SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2016 • Amarantus Bioscience Holdings, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 18, 2016, between Amarantus BioScience Holdings, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 24th, 2016 • Amarantus Bioscience Holdings, Inc. • Pharmaceutical preparations • New York
Introduction. Subject to the terms and conditions herein (this “Agreement”), Amarantus BioScinece Holdings, Inc., a Nevada corporation (the “Company”), hereby agrees to sell up to an aggregate of $8,800,000 of securities (the “Securities”) of the Company consisting of shares of Series H Preferred Stock (the “Shares”) and Warrants to purchase Common Stock (the “Warrants”) directly to various investors (each, an “Investor” and, collectively, the “Investors”) through Chardan Capital Markets, LLC, as non-exclusive placement agent (the “Placement Agent”). The Placement Agent may retain other brokers or dealers to act as sub-agents or selected-dealers on its behalf in connection with the Offering (as defined below).
LEAK-OUT AGREEMENTLeak-Out Agreement • February 24th, 2016 • Amarantus Bioscience Holdings, Inc. • Pharmaceutical preparations • New York
THIS LEAK-OUT AGREEMENT (the “Agreement”) is made and entered into as of the 19th day of February 2016, and effective as of 22nd February 2016, between Amarantus Bioscience Holdings, Inc., a Nevada corporation (the “Company”) and the holders (the “Holders” and each a “Holder”) of the Company’s issued and outstanding Series E Convertible Preferred Stock and Series H Convertible Preferred Stock (collectively, the “Preferred Stock”), 12% Senior Secured Convertible Promissory Notes, due September 29, 2016 (the “Notes”) or five year Common Stock Purchase Warrants (the “Warrants” and together with the Preferred Stock and Notes, the “Securities”) and
