SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 16th, 2017 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 16, 2017, between Asterias Biotherapeutics, 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”).
LEASE by and between BMR-6300 DUMBARTON CIRCLE LP, a Delaware limited partnership and ASTERIAS BIOTHERAPEUTICS, INC., a Delaware corporationLease • March 17th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
Notwithstanding anything to the contrary in the above chart, during the first fifteen (15) months of the Term (and provided that Tenant is not then in default (beyond any applicable notice and cure periods) of any of its obligations under this Lease), Tenant’s Base Rent shall be calculated based upon twenty-two thousand (22,000) square feet of Rentable Area; provided, however, that Tenant shall have access to and use of the entire Premises subject to and in accordance with the terms and provisions of the Lease.
At Market Issuance Sales AgreementAsterias Biotherapeutics, Inc. • April 10th, 2015 • Biological products, (no disgnostic substances) • New York
Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”), with MLV & Co. LLC (“MLV”), as follows:
5,147,059 Shares* ASTERIAS BIOTHERAPEUTICS, INC. Series A Common Stock and Warrants to Purchase up to 2,573,530 Shares of Series A Common Stock* UNDERWRITING AGREEMENTUnderwriting Agreement • May 10th, 2016 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of (i) 5,147,059 shares (the “Firm Shares”) of its Series A Common Stock, par value $0.0001 per share (the “Common Stock”) and (ii) warrants to purchase 2,573,530 shares of Common Stock on the terms and conditions set forth in the Warrant Agreement (as defined herein) (the “Firm Warrants,” and together with the Firm Shares, the “Firm Securities”). All of the Firm Securities are to be issued and sold by the Company. The respective amounts of the Firm Securities to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company has agreed to sell to the Underwriters or Raymond James & Associates, Inc. (“Raymond James”), as the case may be, upon the terms and conditions stated herein, u
Warrant Agreement Dated as of June 16, 2014Warrant Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
WARRANT AGREEMENT, (this “Agreement”) dated as of June 16, 2014, by Asterias Biotherapeutics, Inc., a Delaware corporation (the "Company"), for the benefit of each registered holder of a Warrant described herein (a “Holder”).
Steven Urbach Chief Executive Officer Chardan Capital Markets, LLC 17 State Street Suite 1600 New York, NY 10004 Tel: 646 465 9003 Fax: 646 465 9091Asterias Biotherapeutics, Inc. • October 16th, 2017 • Biological products, (no disgnostic substances) • New York
ASTERIAS BIOTHERAPEUTICS, INC. 384,615 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 6th, 2015 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions of this Underwriting Agreement (this “Agreement”), to issue and sell to MLV & Co. LLC (the “Underwriter”), an aggregate of 384,615 shares (the “Shares”) of the Company’s Series A common stock, par value $0.0001 per share (the “Common Stock”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • November 8th, 2018 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made as of November 7, 2018 by and between Asterias Biotherapeutics, Inc. (“Asterias”), a Delaware corporation, and Ryan Chavez ("Executive"), and shall be effective and replace that certain employment agreement dated July 18, 2016 by and between Asterias and Executive at the time that is immediately prior to the consummation of the proposed transaction between Asterias and BioTime, Inc.
PURCHASE AGREEMENT ASTERIAS BIOTHERAPEUTICS, INC. 1,000,000 BioTime Inc. Common Shares with 1,000,000 Asterias Series B Common Stock Purchase Warrants Total Purchase Price $2,500,000 READ THIS AGREEMENT CAREFULLY BEFORE YOU INVESTPurchase Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This Agreement is entered into by Broadwood Partners, L.P. (“Purchaser”) and Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company).
STOCK OPTION AGREEMENT (Director)Stock Option Agreement • August 13th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AGREEMENT made and entered into as of ______, 20___, by and between Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and _________, a director (the “Optionee”) of the Company.
CROSS LICENSE AGREEMENT between ASTERIAS and BIOTIME and ESICross-License Agreement • February 18th, 2016 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This CROSS-LICENSE AGREEMENT (the “Agreement”) is entered into on February 16, 2016 (the “Effective Date”) by and between Asterias Biotherapeutics, Inc., a Delaware corporation, having a place of business at 6300 Dumbarton Circle, Fremont, CA 94555 (“Asterias”), BioTime, Inc., a California corporation, having a place of business at 1301 Harbor Bay Parkway, Alameda, CA 94502 (“BioTime”), and ES Cell International Pte Ltd., a corporation wholly owned by BioTime organized under the laws of Singapore and having a place of business at 1301 Harbor Bay Parkway, Alameda, CA 94502 (“ESI”) (each individually referred to as “Party” and collectively as the “Parties”).
