CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxx: A. Individual investors: (Please mxxx one or more of the following statements) 1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year. 2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year. 3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence). 4. I am a director or executive officer of Fortress Biotech, Inc. B. Partnerships, corporations, trusts or other entities: (Please mxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is: 1. an employee benefit plan whose total assets exceed $5,000,000; 2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940; 3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors; 4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000; 5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets excess of $5,000,000; 6. a trust, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets exceed $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the Notes; or 7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor. 7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: A. Please mxxx one of the following statements: either 1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or 2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC. B. Please mxxx one of the following statements. 1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or 2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx 0000. C. Please mxxx the following statement: 1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the Notes. D. Please mxxx one of the following statements: 1. The undersigned hereby certifies that it is not in the United Kingdom. 2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx 0000 (Financial Promotion) Order 2005 (“FPO”). 3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO. 7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date: 7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one) (a) Individual Ownership (b) Community Property (c) Joint Tenant with Right of Survivorship (both parties must sign) (d) Partnership (e) Tenants in Common (f) Corporation
Appears in 1 contract
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxx:
A. Individual investors: (Please mxxx one or more of the following statements)
1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence).
4. I am a director or executive officer of Fortress Biotech, Inc.the Company.
B. Partnerships, corporations, trusts or other entities: (Please mxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. an employee benefit plan whose total assets exceed $5,000,000;
2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK SharesSecurities, with total assets in excess of $5,000,000;
5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK SharesSecurities, with total assets excess of $5,000,000;
6. a trust, not formed for the specific purpose of acquiring the Notes or PIK SharesSecurities, with total assets exceed $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the NotesSecurities; or
7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx:
A. Please mxxx one of the following statements: either
1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or
2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx 0000.
C. Please mxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the Notes.
D. Please mxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common (f) Corporation
Appears in 1 contract
Samples: Securities Purchase Agreement (Coronado Biosciences Inc)
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 6.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Individual investors: (Please mxxx xxxx one or more of the following statements)
1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence).
4. I am a director or executive officer of Fortress BiotechAytu Bioscience, Inc.
B. Partnerships, corporations, trusts or other entities: (Please mxxx xxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. an employee benefit plan whose total assets exceed $5,000,000;
2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000;
5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets excess of $5,000,000;
6. a trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets exceed $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the Notes; or
7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx:
A. Please mxxx one of the following statements: either
1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or
2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx 0000.
C. Please mxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the Notes.
D. Please mxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common (f) Corporation
Appears in 1 contract
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Individual investors: (Please mxxx xxxx one or more of the following statements)
1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence)1,000,000.
4. I am a director or executive officer of Fortress BiotechPacific Beach BioSciences, Inc.
B. Partnerships, corporations, trusts or other entities: (Please mxxx xxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. an employee benefit plan whose total assets exceed $5,000,000;
2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000;
5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets excess of $5,000,000;
6. a trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets exceed $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the Notes; or
7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Please mxxx xxxx one of the following statements: either
1. ____The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or;
2. ____The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx xxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx Xxx 0000.
C. Please mxxx xxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the NotesSecurities.
D. Please mxxx xxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx Xxx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common (f) Corporation
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Iaso Pharma Inc)
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Individual investors: (Please mxxx xxxx one or more of the following statements)
1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence)1,000,000.
4. I am a director or executive officer of Fortress BiotechCoronado Biosciences, Inc.
B. Partnerships, corporations, trusts or other entities: (Please mxxx xxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. an employee benefit plan whose total assets exceed $5,000,000;
2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000;
5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets excess of $5,000,000;
6. a trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets exceed $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the Notes; or
7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx:
A. Please mxxx one of the following statements: either
1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or
2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx 0000.
C. Please mxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the Notes.
D. Please mxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common (f) Corporation
Appears in 1 contract
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Individual investors: (Please mxxx xxxx one or more of the following statements)
1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence)1,000,000.
4. I am a director or executive officer of Fortress BiotechCoronado Biosciences, Inc.
B. Partnerships, corporations, trusts or other entities: (Please mxxx xxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. an employee benefit plan whose total assets exceed $5,000,000;
2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000;
5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets excess of $5,000,000;
6. a trust, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets exceed $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the Notes; or
7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx:
A. Please mxxx one of the following statements: either
1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or
2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx 0000.
C. Please mxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the Notes.
D. Please mxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common (f) Corporation
Appears in 1 contract
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxx:
A. Individual investors: (Please mxxx one or more of the following statements)
1. ______I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. ______I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. ______I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence).
4. ______I am a director or executive officer of Fortress BiotechCoronado Biosciences, Inc.
B. Partnerships, corporations, trusts or other entities: (Please mxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. ______an employee benefit plan whose total assets exceed $5,000,000;
2. ______an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. ______a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. ______an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000;
5. ______a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets excess of $5,000,000;
6. ______a trust, not formed for the specific purpose of acquiring the Notes or PIK SharesNotes, with total assets exceed $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the Notes; or
7. X an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx:
A. Please mxxx one of the following statements: either
1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or
2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx 0000.
C. Please mxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the Notes.
D. Please mxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common (f) Corporation
Appears in 1 contract
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Individual investors: (Please mxxx xxxx one or more of the following statements)
1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence)1,000,000.
