th, 2019 • Arcturus Therapeutics Holdings Inc. • Pharmaceutical preparations • New York
This letter agreement (this “Agreement”) constitutes the agreement between Arcturus Therapeutics Holdings Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the sole placement agent or sole book-running manager in an offering of an aggregate of two million shares of the Company’s common stock (the “Securities”) at a price not less than $11.50 per share (the “Offering”) during the Term (as hereinafter defined) of this Agreement. The terms of the Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in the Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deem
