Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters named in Schedule 1 hereto, an aggregate of [ ] authorized but unissued shares (the “Firm Shares”) of common stock of the Company, par value $0.0001 per share (the “Common Stock”), together with warrants to purchase an aggregate of [ ] shares of Common Stock each at an exercise price of $[ ] (125% of the public offering price per Firm Unit in the Offering, as defined hereafter), in the form filed as an exhibit to the Registration Statement (as defined in Section 2.1.1 below) (the “Firm Warrants,” and collectively with the Firm Shares, the “Firm Units”). Each Firm Share and Firm Warrant will be immediately separable and will be issued separately, but will be sold together as a unit in the Offering.
(ii) The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule 1 attached hereto and made a part hereof, at a purchase price of $[ ] per Firm Unit (92% of the public offering price for each Firm Unit). The Firm Units are to be offered initially to the public at the offering price set forth on the cover page of the Prospectus (as defined in Section 2.1.1 hereof).
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of t units (each, a “Firm Unit”), with each Firm Unit consisting of either: (A) one common share, with no par value per share, (each, a “Common Share”) and one warrant (each, a “Warrant”) to purchase one Common Share at an exercise price of $t (representing 125% of the per Class A Firm Unit (as defined below) offering price (the “Public Offering Price”) set forth on the cover page of the Prospectus (as defined in subsection 2.1.1 hereof)) for a period of five (5) years, subject to adjustment as provided in the Warrant (each, a “Class A Firm Unit”); or (B) one pre-funded warrant (each, a “Pre-Funded Warrant”) to purchase one Common Share at an exercise price of $0.01 until such time as the Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Pre-Funded Warrant and one Warrant (each, a “Class B Firm Unit”). The Common Shares referred to in this Section 1.1.1(i) are hereinafter referred to as the “Firm Shares”, the Warrants referred to in this Section 1.1.1(i) are hereinafter referred to as the “Firm Warrants” and the Pre-Funded Warrants referred to in this Section 1.1.1(i) are hereinafter referred to as the “Firm Pre-
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [•] units (each a “Unit” and collectively, the “Units”), each consisting of two ordinary shares, no par value of the Company (the “Ordinary Shares”) and three warrants (the “Warrants”) each to purchase one Ordinary Share (collectively, the “Firm Units”). The Ordinary Shares that are issuable upon the exercise of the Warrants shall be referred to herein as the “Warrant Shares”.
(ii) The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule 1 attached hereto and made a part hereof at a purchase price of $[•] per unit (93% of the per Firm Unit offering price). The Firm Units are to be offered initially to the public at the offering price set forth on the cover page of the Prospectus (as defined in Section 2.1.1 hereof).
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of 1,200,000 units (the “Units”), each Unit consisting of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and warrants in the form filed as an exhibit to the Registration Statement (the “Warrants”) to purchase one share of Common Stock. Each Warrant is exercisable to purchase one share of Common Stock at an exercise price equal to 120% of the public offering price set forth on the cover page of the Prospectus (as defined in Section 2.1.1 hereof). The Shares of Common Stock and the Warrants are immediately separable and will be issued separately. The 1,200,000 Units are referred to herein as the “Firm Units.”
(ii) The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule 1 attached hereto and made a part hereof at a purchase price of $[●] per unit (93% of the per Unit offering price). The Firm Units are to be offered initially to the public at the offering price set forth on the cover page of the Prospectus.
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [•] units (“Firm Units”), each consisting of one (1) share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”) and one-half of one warrant (each a “Warrant” and collectively, the “Warrants”), where each whole Warrant is exercisable to purchase one share of Common Stock (the “Firm Warrants”). Each Warrant will be exercisable for a period of five (5) years at an exercise price of $[•] per share, subject to adjustment as provided in the Warrants.
(ii) The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule 1 attached hereto and made a part hereof at a purchase price of $[•] per Firm Unit (93% of the per Firm Unit offering price). The Firm Units are to be offered initially to the public at the offering price set forth on the cover page of the Prospectus (as hereinafter defined).
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the Underwriter an aggregate of [●] units (the “Firm Units”) consisting of (A) an aggregate of [●] shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”), and (B) warrants exercisable to purchase an aggregate of [●] shares of Common Stock, in the form attached hereto as Exhibit A (the “Warrants”), which Warrants will have an exercise price of $[●] per share, subject to adjustment as provided for therein (the “Firm Warrants”). Each individual Firm Unit shall consist of: (i) two (2) Firm Shares and (ii) one (1) Firm Warrant to purchase one (1) share of Common Stock, which shall be immediately separable upon issuance. The Firm Shares and the Common Stock issuable upon the exercise of the Warrants (the “Warrant Shares”) consist of authorized but unissued shares of Common Stock to be issued and sold by the Company.
(ii) The Underwriter agrees to purchase from the Company the Firm Units at a purchase price of $[●] per Firm Unit (with $0.01 allocated to the value of a full Warrant to purchase one share of common Stock). The Firm Units are to be offered to the public (the “Offering”) at the offering price set forth on the cover page of the Prospectus (as defined in Section 2.1.1).