SHARE TRANSFER AGREEMENT BY AND AMONG ASTERIAS BIOTHERAPEUTICS, INC., BIOTIME, INC. AND ES CELL INTERNATIONAL PTE LTDShare Transfer Agreement • February 18th, 2016 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This SHARE TRANSFER AGREEMENT (the “Agreement”) is entered into on February 16, 2016 (the “Effective Date”) by and among Asterias Biotherapeutics, Inc., a Delaware corporation having a place of business at 6300 Dumbarton Circle, Fremont, CA 94555 (“Asterias”), BioTime, Corp., a Delaware corporation having a place of business at 1301 Harbor Bay Parkway, Alameda, California 94502 (“BioTime”), and ES Cell International Pte Ltd, a Singapore corporation having a place of business at 11 Biopolis Way, #05-06 Helios, Singapore 138667 (“ESI”). Each of Asterias, BioTime and ESI is individually referred to as “Party” and collectively as the “Parties.”
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS REGISTRATION RIGHTS AGREEMENT, dated as of June 16, 2014, is made by and among Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and each Shareholder (as defined below) who is the registered holder of Registrable Securities (as defined below).
ROYALTY AGREEMENTRoyalty Agreement • November 12th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Royalty Agreement ("Agreement") is made as of October 1, 2013 (“Effective Date”) by and between Asterias Biotherapeutics, Inc., a Delaware corporation (“Asterias”), and Geron Corp., a Delaware corporation (“Geron”).
EXCLUSIVE SUBLICENSE AGREEMENT between GERON CORPORATION and ASTERIAS BIOTHERAPEUTICS, INC.Exclusive Sublicense Agreement • November 12th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
This EXCLUSIVE SUBLICENSE AGREEMENT (the “Agreement”) is entered into as of October 1, 2013 (the “Effective Date”) by and between Geron Corporation, a Delaware corporation having a principal place of business at 149 Commonwealth Drive, Menlo Park, California 94025 (“Geron”), and Asterias Biotherapeutics, Inc., a Delaware corporation having a principal place of business at 1301 Harbor Bay Parkway, Alameda, CA 94502 (“Licensee”). Geron and Licensee are each referred to individually herein as a “Party,” and collectively as the “Parties.”
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • August 13th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
THIS AGREEMENT made and entered into as of _______, 20__, by and between Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and __________, an employee (the “Employee”) of the Company.
AGREEMENT AND PLAN OF MERGER by and among BIOTIME, INC., PATRICK MERGER SUB, INC. and ASTERIAS BIOTHERAPEUTICS, INC. dated as of November 7, 2018Agreement and Plan of Merger • November 8th, 2018 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Delaware
This AGREEMENT AND PLAN OF MERGER, dated November 7, 2018 (this “Agreement”), is made by and among BioTime, Inc., a California corporation (“BioTime”), Patrick Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of BioTime (“Merger Sub”), and Asterias Biotherapeutics, Inc., a Delaware corporation (“Asterias”). BioTime, Merger Sub and Asterias each are sometimes referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used in this Agreement but not otherwise defined shall be given the meanings ascribed to them in Section 9.5 of this Agreement.
EXCLUSIVE LICENSE AGREEMENT betweenExclusive License Agreement • November 12th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
This exclusive license agreement ("Agreement") is made effective this 20th day of February, 2003, ("Effective Date"), between The Regents of the University of California, a California corporation, having its statewide administrative offices at 1111 Franklin Street, 12th Floor, Oakland, California 94607-5200 ("The Regents"), and Geron Corporation, a Delaware corporation, having a principal place of business at 230 Constitution Drive, Menlo Park, California 94025 ("Licensee").
ContractTrial and Option Agreement • November 10th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
Confidential Materials Omitted and Filed Separately with the Securities and Exchange Commission Pursuant to a Request for Confidential Treatment under Rule 24b-2 of the Exchange Act of 1934, as amended. Confidential Portions are marked: [***].
SERIES A WARRANT AGREEMENT Asterias Biotherapeutics, Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent SERIES A WARRANT AGREEMENTSeries a Warrant Agreement • April 12th, 2016 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS SERIES A WARRANT AGREEMENT (this “Agreement”), dated as of March 31, 2016 is by and between Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Warrant Agent (the “Warrant Agent”).
