Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp., a Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 shares of common stock of the Company, par value $0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Purchase Warrant Agreement (ComSovereign Holding Corp.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp., a Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 [____] shares of common stock of the Company, par value $0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Underwriting Agreement (ComSovereign Holding Corp.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Xxxxx Xxxxxx (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.to Odyssey Group International, Inc., a Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 106, 2021 2020 (the “Commencement Effective Date”), and at or before 5:00 p.m., Eastern time, February 10August 6, 2026 2024 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 110,000 shares (the “Shares”) of common stock of the Company, par value $0.0001 0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. The total Shares issuable pursuant to all Purchase Warrants is referred to herein as the “Warrant Shares.” If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 0.01 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Purchase Warrant (Odyssey Group International, Inc.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp., a Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 198,776 shares of common stock of the Company, par value $0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Purchase Warrant Agreement (ComSovereign Holding Corp.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsXX Xxxxxx, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase WarrantWarrant issued by Guardforce AI Co., ComSovereign Holding Corp.Limited, a Nevada corporation Cayman Islands company (the “Company”), Holder is entitled, at any time or from time to time from August 10March 29, 2021 2022 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, February 10September 28, 2026 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 shares of common stock 180,723 Ordinary Shares of the Company, par value $0.0001 0.003 per share (the “Ordinary Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10September 28, 2021, the date on which the Registration Statement on Form S-1 F-1 (File No. 333-252780258054) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark InvestmentsR.X. Xxxxxxxx & Co., Inc. (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.Jxxxxxx Inc., a Nevada Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries (the “Company”), Holder is entitled, at any time or from time to time from August 10January 25, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10July 24, 2026 2028 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 shares an aggregate of common stock of the Company35,312 shares, par value $0.0001 0.00001 per share (the “Shares”)) of the Company’s common stock, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a price of $5.3125 4.40 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price of $4.40 per Share (equal to 110% of the initial public offering price) or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10July 24, 20212023, the date on which the Registration Statement on Form S-1 S-1, as amended (File No. 333-252780267907) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 Commission (collectively, the “Purchase WarrantsCommission”).
Appears in 1 contract
Samples: Warrant Agreement (Janover Inc.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid pursuant to that certain Underwriting Agreement by or on behalf of Kingswood Capital Marketsand between DIGITAL BRANDS GROUP, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.INC., a Nevada Delaware corporation (the “Company”), Holder on one hand, and Revere Securities, LLC, on the other hand, dated May 5, 2022, as amended (the “Underwriting Agreement”), Revere Securities, LLC (“Holder”) and its assignees, as registered holders of this Purchase Warrant, is entitled, at any time or from time to time from August 10November 1, 2021 2022 (the “Commencement Exercise Date”), the date that is six (6) months after the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Effective Date”), and at or before 5:00 p.m., Eastern time, February 10on May 5, 2026 2027 (five (5) years from the Effective Date) (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 747,796 shares of common stock Common Stock of the Company, $0.0001 par value $0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $5.3125 0.3250 per Shareshare of Common Stock (130% of the price of the Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share share and the number of Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise priceprice as a result of the events set forth in Section 6 below, depending on the context. The term “Effective Date” shall mean February 10, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Underwriters' Warrant Agreement (Digital Brands Group, Inc.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [●] (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.to PaxMedica, Inc., a Nevada Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10beginning February 28, 2021 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10August 26, 2026 2027 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 [●] shares of common stock of the Company, par value $0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 6.5625 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10Notwithstanding anything to the contrary herein, 2021, this Purchase Warrant will not be exercisable or convertible more than five years from the date on which commencement of sales under the Company’s public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”239676).
Appears in 1 contract
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.Jxxxxxx Inc., a Nevada Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries (the “Company”), Holder is entitled, at any time or from time to time from August 10January 25, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10July 24, 2026 2028 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 shares an aggregate of common stock of the Company35,313 shares, par value $0.0001 0.00001 per share (the “Shares”)) of the Company’s common stock, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a price of $5.3125 4.40 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price of $4.40 per Share (equal to 110% of the initial public offering price) or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10July 24, 20212023, the date on which the Registration Statement on Form S-1 S-1, as amended (File No. 333-252780267907) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 Commission (collectively, the “Purchase WarrantsCommission”).