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of: (i) [•] units (each, a “Firm Unit” and in the aggregate, the “Firm Units”), each Unit consisting of one (1) share (the “Firm Unit Shares”) of the Company’s common stock, par value $0.0002 per share (the “Common Stock”) and one (1) common stock purchase warrant to purchase one (1) share of Common Stock (the “Firm Common Warrants”) at an exercise price of $[•] per share, subject to adjustment as provided in the Common Warrants, and (ii) [•] pre-funded units (each, a “Firm Pre-Funded Unit”, and in the aggregate, the “Firm Pre-Funded Units”) each Pre-Funded Unit consisting of one (1) pre-funded common stock purchase warrant to purchase one (1) share of Common Stock (the “Firm Pre-Funded Warrants” and together with Firm Common Warrants, the “Firm Warrants”) at an exercise price of $0.0002 per share, subject to adjustment as provided in the Firm Pre-Funded Warrants, and one (1) Firm Common Warrant. The Firm Common Warrants shall be immediately exercisable upon issuance until the fifth (5th) anniversary of their issuance. The Firm Pre-Funded Warrants shall be immediately exercisable upon issuance until such time as the Firm Pre-Funded Warrants are exercised in full. No Firm Units will be certificated, and the Firm Unit Shares and the Firm Common Warrants comprising the Firm Units will be separated immediately upon issuance. No Firm Pre-Funded Units will be certificated, and the Firm Pre-funded Warrants and the Firm Warrants comprising the Firm Pre-Funded Units will be separated immediately upon issuance.
(ii) The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units and Firm Pre-Funded Units set forth opposite their respective names on Schedule 1 attached hereto and made a part hereof at a purchase price of $[•] per Firm Unit (93.0% of the per Firm Unit offering price), which purchase price will be allocated as $ [●] per Firm Unit Share and $[0.001] per Firm Common Warrant, and $[•] per Firm Pre-Funded Unit (93.0% of the per Firm Unit offering price less $0.0002), which purchase price will be allocated as $[●] per Firm Pre-Funded Warrant and $0.001 per Firm Common Warrant. The Firm Units and the Firm Pre-Funded Units (collectively, the “Firm Securities”) are to be offered initially to the public at the offe...
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell, to the Underwriter, an aggregate of 10,081,667 units (the “Firm Units”).
(ii) The Underwriter agrees to purchase from the Company the Firm Units at a purchase price (net of discounts and commissions) of $0.57 per Share (95% of the per Firm Unit offering price). The Firm Units are to be offered initially to the public (the “Offering”) at the offering price set forth on the cover page of the Prospectus (as defined in Section 2.1.1 hereof).
(iii) Each Firm Unit consists of one share of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) and one warrant to purchase one share of Common Stock in the form attached hereto as Exhibit A (the “Warrant” or “Warrants”).
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to sell in the aggregate 1,660,000 units (the “Units”), with each of the Units consisting of (i) one share of common stock of the Company, par value $0.00001 per share (the “Common Stock”), and (ii) one warrant (“Warrant”) to purchase one share of Common Stock, and each Underwriter agrees to purchase, severally and not jointly, at the Closing, an aggregate of 1,660,000 Units (“Firm Units”). The shares of Common Stock and the shares of Common Stock underlying each Warrant, together comprising the Firm Units, are called the “Shares”. The offering and sale of the Units is herein referred to as the “Offering.”
(ii) The Firm Units are to be offered together to the public at the offering price per one Firm Unit as set forth on Schedule 2-A hereto (the “Purchase Price”). The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Units set forth opposite their respective names on Schedule 1 attached hereto and made a part hereof at the purchase price for one Firm Unit of $___ (or 93% of the Purchase Price).
Nature and Purchase of Firm Units. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters an aggregate of [●] units (the “Firm Units”), consisting of (i) an aggregate of [●] shares (“Firm Shares“) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) and (ii) warrants to purchase up to [●] shares of Common Stock (the “Firm Warrant Shares”) at an exercise price of $[●] per share, in the form attached hereto as Exhibit A (the “Firm Warrants”). Each Underwriter agrees to purchase, severally and not jointly, the number of Firm Units set forth opposite the name of such Underwriter on Schedule I hereof. The Firm Shares and the Firm Warrants will trade separately and shall be immediately separable and transferable upon issuance. The Firm Warrants shall be issued pursuant to, and shall have the rights and privileges set forth in, a warrant agent agreement, dated on or before the Closing Date, substantially in the form attached hereto as Exhibit B (the “Warrant Agreement”) between the Company and Continental Stock Transfer & Trust Company, as warrant agent.
(ii) The aggregate purchase price for the Firm Units shall equal the amount set forth opposite the name of such Underwriter on Schedule I hereto (the “Unit Purchase Price”). The combined purchase price for one Firm Unit shall be $[●], which shall be allocated as $[●] per Share (the “Share Purchase Price”) and $[●] per Warrant (the “Warrant Purchase Price”). The Firm Units are to be offered initially to the public at the offering price set forth on the cover page of the Prospectus (as defined in Section 2.1.1 hereof).
