PRE-FUNDED CLASS A COMMON STOCK PURCHASE WARRANT ELUTIA INC.Elutia Inc. • September 21st, 2023 • Biological products, (no disgnostic substances) • New York
THIS PRE-FUNDED CLASS A COMMON STOCK 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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elutia Inc., a Delaware corporation (the “Company”), up to _________ shares of Class A common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). The Warrant is being issued pursuant to that certain Securities Purchase Agreement, dated as of September 18, 2023, among the Company and the purchasers signatory thereto, as amended and/or restated from t
CLASS A COMMON STOCK PURCHASE WARRANT ELUTIA INC.Elutia Inc. • September 21st, 2023 • Biological products, (no disgnostic substances) • New York
THIS CLASS A COMMON STOCK 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. Eastern time on the earlier of (i) September ____, 2028 and (ii) 30 Trading Days following the Company's public release of receipt of the Clearance Notice (the “Termination Date”) but not thereafter, to subscribe for and purchase from Elutia Inc., a Delaware corporation (the “Company”), up to _________ shares of Class A common stock, par value $0.001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). The Warrant is being issued pursuant to that certain Securities Purchase Agr
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 21st, 2023 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 21, 2023 by and among Elutia Inc., a Delaware corporation (the “Company”), and the “Investors” named in the Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Investors identified on Exhibit A attached thereto (the “Purchase Agreement”). Capitalized terms used herein have the respective meanings ascribed thereto in the Purchase Agreement unless otherwise defined herein.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 21st, 2023 • Elutia Inc. • Biological products, (no disgnostic substances) • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of September 18, 2023 by and among Elutia Inc., a Delaware corporation (the “Company”), and the Investors identified on Exhibit A attached hereto (each an “Investor” and collectively the “Investors”).
