0001140361-15-004430 Sample Contracts

ASTERIAS BIOTHERAPEUTICS, INC. 384,615 Shares of Common Stock UNDERWRITING AGREEMENT

Underwriting Agreement • February 6th, 2015 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York

• Contract Type
  Underwriting Agreement
• Filed
  February 6th, 2015
• Company
  Asterias Biotherapeutics, Inc.
• Industry
  Biological products, (no disgnostic substances)
• Jurisdiction
  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”).

SUBSCRIPTION AGREEMENT

Subscription Agreement • February 6th, 2015 • Asterias Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • California

• Contract Type
  Subscription Agreement
• Filed
  February 6th, 2015
• Company
  Asterias Biotherapeutics, Inc.
• Industry
  Biological products, (no disgnostic substances)
• Jurisdiction
  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”).