Precision Therapeutics Inc. – Contract (March 1st, 2019)
THE REGISTERED HOLDER OF THIS UNIT PURCHASE OPTION BY ITS ACCEPTANCE HEREOF, AGREES THAT THE SECURITIES EVIDENCED BY THIS UNIT PURCHASE OPTION MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS UNIT PURCHASE OPTION AGREES THAT THE SECURITIES EVIDENCED BY THIS UNIT PURCHASE OPTION WILL NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED, OR BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS UNIT PURCHASE OPTION OR THE SECURITIES EVIDENCED BY THIS UNIT PURCHASE OPTION, FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN TO ANY MEMBER PARTICIPATING IN THE OFFERING AND THE OFFICERS OR PARTNERS THEREOF, IF ALL SECURITIES SO TRANSFERRED REMAIN SUBJECT TO THE LOCK-UP RESTRICTION SET FORTH ABOVE FOR THE REMAINDER OF THE TIME PERIOD.
Precision Therapeutics Inc. – MASLON LLP (March 1st, 2019)
We have acted as counsel to Precision Therapeutics Inc., a Delaware corporation (the “Company”), in connection with (i) the issuance and sale of an aggregate of 1,400,000 units (“Units”) of securities, each such Unit consisting of (a) one share of the Company’s common stock, par value $0.01 per share (the “Common Stock”) and (b) a warrant to purchase 0.5 of a share of Common Stock (the “Warrants”). The Common Stock and the Warrants are included in a registration statement on Form S-3 filed by the Company with the Securities and Exchange Commission (the “Commission”) and declared effective on October 4, 2016 (File No. 333-213766), as amended (the “Registration Statement”), under the Securities Act of 1933, as amended (the “Securities Act”), and a prospectus supplement dated February 27, 2019 filed with the Commission pursuant to Rule 424(b) under the Securities Act (the “Prospectus”). The shares of Common Stock and Warrants are being sold pursuant to a Placement Agency Agreement (the “P
Precision Therapeutics Inc. – COMMON STOCK PURCHASE WARRANT PRECISION THERAPEUTICS INC. (March 1st, 2019)
THIS 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 Initial Issue Date (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Precision Therapeutics Inc., a Delaware corporation (the “Company”), up to [•] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. 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).
Precision Therapeutics Inc. – PLACEMENT AGENCY AGREEMENT (March 1st, 2019)
This letter (this “Agreement”) constitutes the agreement between Precision Therapeutics Inc., a Delaware corporation (the “Company”) and Dawson James Securities, Inc. (“Dawson” or the “Placement Agent”) pursuant to which Dawson shall serve as the exclusive placement agent (the “Services”) for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities.