SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 26th, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February ___, 2020, between Aptorum Group Limited, a company organized under the laws of the Cayman Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
CLASS A ORDINARY SHARES PURCHASE WARRANT APTORUM GROUP LIMITEDClass a Ordinary Shares Purchase Warrant • February 26th, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
THIS CLASS A ORDINARY SHARES 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aptorum Group Limited., a company organized under the laws of the Cayman Islands (the “Company”), up to ______ Class A ordinary shares, par value $1.00 per share (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”).
Alliance Global PartnersSecurities Purchase Agreement • February 26th, 2020 • Aptorum Group LTD • Pharmaceutical preparations • New York
Introduction. Subject to the terms and conditions herein (this “Agreement”), Aptorum Group Limited (the “Company”), hereby agrees to sell up to an aggregate of $10,000,000 of securities of the Company, including, but not limited to, an amount of the Company’s Class A Ordinary shares, par value $1.00 per share (the "Ordinary Shares”), and of warrants to purchase an amount of Class A Ordinary Shares (the “Warrants” and, together with the Ordinary Shares, the “Securities”) directly to certain affiliated investors, including affiliates of the Company, existing shareholders of the Company, and investors identified and referred by the Company (the “Affiliated Investors”) and investors who are not Affiliated Investors (the, “Unaffiliated Investors” and, together with the Affiliated Investors, the “Investors”) through A.G.P./Alliance Global Partners, as placement agent (the “Placement Agent”). The documents executed and delivered by the Company and the Investors in connection with the Offering
