COMMON STOCK PURCHASE WARRANT CYTOMEDIX, INC.Cytomedix Inc • April 7th, 2014 • Surgical & medical instruments & apparatus
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Anson Investments Master Fund LP (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise, transfer restrictions and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to the close of business on the five (5) year anniversary of the Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cytomedix, Inc., a Delaware corporation (the “Company”), up to 2,884,615 shares (the “Warrant Shares”) of Common Stock.
ContractSubscription Agreement • April 7th, 2014 • Cytomedix Inc • Surgical & medical instruments & apparatus • Delaware
THIS SUBSCRIPTION AGREEMENT IS EXECUTED IN RELIANCE UPON THE EXEMPTION PROVIDED BY SECTION 4(2) AND REGULATION D, RULE 506 FOR TRANSACTIONS NOT INVOLVING A PUBLIC OFFERING UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS OFFERING IS BEING MADE TO ACCREDITED INVESTORS PURSUANT TO REGULATION D PROMULGATED UNDER THE SECURITIES ACT. NONE OF THE SECURITIES TO WHICH THIS SUBSCRIPTION RELATES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION D OR UNDER THE SECURITIES ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIE
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 7th, 2014 • Cytomedix Inc • Surgical & medical instruments & apparatus • Delaware
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 31st day of March, 2014 by and between Cytomedix, Inc., a Delaware corporation (the “Company”), Anson Investments Master Fund LP (“Anson”), BTIG, LLC (the “Placement Agent”) and Keith C. Stone (“ Stone” and, together with Anson and the Placement Agent, the “Purchasers”).
