SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 3rd, 2008 • Pluristem Therapeutics Inc • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) dated November 24, 2008, by and between Pluristem Therapeutics Inc., a Nevada corporation (the “Company”), and Merina Overseas Ltd., a British Virgin Islands company (the “Purchaser”).
ContractPluristem Therapeutics Inc • December 3rd, 2008 • Biological products, (no disgnostic substances)
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT 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 ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL SATISFACTORY TO THE COMPANY TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY.