4. I am a director or executive officer of Fortress BiotechCoronado Biosciences, Inc.
B. Partnerships, corporations, trusts or other entities: (Please mxxx xxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. an employee benefit plan whose total assets exceed $5,000,000;
2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000;
5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK SharesSeries A Stock, with total assets in excess of $5,000,000;
6. a trust, not formed for the specific purpose of acquiring the Notes or PIK SharesSeries A Stock, with total assets exceed exceeding $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the NotesSeries A Stock; or
7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx:
A. Please mxxx one of the following statements: either
1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or
2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx 0000.
C. Please mxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the Placement Agent nor any person acting on their behalf in relation to the purchase of the Notes.
D. Please mxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxx: Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ *If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common (f) Corporation
Appears in 1 contract
CONFIDENTIAL INVESTOR QUESTIONNAIRE. 7.1 ALL INVESTORS - The undersigned represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Individual investors: (Please mxxx xxxx one or more of the following statements)
1. I certify that I am an accredited investor because I have had individual income (exclusive of any income earned by my spouse) of more than $200,000 in each of the most recent two years and I reasonably expect to have an individual income in excess of $200,000 for the current year.
2. I certify that I am an accredited investor because I have had joint income with my spouse in excess of $300,000 in each of the most recent two years and reasonably expect to have joint income with my spouse in excess of $300,000 for the current year.
3. I certify that I am an accredited investor because I have an individual net worth, or my spouse and I have a joint net worth, in excess of $1,000,000 (exclusive of my personal residence)1,000,000.
4. I am a director or executive officer of Fortress BiotechCoronado Biosciences, Inc.
B. Partnerships, corporations, trusts or other entities: (Please mxxx xxxx one of the following seven statements). The undersigned hereby certifies that it is an accredited investor because it is:
1. an employee benefit plan whose total assets exceed $5,000,000;
2. an employee benefit plan whose investments decisions are made by a plan fiduciary which is either a bank, savings and loan association or an insurance company (as defined in Section 3(a) of the Securities Act) or an investment adviser registered as such under the Investment Advisers Act of 1940;
3. a self-directed employee benefit plan, including an Individual Retirement Account, with investment decisions made solely by persons that are accredited investors;
4. an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, not formed for the specific purpose of acquiring the Notes or PIK Shares, with total assets in excess of $5,000,000;
5. a corporation, partnership, limited liability company, limited liability partnership, other entity or similar business trust, not formed for the specific purpose of acquiring the Notes or PIK SharesSeries A Stock, with total assets in excess of $5,000,000;
6. a trust, not formed for the specific purpose of acquiring the Notes or PIK SharesSeries A Stock, with total assets exceed exceeding $5,000,000, whose purchase is directed by a person who has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of an investment in the NotesSeries A Stock; or
7. an entity (including a revocable grantor trust but other than a conventional trust) in which each of the equity owners qualifies as an accredited investor.
7.2 EUROPEAN ECONOMIC AREA (“EEA”) INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxxxxxx:
A. Please mxxx xxxx one of the following statements: either:
1. The undersigned hereby certifies that it is a Qualified Investor for the purposes of Directive 2003/71/EC because it is a person falling within Article 2.1(e)(i), (ii) or (iii) of such directive or a person authorized by a jurisdiction in the EEA to be considered as a qualified investor for the purposes of such directive; or;
2. The undersigned hereby certifies that it is not a Qualified Investor for the purposes of Directive 2003/71/EC.
B. Please mxxx xxxx one of the following statements.
1. The undersigned hereby certifies that it is acting on its own account and not for the account of or otherwise on behalf of any person or persons; or
2. The undersigned is in the United Kingdom and is a Qualified Investor for the purposes of Directive 2003/71/EC and is acting as an agent in the circumstances contemplated in section 86(2) of the United Kingdom Financial Services and Markets Axx Xxx 0000.
C. Please mxxx xxxx the following statement:
1. The undersigned hereby certifies that it has not received any recommendation from the any Placement Agent nor any person acting on their behalf in relation to the purchase of the NotesSecurities.
D. Please mxxx xxxx one of the following statements:
1. The undersigned hereby certifies that it is not in the United Kingdom.
2. The undersigned hereby certifies that it is a person falling within Article 19(5) of the Financial Services and Markets Axx Xxx 0000 (Financial Promotion) Order 2005 (“FPO”).
3. The undersigned hereby certifies that it is a person falling within Article 49(2)(a) to the (d) of the FPO.
7.3 ALL INVESTORS - The undersigned further represents and warrants as indicated below by the undersigned’s mxxxxxxx: FINRA AFFILIATION. Are you affiliated or associated with an FINRA member firm: Yes No If Yes, please describe: _________________________________________________________ _________________________________________________________ _________________________________________________________ ** If subscriber is a Registered Representative with an FINRA member firm, have the following acknowledgment signed by the appropriate party: The undersigned FINRA member firm acknowledges receipt of the notice required by NASD Rule 3050. Name of FINRA Member Firm By: Authorized Officer Date:
7.4 ALL INVESTORS - Indicate manner in which title is to be held (circle one)
(a) Individual Ownership
(b) Community Property
(c) Joint Tenant with Right of Survivorship (both parties must sign)
(d) Partnership
(e) Tenants in Common Common
(f) Corporation
(g) Limited Liability Company
(h) Trust
(i) Other
Appears in 1 contract