Re: Separation Agreement and Release of All ClaimsAsterias Biotherapeutics, Inc. • March 29th, 2016 • Biological products, (no disgnostic substances)
STOCK PURCHASE AGREEMENT ASTERIAS BIOTHERAPEUTICS, INC. READ THIS AGREEMENT CAREFULLY BEFORE YOU INVESTStock Purchase Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
This Stock Purchase Agreement (“Agreement”) is entered into by Pedro Lichtinger (“Purchaser”) and Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company).
EMPLOYMENT AGREEMENTEmployment Agreement • June 19th, 2014 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of June 9, 2014 by and between Asterias Biotherapeutics, Inc. (“Asterias”), a Delaware corporation, and Pedro Lichtinger ("Executive").
EMPLOYMENT AGREEMENTEmployment Agreement • May 23rd, 2017 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of May 23, 2017 by and between Asterias Biotherapeutics, Inc. (“Asterias”), a Delaware corporation, and Michael H. Mulroy (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 13th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of June 24, 2013 by and between Asterias Biotherapeutics, Inc. (“Asterias”), a Delaware corporation, and Thomas Okarma ("Executive").
FORM OF WARRANT AGREEMENTForm of Warrant Agreement • May 10th, 2016 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of May , 2016, is entered into by and between Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and American Stock Transfer and Trust Company LLC (the “Warrant Agent”).
SUBSCRIPTION AGREEMENTSubscription Agreement • February 6th, 2015 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of February 4, 2015 by and between Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and the investor listed on Schedule A hereto (each, an “Investor” and together, the “Investors”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 11th, 2015 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of February 4, 2015 by and between Asterias Biotherapeutics, Inc., a Delaware corporation (the “Company”), and the investor listed on Schedule A hereto (each, an “Investor” and together, the “Investors”).
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2017 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
This Amendment No. 1 to the Securities Purchase Agreement (this “Amendment”) is made as of October 16, 2017 by and among Asterias Biotherapeutics, Inc., a Delaware Corporation (the “Company”) and each purchaser identified on the signature pages thereto (each a “Purchaser” and collectively together with the Company, the “Parties”). Capitalized terms not defined herein shall have the definitions set forth in the Securities Purchase Agreement dated as of October 16, 2017, (the “Agreement”).
SHARED FACILITIES AND SERVICES AGREEMENTShared Facilities and Services Agreement • April 3rd, 2013 • Asterias Biotherapeutics, Inc.
This Agreement is made as of April 1, 2013 (the Effective Date) by and between BioTime, Inc. (BioTime) and Asterias Biotherapeutics, Inc. (Asterias).
NON-EXCLUSIVE LICENSE AGREEMENTNon-Exclusive License Agreement • November 12th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • Wisconsin
This Agreement is made effective as of the date of the last to sign party on page 15 (“Effective Date”), by and between the Wisconsin Alumni Research Foundation (“WARF”), a nonprofit Wisconsin corporation, and Asterias Biotherapeutics Incorporated (“Asterias”), a corporation organized and existing under the laws of Delaware, and its Affiliates who agree to sign on and be bound by the terms and obligations of this Agreement (collectively, “Licensee”). To the extent any Affiliate exercises any rights granted to Licensee hereunder, Asterias is liable to WARF for the duties and obligations of any such Affiliate, and any act or omission of an Affiliate that constitutes a breach of this Agreement shall be deemed to be a breach by Asterias.
Dated 8th of October 2015Asterias Biotherapeutics, Inc. • October 15th, 2015 • Biological products, (no disgnostic substances)
EMPLOYMENT AGREEMENTEmployment Agreement • August 13th, 2013 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of June 24, 2013 by and between Asterias Biotherapeutics, Inc. (“Asterias”), a Delaware corporation, and Dr. Jane Lebkowski ("Executive").
AMENDMENT NO. 1 TO AT MARKET ISSUANCE SALES AGREEMENTMarket Issuance Sales Agreement • March 28th, 2017 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Asterias Biotherapeutics, Inc. (the “Company”), and MLV & Co. LLC (“MLV”), are parties to that certain At Market Issuance Sales Agreement dated April 10, 2015 (the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, together with FBR Capital Markets & Co. (“FBR”), intending to be legally bound, hereby amend the Original Agreement as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • August 10th, 2015 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made as of June 16, 2013 by and between Asterias Biotherapeutics, Inc. (“Asterias”), a California corporation, and Edward Wirth, III ("Executive").
