IMMUNOCELLULAR THERAPEUTICS, LTD. UNDERWRITING AGREEMENTUnderwriting Agreement • August 3rd, 2016 • ImmunoCellular Therapeutics, Ltd. • Pharmaceutical preparations • New York
ImmunoCellular Therapeutics, Ltd., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell an aggregate of: (i) [ ] shares (“Firm Shares”) of the Company’s common stock, $0.0001 par value per share (“Shares”), (ii) [ ] warrants to purchase [ ] Shares at an exercise price equal to $[ ] per share (“Base Warrants”), and (iii) [ ] warrants to purchase [ ] Shares at an exercise price equal to $0.01 per share (“Pre-Funded Warrants”) to the several underwriters (such underwriters, for whom Maxim Group LLC (“Maxim” or the “Representative”) is acting as representative, the “Underwriters” and each an “Underwriter”). Each Share shall be sold together with a Base Warrant to purchase 0.75 of a share of common stock; or, alternatively, each Pre-Funded Warrant shall be sold, in lieu of a Share, together with a Base Warrant to purchase 0.75 of a share of common stock. Such [ ] Base Warrants and [ ] Pre-Funded Warrants are hereinafter colle