Appears in 1 contract
Samples: Warrant Agreement (Janover Inc.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.Digital Brands Group, Inc., a Nevada Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10November 13, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10May 13, 2026 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 120,482 shares of common stock of the Company, par value $0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 5.19 per ShareShare ; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10May 13, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780333- 255193) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Underwriting Agreement (Digital Brands Group, Inc.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsThe Benchmark Company, division of Benchmark Investments, Inc. LLC (“Holder” or “Benchmark”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.to Nano Nuclear Energy, Inc., a Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August beginning May 10, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February May 10, 2026 2029 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 179,375 shares (the “Warrant Shares”) of common stock of the Companystock, par value $0.0001 per share (the “SharesCommon Stock”)) of the Company, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is not a day on which banking institutions are authorized by law to closebusiness day, then this Purchase Warrant may be exercised on the next succeeding day which is not such a business day in accordance with the terms herein. During the period commencing on the Commencement Date and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This The Exercise Price of this Purchase Warrant is initially exercisable at $5.3125 5.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Warrant Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Datebusiness day” shall mean February 10a day other than a Saturday, 2021, Sunday or any other day which is a federal legal holiday in the date United States or any day on which the Registration Statement Federal Reserve Bank of New York is authorized or required by law or other governmental action to close, provided that the Federal Reserve Bank of New York shall not be deemed to be authorized or obligated to be closed due to a “shelter in place,” “non-essential employee” or similar closure of physical location at the direction of any governmental authority if the bank’s electronic funds transfer systems (including for wire transfers) are open for use by customers on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”)such day.
Appears in 1 contract
Samples: Purchase Warrant Agreement (Nano Nuclear Energy Inc.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [●] (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.to Cardiff Lexington Corporation, a Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10beginning [●], 2021 202_ (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10[●], 2026 202_1 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 [●] shares of common stock of the Company, par value $0.0001 0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 [●] per ShareShare2; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10Notwithstanding anything to the contrary herein, 2021, this Purchase Warrant will not be exercisable or convertible more than five years from the date on which commencement of sales under the Company’s public offering pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”273324).
Appears in 1 contract
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Warrant of Trio Petroleum Corp., a Nevada Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10June 30, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10January 2, 2026 2029 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 55,000 shares of common stock (the “Shares”) of the Company, par value $0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 0.55 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10January 2, 20212024, the date on which the Registration Statement on Form S-1 (File No. 333-252780) second closing of the Company financing by an institutional investor was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued consummated by the Company on February 12, 2021 (collectively, the “Purchase WarrantsOffering”), pursuant to the terms of a Securities Purchase Agreement between the Company and such investor, dated October 4, 2023, as amended by an Amendment to Transaction Documents, dated December 29, 2023.
Appears in 1 contract
Samples: Placement Agent Warrant Agreement (Trio Petroleum Corp.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark InvestmentsTaglich Brothers, Inc. (“Holder”), as registered owner of this Common Stock Purchase Warrant (the “Purchase Warrant”), ComSovereign Holding Corp.to Unique Fabricating, Inc., a Nevada Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10[●], 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10[●], 2026 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 that number of shares of common stock of the Company, par value $0.0001 0.001 per share (the “Shares”), equal to 8% of the aggregate number of Shares issued and sold in the offering by the Company of 1,954,000 Shares pursuant to that certain Private Placement Memorandum dated September 13, 2021 (the “Offering”), which amounts to 156,320 Shares, subject to adjustment as provided in Section 6 5 hereof. This Purchase Warrant will not be exercisable more than five years from the date of issuance of this Purchase Warrant. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at an exercise price of $5.3125 3.12 per Share, the book value per share of the Company’s common stock as of June 30, 2021, the last day of the fiscal quarter ended June 30, 2021; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Securities Purchase Agreement (the “Effective Date” shall mean February 10Purchase Agreement”), dated September __, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780) of among the Company was declared effective by and the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”)purchasers signatory thereto.
Appears in 1 contract
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsRevere Securities, division of Benchmark InvestmentsLLC or R.X. Xxxxxxxx & Co., Inc. (each a “Holder,” and collectively the “Holders”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.Fxxxxx Corporation, a Nevada corporation Cayman Islands exempted company (the “Company”), each Holder is entitled, at any time or from time to time from August 10, 2021 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February August 10, 2026 2028 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 60,000 ordinary shares of common stock of the Company, par value $0.0001 0.00001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 5.75 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10August 7, 20212023, the date on which the Registration Statement on Form S-1 F-1 (File No. 333-252780267778) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Underwriting Agreement (Fitell Corp)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Warrant of Trio Petroleum Corp., a Nevada Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10April 1, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10October 4, 2026 2028 (the ”“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 83,333 shares of common stock (the “Shares”) of the Company, par value $0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 1.32 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10October 4, 20212023, the date on which the Registration Statement on Form S-1 (File No. 333-252780) first closing of the Company financing by an institutional investor was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued consummated by the Company on February 12, 2021 (collectively, the “Purchase WarrantsOffering”), pursuant to the terms of a Securities Purchase Agreement between the Company and such investor, dated October 4, 2023.
Appears in 1 contract
Samples: Placement Agent Warrant Agreement (Trio Petroleum Corp.)
Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, ComSovereign Holding Corp.Digital Brands Group, Inc., a Nevada Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 10November 13, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 10May 13, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 27,106 120,482 shares of common stock of the Company, par value $0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.3125 5.19 per ShareShare ; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 10May 13, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252780333- 255193) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).
Appears in 1 contract
Samples: Representative’s Warrant Agreement (Digital Brands Group, Inc.)